The Pure Distance Learning Courses Terms & Conditions of The PTI Group (The PDLCTCs) (v.3.2) (last updated: 5 June 2021)
The Pure Distance Learning Courses Terms & Conditions of The PTI Group (The PDLCTCs) govern the Pure Distance Learning Courses (PDLCs), online exams and other assessments for PDLCs offered by or through The PTI Group in collaboration with Our PDLCs Partners, and other related matters.
The PDLCTCs should be read IN CONJUNCTION WITH The Terms & Conditions and The Supplemental Terms & Conditions (The STCs).
The meaning of “The Supplemental Terms & Conditions” or “The STCs” is the same as that defined in The Terms & Conditions, and collectively refer to policies, rules, regulations, guidance notes, notices, brochures, student handbook, and other documents etc., and other terms and conditions in addition to or supplemental to The Terms & Conditions etc. between you and The PTI Group, whether applicable generally or for a certain group(s) of customers, and whether applicable to the whole website or for certain part(s) of the website(s), and whether applicable to all or specific product(s) &/or service(s), and whether relating to specific subject(s) or issue(s). For avoidance of doubt, The STCs INCLUDE (BUT ARE NOT LIMITED TO) The PDLCTCs, other policies and rules etc. of The PTI Group, including those relating to privacy. For clarity, The PDLCTCs is just one of the documents constituting The STCs.
The Terms & Conditions is the primary agreement between you and The PTI Group. The Terms & Conditions, together with The STCs form the entire agreement between you and The PTI Group, whether or not you are a course participant &/or Registered User &/or website visitor. The Terms & Conditions, The PDLCTCs, and The STCs supersede all previous agreement(s) or arrangement(s) with you, whether oral or written, if any.
Terms in The PDLCTCs have the same meaning as defined in The Terms & Conditions, unless in the case of conflicts, The PDLCTCs will prevail. In addition, terms in other documents of The STCs have the same meaning as defined in The Terms & Conditions, and The PDLCTCs. In case of any conflict between The PDLCTCs, and STCs, The PDLCTCs will prevail. In the event of any conflict between The Terms & Conditions and The STCs, The STCs prevail.
By using our website(s), &/or using your User Account, &/or making purchase of any of our products &/or services, &/or accessing any of our products &/or services, &/or enrolling for &/or registering any of our online PDLCs &/or online exams, &/or other assessments &/or sitting for any online exams, &/or other assessments &/or undertaking any study related project &/or using or accessing any third party websites linked to or referenced from our website(s), you agree to The PDLCTCs, The Terms & Conditions and The STCs.
The PDLCTCs, The Terms & Conditions and The STCs are subject to revisions &/or amendments from time to time at our sole and absolute discretion, and are deemed to have come to your notice from the time the revised version is posted on our website(s).
1. Description of Online Pure Distance Learning Courses (PDLCs)
The PTI Group offers Pure Distance Learning Courses (PDLCs) for our course participants singly or in collaboration with Our PDLCs Partners. You acknowledge & agree our online PDLCs may or may not be accredited &/or awarded by Our PDLCs Partners, which may be, but are not limited to overseas professional bodies, universities, or other institutions etc. domiciled in different countries/jurisdictions. For PDLCs offered in conjunction with our PDLCs Partners, you understand, acknowledge, & agree the PDLCs may or may not be identical as those offered on website(s) of Our PDLCs Partners in terms of course content, teacher(s), assessment(s), qualification(s), irrespective of whether name of the course(s) is or are identical as the course(s) appearing on website of Our PDLCs Partner(s).
2. Definitions
“PTI” refers to PTI Professional Development Ltd. (a co incorporated in HK) “The PTI Group” refers to PTI as well as other member companies of The PTI Group.
“Pure Distance Learning Courses”, “Pure Distance Learning Programmes”, or “PDLCs” refer to courses, programmes, professional and academic qualifications offered on the internet by or through The PTI Group in collaboration with Our PDLCs Partners through study materials, audio training materials or other means through the internet, without any face to face delivery of the course content through lectures, tutorials, seminars, or group discussions, &/or physically conducting exams, quizzes, tests, projects or other assessments (except for purposes of assessing suitability for enrolment in the course or any part of the course) by The PTI Group &/or any of Our PDLCs Partners, or any of our agents.
Assessment of a PDLC may consist of one or more online exam(s) &/or other assessments. Upon passing the required level(s) of online exam(s), &/or required assessment(s) and fulfilment of other qualification requirements (including but not limited to working experiences) AND subject to approval by Our PDLCs Partner &/or The PTI Group, you would be awarded a professional qualification or an academic qualification by that PDLCs Partner of The PTI Group. However, depending on the course / programme / qualification, you acknowledge and agree that upon passing an online exam &/or required assessment(s), you acknowledge & agree may or may not be awarded any professional qualification or an academic qualification, since it depends on type of course, and awarding of a professional qualification or academic qualification is also subject to approval by The PTI Group and Our PDLCs Partners.
“You”, “customer(s)”, “client(s)”, “course participant(s)”, “candidates”, “User(s)” and “Registered User(s)” refer to the same party, meaning course participants who enrol for our PDLCs &/or online exams &/or other assessments, parties who visit our website(s), whether or not you have purchased products &/or services from or through The PTI Group, and irrespective of whether you have registered with us as a “User” or “Registered User”.
3. Registration and Enrolment for PDLCs / Online Exams / Other Assessments
This section applies to registration and enrolment of PDLCs, and for programmes where SEPARATE registration &/or enrolment/are is required for online exams &/or other assessments.
3.1 Entry Requirements
You understand and agree to read and understand the entry requirements, before registering any PDLC &/or an online exam &/or assessment. To register for a PDLC, an online exam, or assessment, you represent to The PTI Group you have already fulfilled the entry requirements.
3.2 PDLCs / Online Exams / Other Assessments
Prior to registering &/or enrolling for our PDLCs &/or online exams &/or other assessments, you need to register with us, and you would need to provide certain basic personal information. After registering, you have become a Registered User” or “User” of The PTI Group. We respect privacy of our course participants, customers and Users. All data collected, whether for User Account registration, PDLCs or online exams registration or other assessments will be handled with care and in accordance with our Privacy Policy Statement (PPS), and the relevant Personal Information Collection Statements (PICSs).
Registration of a PDLC or online exam or other assessments, is subject to payment of application fee &/or registration fee, and the relevant registration deadline. EACH REGISTRATION / APPLICATION FEE PAID FOR A PDLC, ONLINE EXAM OR ASSESSMENT IS SUBJECT TO THE RESPECTIVE EXPIRY. AFTER EXPIRY, YOU AGREE YOU WILL NEED TO PAY FOR THE RELEVANT FEE AGAIN, IN ORDER TO ENROL FOR THE SAME PDLC, ONLINE EXAM OR ASSESSMENT.
By submitting and paying for application &/or registration of a particular PDLC or online exam or other assessments, you declare and confirm the name you input for your User Account is true, correct, complete and up-to-date, and is the same as your identity documents, including passport, and ID card etc. You further confirm all information provided (including but not limited to information relating to fulfilment of entry requirements and your identity) is true, correct, complete and up-to-date. Except for corporate accounts, you understand, acknowledge and agree for our PDLCs, online exams and other assessments, applications &/or registrations for a PDLC / online exam / assessment are only allowed for individual persons, but not cos, or any entities. By submitting registration for a particular PDLC / online exam / assessment, you also make representations to us you are an individual person, except for corporate accounts.
YOU FURTHER AGREE IF YOU PROVIDE ANY INCORRECT, FALSE OR INCOMPLETE INFORMATION, OR MISREPRESENT ANY INFORMATION (INCLUDING BUT NOT LIMITED TO YOUR FULFILMENT OF THE ENTRY REQUIREMENTS), WE RESERVE OUR RIGHTS AT OUR SOLE AND ABSOLUTE DISCRETION TO REVOKE, CANCEL AND TERMINATE YOUR USER ACCOUNT, YOUR RIGHTS TO ACCESS THE STUDY / E-STUDY MATERIALS, AND YOUR RIGHTS TO SIT FOR ALL OUR ONLINE EXAMS &/OR OTHER ASSESSMENTS (INCLUDING BUT NOT LIMTIED TO THE ONLINE EXAM &/OR ASSESSMENT IN QUESTION), AS WELL AS VOIDING ALL YOUR PDLCS ONLINE EXAMS AND OTHER ASSESSMENTS RESULTS & QUALIFICATIONS, AND AMOUNT PAID WILL BE FORFEITED AND WILL NOT BE REFUNDED.
3.3 PDLCs / Online Exams / Assessments Enrolment
For each PDLC, you acknowledge, and agree you would need to pass one or more course(s), online exams &/or one or more assessment(s), except where the PDLC has no online exam nor assessment. FOR EACH OF OUR PDLCS, YOU UNDERSTAND AND AGREE THERE MAY BE PREREQUISITES &/OR REQUIRED SEQUENCE OF PASSING A CERTAIN LEVEL OF ONLINE EXAM(S) &/OR OTHER ASSESSMENT(S) , BEFORE YOU ARE ALLOWED TO SIT FOR THE NEXT LEVEL OF EXAM/ASSESSMENT, AS DETERMINED AT SOLE & ABSOLUTE DISCRETION OF THE PTI GROUP.
If you have NOT yet passed the LESS advanced level but directly enrol for the MORE advanced level online exam/assessment, you agree we can exercise our rights at our sole and absolute discretion to automatically convert your less advanced level online exam/assessment enrolled to the less senior level any time without any notice to you. You acknowledge & agree the pre-scheduled exam/assessment date &/or time for the converted less advanced level may be different from the more advanced level exam/ assessment you have originally selected.
To enrol for a PDLC, an online exam or other assessment(s), you would need to first register with us &/or submit application, and to pay for enrolment fee (except where the course tuition fee has already included enrolment fee), prior to relevant enrolment deadline. FOR EACH ONLINE EXAM/ASSESSMENT SESSION, YOU ACKNOWLEDGE, UNDERSTAND AND AGREE THERE WOULD OR MAY BE DIFFERENT ENROLMENT PERIODS. YOU ACKNOWLEDGE, AND AGREE THAT FOR AN ONLINE EXAM / ASSESSMENT, ENROLMENT FEE FOR EACH ENROLMENT PERIOD MAY DIFFER, AS SHOWN ON THE PTI GROUP`S WEBSITE.
You agree if you do not provide your identity document information &/or any required personal information at application/registration/ enrolment, &/or if you do not agree to your marked answer script for online exam(s) / assessment(s) to be transferred to Our PDLCs Partners for moderation of marking, YOUR ONLINE EXAM(S)/ASSESSMENT(S) RESULTS WILL BECOME VOID, as determined at our sole & absolute discretion.
By enrolling for a PDLC, an online exam, or assessment, you agree for us to publish in the pass list and registrar of certified professional qualifications on our website(s), upon your passing a particular and any earlier exam(s)/assessment(s) if any, and being certified for the qualification respectively.
You acknowledge and agree all registration, enrolment and other fees paid are not refundable, withdrawable, transferable, or assignable under any circumstances. Once enrolled, you also agree you cannot withdraw or transfer to (an) other PDLC(s) &/or online exam(s) &/or other assessment(s). For the PDLC enrolled, you agree if you do not attend or join the live online lessons at the scheduled date & specified time as determined at our sole discretion, it is deemed you have given up your rights to attend/join the online lessons, and amounts paid will be forfeited.
You acknowledge & agree PTI &/or Our PDLC Partners has/have sole & absolute discretion to determine enrolment deadline for each course, and beyond which no enrolment/application would be accepted. You further agree PTI & Our PDLC Partners can exercise our sole & absolute discretion to close an enrolment/application period earlier than original deadline, without any reason given.
For PDLCs (Overall PDLCs) which is consisted of one or more underlying PDLCs (Underlying PDLCs), in the event your application/enrolment of any of the Underlying PDLCs is eventually declined, you would be refunded for the Overall PDLC. However, the application fee is not refundable.
3.4 Exemptions
For any of our PDLCs, you agree PTI & Our PDLCs Partners have absolute & sole discretion to determine whether to grant any exemption, as well as whether any fees paid earlier for the exempted course & amount (if any) can be offset against the current PDLC.
3.5 Textbooks
You acknowledge & agree our course fees cover tuition fees only, and exclude any textbooks, e-books, or any reading materials etc. You further agree you have sole responsibilities to order the textbooks, e-books, or any other materials required for a PDLC you have enrolled.
3.6 Dual/Multiple Enrolments
For the same semester, for each online exam / assessment session, you acknowledge and agree that you can enrol for the same online exam / other assessment once only, except as allowed by us.
DUAL OR MULTIPLE ENROLMENTS FOR THE SAME ONLINE EXAM / ASSESSMENT IN THE SAME SESSION IS STRICTLY PROHIBITED, AND IT IS A MISCONDUCT & VIOLATION ACTIVITY. IN SUCH CASES, WE RESERVE THE RIGHTS TO DETERMINE AT OUR SOLE AND ABSOLUTE DISCRETION REVOCATION, CANCELLATION AND TERMINATION OF YOUR RIGHTS TO SIT FOR OUR ALL OTHER ONLINE EXAMS / ASSESSMENTS (I.E. NOT LIMITED TO THE ONLINE EXAM / ASSESSMENT IN QUESTION), YOUR USER ACCOUNT, EXPULSION FROM THE RELEVANT STUDY PROGRAMME, AS WELL AS VOIDING ALL YOUR ONLINE EXAM(S) / ASSESSMENT(S) RESULTS (INCLUDING OTHER PDLCS, & OTHER ONLINE EXAMS/ASSESSMENTS YOU HAVE PASSED EARLIER) & VOIDING RESULTS OF ALL OTHER SUBJECTS OF THE ACADEMIC / STUDY PROGRAMME, WITHDRAWAL OF ALL QUALIFICATION(S) AWARDED EARLIER. THE AMOUNT PAID WILL ALSO BE FORFEITED AND WILL NOT BE REFUNDED.
4. Submission of Assignments / Projects / Final Year Thesis and Other Assessments
You acknowledge & agree PTI &/or Our PDLCs Partners have sole & absolute discretion to determine type, format, word limit, deadline, instructors, marker(s), marking scheme, and any other details etc. of assignments, projects, Final Year Thesis, other assessments, pre-assessment proposals, abstract of assessment etc.
You undertake to submit the required assignments, projects, Final Year Projects, and other assessments by the required deadline, and in compliance with the relevant policies, student handbooks and other relevant documents of PTI & Our PDLCs Partners.
In the event of extension requests for submitting assignments/projects/Final Year Thesis or other assessments, you agree to comply with all relevant requests as determined at sole & absolution discretion of PTI & Our PDLCs Partners, including notice period, documentary proof etc. You also undertake you have sole responsibilities to get familiarised with the related requirements.
5. Online Exam / Assessment Held at Prescheduled Date & Time
You understand and agree for each online exam / assessment (where relevant) date, the online exam / assessment time is pre-scheduled, you undertake to make yourself available to attend the online exam / assessment, and understand if you do not attend the online exam / assessment, you agree you would get a fail for the subject/programme.
For the PDLC enrolled, you agree if you do not sit for online exam(s) &/or other assessment(s) on the scheduled date & time as determined at our sole discretion, it is deemed you have given up your rights to sit for that online exam/assessment, and amounts paid will be forfeited.
6. Taking an Online Exam/Assessment
YOU UNDERSTAND, ACKNOWLEDGE AND AGREE THE COUNTRY/JURISDICTION OF TAKING THE EXAM / ASSESSMENT SCHEDULED AT PREDETERMINED DATE & TIME WOULD BE IMPORTANT. YOU ALSO AGREE AND UNDERTAKE, IF REQUIRED &/OR SPECIFIED BY THE PTI GROUP, YOU WOULD ONLY TAKE AN ONLINE EXAM / ASSESSMENT IN A PARTICULAR PLACE / COUNTRY / REGION ONLY.
You also agree if you do not follow any of the requirements &/or instructions pertaining to online exam / assessment, it is deemed you have given up your rights to take the online exam / assessment, and the fees paid will be forfeited, and will not be refunded. IN SUCH CASE AND AS DETERMINED AT OUR SOLE & ABSOLUTE DISCRETION, IT WILL RENDER REVOCATION, CANCELLATION AND TERMINATION OF YOUR RIGHTS TO TAKE ALL OF OUR ONLINE EXAMS AND OTHER ASSESSMENTS (INCLUDING BUT NOT LIMITED TO THE ONLINE EXAM(S) / ASSESSMENT(S) IN QUESTION), AND ALL YOUR ONLINE EXAMS AND ASSESSMENT RESULTS (INCLUDING THOSE YOU HAVE PASSED EARLIER) WILL BECOME VOID, AND FEES PAID WILL BE FORFEITED AND WILL NOT BE REFUNDED. IN SUCH CASES, YOUR RIGHTS TO USE YOUR USER ACCOUNT, AND OUR WEBSITE(S) AND MEMBERSHIP, IF ANY, WITH OUR PDLCS PARTNERS, AND OUR BUSINESS PARTNERS WILL ALSO BE REVOKED, CANCELLED AND TERMINATED ON PERMANET BASIS, AND IT WOULD ALSO RESULT IN DISCIPLINARY ACTION AND OTHER CONSEQUENCES AS DETERMINED AT OUR SOLE AND ABSOLUTE DISCRETION.
YOU AGREE THAT YOU HAVE SOLE RESPONSIBILITIES TO MAKE SURE YOU COMPLY WITH ALL RELEVANT LAWS, TAXATION RULES, REGULATIONS ETC., INCLUDING BUT NOT LIMITED TO THOSE OF YOUR HOME COUNTRY, YOUR COUNTRY OF RESIDENCE, AND ANY OTHER APPLICABLE COUNTRY(IES) / JURISDICTION(S). YOU ALSO AGREE THAT ANY OF THE PTI GROUP, OUR PDLC PARTNERS, OUR BUSINESS PARTNERS HAS NO RESPONSIBILITIES TO INFORM, OR REMIND YOU OR TO INCLUDE IN ANY OF OUR POLICIES, GUIDANCES NOTES, OR ANY DOCUMENT ANY OF THE LAWS, TAXATION RULES, AND REGULATIONS ETC. APPLICABLE TO YOU.
YOU FURTHER AGREE THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY BREACH OF LAWS, TAXATION RULES, REGULATIONS ETC. OF THE RELEVANT COUNTRY(IES)/JURISDICTION(S), IRRESPECTIVE OF WHETHER OR NOT SUCH LAWS, TAXATION RULES, OR REGULATIONS ETC. HAVE ALREADY BEEN INCLUDED IN ANY OF THE POLICIES, GUIDANCE NOTES, ONLINE EXAM / ASSESSMENT INSTRUCTIONS, REQUIREMENTS OR DOCUMENTS OF THE PTI GROUP, &/OR OUR PDLCS PARTNERS, &/OR OUR BUSINESS PARTNERS. IN SUCH EVENT, THE PTI GROUP, OUR PDLCS PARTNERS AND OUR BUSINESS PARTNERS (INCLUDING OUR PARENT COS, SUBSIDIARIES, ASSOCIATED COS, AFFILIATED COS, DIRECTORS, MANAGEMENT, COMMMITTEE MEMBERS, STAFF, OFFICERS, PROFESSORS, INSTRUCTORS, TUTORS, REPRESENTATIVES, CONTRACTORS, SUPPLIERS, AGENTS, ASSIGNEES, OR SUCCESSORS) EXPRESSLY DISCLAIM ANY LIABILITIES OR RESPONSIBILITES ARISING FROM &/OR DUE TO YOUR SUCH ACT.
7. Sample Online Exam / Assessment Questions
You understand and acknowledge our sample online exam / assessment questions do not in any way represent the same or similar content or nature of any questions you are going to see for any real online exam/ assessment.
8. System Testing
You undertake that prior to taking an online lecture, online tutorial, or online exam / other assessment(s) required to be taken at predetermined date & time, you will spend time to read, understand and comply with the requirements, and perform the necessary IT system testing by the required deadline prior to the relevant exam / assessment date in accordance with requirements as stated in The Terms & Conditions, The PDLCTCs, and other policies, guidance notes, brochures, student handbook, notices, documents etc. constituting The STCs as issued, revised and posted on website(s) of The PTI Group &/or notified you through email(s) from time to time.
IF YOU DO NOT COMPLETE THE NECESSARY TESTING PRIOR TO THE REQUIRED DEADLINE, YOU AGREE YOU WILL BE SOLELY RESPONSIBLE FOR UNAVAILABILITY OR INABILITY FOR ACCESSING ANY OF THE ONLINE LECTURES, ONLINE TUTORIALS, OR SITTING FOR ANY PART OF THE ONLINE EXAM / ASSESSMENT ON THE EXAM/ASSESSMENT DAY, AND FOR ANY ERROR IN CONNECTION, OR INTERRUPTIONS, SLOWDOWNS, INSTABILITY OR OTHER PROBLEMS OR ISSUES RELATING TO IT SYSTEM OR CONNECTION DURING YOUR ONLINE EXAM / ASSESSMENT.
IN SITTING FOR AN ONLINE EXAM / ASSESSMENT, YOU AGREE THAT IF YOU USE A MODEL OF COMPUTER, SYSTEM OR OTHER EQUIPMENTS NOT ALLOWED, &/OR IF YOU FAIL TO FULFILL ANY OF THE REQUIREMENTS ON COMPUTER &/OR COMPUTER MODEL SPECIFICATIONS &/OR SERVER &/OR OTHER IT SYSTEM SPECIFICATIONS, YOU WILL BE SOLELY RESPONSIBLE FOR ANY SYSTEM INTERRUPTONS, INSTABILITY OR DISCONNECTION PROBLEMS OR ISSUES DURING YOUR ONLINE EXAM/ASSESSMENT &/OR INABILITY &/OR FAILURE TO SUBMIT YOUR ONLINE EXAM/ASSESSMENT ANSWER SCRIPT PRIOR TO OFFICIAL END TIME OF THE ONLINE EXAM/ASSESSMENT. YOU UNDERSTAND AND AGREE THIS WOULD ALSO CONSTITUTE AN ONLINE EXAM/ASSESSMENT MISCONDUCT & VIOLATION EVENT AND THEREFORE, YOUR RIGHTS TO SIT FOR THE RELEVANT ONLINE EXAM(S)/ASSESSMENT(S) WILL BE REVOKED, CANCELLED AND TERMINATED, YOUR ONLINE EXAM RESULTS WILL BECOME VOID, AND THE FEES PAID WILL NOT BE REFUNDED.
9. Before & During an Online Exam /Assessment
Both prior to and during online exam/assessment, you agree and undertake to read, understand and comply with all the applicable policies, rules and regulations etc., and to fulfil all the requirements, including performing any IT system testing required.
In taking an online exam / assessment at predetermined date & time, you also undertake you will:
• Start your online exam / assessment on time;
• Avoid taking exam / assessment in public area;
• You can only use one computer to take the online exam / assessment etc.
• For each type of internet browser, not opening more than the allowed number of webpage windows;
• Be alone in the room, while taking an online exam / assessment;
• Clear the background to ensure no confidential documents is unnecessarily disclosed &/or any other person(s) or party(ies) is/are in the room during the exam/assessment etc.
9.1 Recording Online Exam/Assessment Answers
You understand you have to record your answers and save your answer script in accordance with the policies, rules, regulations, instructions and other requirements of The PTI Group. YOUR AGREE IF YOUR ANSWERS FOR THE ONLINE EXAMS(S) / ASSESSMENT(S) SUBMITTED ARE NOT IN THE FORMAT, FORM OR FILE TYPE PERMITTED, &/OR IF YOUR ONLINE EXAM ANSWERS) / ASSESSMENT(S) ARE SUBMITTED THROUGH ANY MEANS OR WAY(S) NOT ALLOWED, we reserve the rights at our sole and absolute discretion to disqualify and void your online exam / assessment results, &/or to revoke, cancel or terminate your rights to sit for all our other online exams / assessments &/or to revoke, terminate and cancel your User Account, and it would result in penalties and other consequences, as determined at our sole and absolute discretion. The PTI Group reserves the rights at our sole and absolute discretion to determine whether the format, form, file type, or the way of submission of your answers &/or answer script etc. are acceptable.
9.2 Online Exam / Assessment Paper & Answer Script Policy
You acknowledge and agree you are not allowed to disclose your identity, &/or User Account information &/or password, &/or any other information regarding your identity in online exam / assessment answer script. If you do any of the above, it would be regarded as Misconduct & Violation Activities, and will be subject to voiding of all your PDLCs, online exam/assessment results, forfeiture of any fees paid, and revocation, cancellation and termination of your User Account, your membership, if any, with Our PDLCs Partners and Our Business Partners, and other disciplinary actions and other consequences, as determined at sole and absolute discretion of The PTI Group.
You acknowledge and agree that your answers for all online exams / assessments are owned by The PTI Group (&/or third party if relevant) and will not be disclosed nor returned to you. You further agree that The PTI Group reserves the rights at our sole and absolute discretion to determine for how long (i.e. maintenance period), and the way of how records of your answers will be maintained or destroyed, without any notice to you, and it is not necessary to obtain any consent or prior consent (including written consent) from you.
10. Compliances with Relevant Policies, Rules, Regulations etc.
You agree & acknowledge you have read the relevant policies, brochure(s), student handbook, rules, regulations etc. of the qualification / programme. You undertake to be bound, to fulfil and comply with the relevant policies and rules etc.
11. Defer an Online Exam/Assessment
If subsequent to enrolment, you find you cannot sit for the online exam / assessment, and subject to payment of relevant fee and deadline, you are allowed to defer the exam / assessment to the NEXT online exam / assessment session.
You expressly agree that for each online exam, you can submit a request to defer ONCE ONLY. YOU FURTHER AGREE THAT ONCE AN EXAM / ASSESSMENT (WHERE ALLOWED) IS DEFERRED, YOUR DEFERRAL REQUEST CAN NOT BE REVOKED NOR REFUNDED. You acknowledge, understand and agree that if you defer your online exam / assessment to the next session, the curriculum, study materials and suggested readings may change.
YOU AGREE THAT FOR AN ONLINE EXAM / ASSESSMENT DEFERRED FROM AN EARLIER SESSION, NO FURTHER DEFERRAL IS ALLOWED, AND ENROLMENT FEE PAID EARLIER WILL BE FORFEITED IF YOU DO NOT OR CANNOT TAKE THE DEFERERED ONLINE EXAM / ASSESSMENT ON THE DATE AND TIME, AS DETERMINED AT SOLE & DISCRETION OF THE PTI GROUP &/OR ONE OR MORE OF OUR PDLC PARTNERS.
You understand and agree if you have enrolled for more than one levels of online exams / assessment, and IF YOU CHOOSE TO DEFER THE RELATIVELY MORE ADVANCED LEVEL ONLINE EXAM / ASSESSMENT TO NEXT SESSION, AND IF YOU EVENTUALLY DO NOT PASS THE RELATIVELY LESS ADVANCED LEVEL EXAM / ASSESSMENT, YOUR RELATIVELY MORE ADVANCED LEVEL ONLINE EXAM / ASSESSMENT WILL BE AUTOMATICALLY CONVERTED TO THE RELATIVELY JUNIOR LEVEL FOR THE NEXT SESSION. If you do not want or can not attend the converted relatively less advanced level online exam / assessment on the exam/assessment date, you acknowledge and agree the fees paid will be forfeited, and will not be refunded.
For request to defer an Online Exam, you agree to fulfil our relevant requirements, including but not limited to notice period etc., with relevant documentary proof provided (such as medical certificate), and payment of fees.
You further agree if the deferral request will also extend beyond the course / programme validity, you would have to pay the course / programme extension fee, instead of online exam deferral request fee.
12. Undertakings Declaration Statement
To maintain high level of professional standard, integrity, honesty, and code of conduct for course participants of our PDLCs, online exams, and other assessments as well as for those who have been certified for the relevant professional qualification (Qualified Professionals), course participants and Qualified Professionals are required to read, understand, comply with, and declare compliance with the relevant “Undertakings Declaration Statement” on ongoing basis.
You agree the relevant “Undertakings Declaration Statement” (including the undertakings contained therein) do not only represent a course participant`s commitment to proper conduct before, during and after the online exam &/or assessment(s), and after being qualified, for a Qualified Professional`s adherence to high level of professional and ethical standards.
As determined at sole and absolute discretion of The PTI Group, you agree and undertake you, as a course participant or Qualified Professional, have to submit declaration of compliance with the Undertakings Declaration Statement when a User:
(1) Registers &/or enrols for each PDLC &/or online exam &/or other assessment(s);
(2) Applies for approval for certification, upon passing all required online exam(s) &/or assessments for a particular PDLC, fulfilment of the qualification requirements, and subject to approval by The PTI Group and Our PDLCs Partner(s);
(3) Annually when renewing membership with Our PDLCs Partners; and
(4) Any time as required by The PTI Group at our sole and absolute discretion.
YOU UNDERSTAND AND AGREE THAT IF YOU FAIL TO FULLY COMPLY WITH &/OR FAIL TO SUBMIT COMPLIANCE DECLARATION OF THE UNDERTAKINGS DECLARATION STATEMENT, &/OR IF YOUR COMPLIANCE STATUS FAILS TO ACHIEVE REQUIRED STANDARDS, THE PTI GROUP CAN EXERCISE THE RIGHTS AT OUR SOLE & ABSOLUTE DISCRETION TO REVOKE, CANCEL AND TERMINATE YOUR RIGHTS TO TAKE ALL OUR ONLINE PDLCS, ONLINE EXAMS & OTHER ASSESSMENTS (INCLUDING BUT NOT LIMITED TO THE PDLC, & ONLINE EXAM / ASSESSMENT IN QUESTION), YOUR USER ACCOUNT, VOIDING ALL YOUR OTHER PDLCS AND ONLINE EXAMS &/OR OTHER ASSESSMENTS RESULTS (INCLUDING THOSE YOU HAVE PASSED EARLIER), WITHDRAWAL OF ALL QUALIFICATIONS AWARDED EARLIER. IN SUCH EVENT, ANY FEES PAID WILL BE FORFEITED AND WILL NOT BE REFUNDED, YOUR RIGHTS TO USE YOUR USER ACCOUNT, AND OUR WEBSITE(S) AND MEMBERSHIP, IF ANY, WITH OUR PDLCS PARTNERS AND OUR BUSINESS PARTNERS, WILL ALSO BE REVOKED, CANCELLED AND TERMINATED IMMEDIDATELY AS DETERMINED AT OUR SOLE & ABSOLUTE DISCRETION, AND IT WOULD ALSO RESULT IN OTHER DISCIPLINARY ACTIONS, AS DETERMINED AT OUR SOLE AND ABSOLUTE DISCRETION.
13. Online Exam / Assessment Misconduct & Violations
YOU UNDERSTAND AND AGREE THE LIST OF MISCONDUCT & VIOLATION ACTITIVIES (AS STATED IN RELEVANT POLICY(IES), BROCHURE(S), STUDENT HANDBOOK, AND OTHER DOCUMENTS ETC. OF PTI & OUR PDLCS PARTNER(S)) DOES NOT REPRESENT A COMPLETE OR EXHAUSTIVE LIST OF MISCONDUCT & VIOLATION ACTIVITIES. YOU FURTHER AGREE THE PTI GROUP RESERVES THE RIGHTS AT OUR SOLE AND ABSOLUTE DISCRETION TO DETERMINE WHETHER ANY ACTIVITY OR ACT IS A MISCONDUCT & VIOLATION ACTIVITY, AND THE PTI GROUP`S DECISION WILL BE FINAL AND CONCLUSIVE.
YOU ACKNOWLEDGE, UNDERSTAND AND AGREE THAT ENGAGING IN ANY OF THE MISCONDUCT & VIOLATION ACTIVITIES BY YOU WOULD RESULT IN (BUT NOT LIMITED TO) FOLLOWING CONSEQUENCES, AS DETERMINED AT THE SOLE AND ABSOLUTE DISCRETION OF THE PTI GROUP:
• DISQUALIFICATION AND REVOCATION OF YOUR RIGHTS TO TAKE ALL OF OUR ONLINE EXAMS, ASSESSMENTS, AND PDLCS (I.E. NOT ONLY RESTRICTED TO THE ONLINE EXAM &/OR ASSESSMENT &/OR PDLC TO WHICH THE MISCONDUCT & VIOLATION ACTIVITY RELATES);
• RESULTS OF ALL OF ONLINE EXAMS AND ASSESSMENTS TAKEN BY YOU (INCLUDING BUT NOT LIMITED TO THOSE YOU HAVE ALREADY PASSED EARLIER) WILL BECOME VOID;
• REVOCATION, CANCELLATION AND TERMINATION OF YOUR MEMBERSHIP, IF ANY, WITH OUR PDLCS PARTNERS AND OUR BUSINESS PARTNERS;
• REVOCATION, CANCELLATION AND TERMINATION OF YOUR USER ACCOUNT, YOUR RIGHTS TO USE OUR WEBSITE(S), TO USE ALL OUR PRODUCTS AND SERVICES, INCLUDING BUT NOT LIMITED TO STUDY AND OTHER MATERIALS, IF ANY;
• ALL FEES, CHARGES AND ANY AMOUNT PAID (INCLUDING BUT NOT LIMITED TO THE PARTICULAR ONLINE EXAM / ASSESSMENT OR PDLC TO WHICH THE MISCONDUCT & VIOLATION ACTIVITY RELATES) WILL BE FORFEITED AND WILL NOT BE REFUNDED; AND
• OTHER DISCIPLINARY ACTIONS &/OR PENALTIES AS DETERMINED AT SOLE AND ABSOLUTE DISCRETION OF THE PTI GROUP.
14. Certification
Upon passing the required online exam(s) &/or other assessment(s) within the time period allowed, and upon fulfilling the qualification requirements (including but not limited to working experience requirements and with proof provided to satisfaction of The PTI Group and Our PDLCs Partners) within the allowed time limit, AND subject to approval of The PTI Group and our PDLCs Partner(s), Our PDLCs Partner would issue a certificate to you. You agree decision regarding awarding of certificates will be determined at sole and absolute discretion of our relevant PDLCs Partner and The PTI Group, and you further acknowledge and agree Our PDLCs Partner`s and The PTI Group`s decisions will be final and conclusive.
You agree that in case of discrepancy in your name among any of your User Account, registration of the PDLC (or online exam/assessment), and your identity document &/or if you cannot prove your identity to our satisfaction, you understand and agree that Our PDLCs Partner &/or The PTI Group at our sole & absolute discretion reserve the rights to decline to issue any certificate to you, and any amount paid will be forfeited, and will not be refunded.
15. Programme Validity / Defer Expiry for Completion of a Programme
You acknowledge and agree that each of our online programmes, studies, qualifications, PDLCs etc. are subject to specific validity period.
You further acknowledge & agree in the event you are not able to finish a PDLC within the validity period, your passed results would expire & become void, unless expiry for completion of the programme is extended. If you are not able to complete the enrolled PDLC(s) &/or unable to fulfil the completion requirements, you acknowledge & agree you would not be awarded any certificate &/or qualification.
In case you are not able to complete the relevant programme, studies, qualification, PDLC etc. within the validity period, you agree you have sole responsibilities to apply to extend expiry for completion of the programme, studies, qualification etc., subject to the minimum notice period, maximum period can be deferred, payment of fees, our approval, and other requirements as determined at sole & absolute discretion and approval of The PTI Group &/or Our PDLCs Partner(s).
In additional to deferral fees for deferring completion expiry, you further agree The PTI Group reserves the right at our sole & absolute discretion to charge additional fees for the concurrent deferral of online exams &/or assessment(s). You also acknowledge that expiry for completion of a programme, studies, qualification etc. is subject to maximum number of times of deferral allowed, as stated in our website &/or our other document(s).
16. Course Participants Identity Verification
You understand and agree to strictly comply with The PTI Group`s requirements, instructions, policies, rules and regulations regarding verification of a course participant`s identity as stipulated in the relevant documents constituting The STCs, as well as policies, and rules etc., including before, during, and after you take an online exam / assessment as well as during the certificate collection process. The awarding of certificate is subject to passing the required online exams / assessments, fulfilment of the qualification requirements, and approval by Our PDLCs Partners and The PTI Group.
We reserve the rights at our sole and absolute discretion to require additional information &/or additional steps &/or additional measures to require you to prove your identity, &/or revise procedures regarding course participants identity verification.
IN THE EVENT WE CAN NOT VERIFY, OR IF WE HAVE REASONABLE DOUBTS (AS DETERMINED AT SOLE AND ABSOLUTE DISCRETION OF THE PTI GROUP) &/OR IF YOU FAIL TO PROVIDE ADDITIONAL INFORMATION &/OR DOCUMENTS REGARDING YOUR IDENTIFY TO OUR SATISFACTION, THIS WOULD CONSTITUTE MISCONDUCT AND VIOLATION ACTIVITY. IN SUCH CASE, THE PTI GROUP RESERVES THE RIGHTS AT OUR SOLE AND ABSOLUTE DISCRETION TO REVOKE YOUR RIGHTS TO SIT FOR ONLINE EXAM(S) &/OR OTHER ASSESSMENT(S) &/OR TO VOID ALL OF YOUR EXAMS AND ASSESSMENTS RESULTS (INCLUDING THOSE YOU HAVE PASSED EARLIER) &/OR REFUSE TO GIVE CERTIFICATE &/OR REVOKE, TERMINATE AND CANCEL YOUR RIGHTS TO SIT FOR ALL OF OUR OTHER ONLINE EXAMS &/OR TAKE OTHER ASSESSMENTS AND TO CANCEL YOUR RIGHTS TO CONTINUE ANY OTHER STUDIES WITH US, &/OR YOUR USER ACCOUNT &/OR CANCELLATION OF YOUR MEMBERSHIP WITH OUR RELEVANT PDLCS PARTNER(S), WITHDRAWAL & BECOMING VOID FOR ANY QUALIFICATION AWARDED TO YOU EARLIER, UNLESS FURTHER PROOF OR EVIDENCE FOR YOUR IDENTITY IS PROVIDED TO OUR SATISFACTION, AS DETERMINED AT OUR SOLE AND ABSOLUTE DISCRETION.
17. Use of Our Professional Designations
You understand and acknowledge that our professional designations and qualifications are accredited &/or awarded by Our PDLCs Partners, and are generally registered trademarks. You understand and agree our professional designations &/or qualifications can only be used when you have passed the required online exams &/or other forms of assessments and fulfilled other qualification requirements (including but not limited to working experience requirements), and subject to approval by Our PDLCs Partners and The PTI Group.
You further agree that BEFORE you have received the relevant certificate, you can NOT use the relevant designation or qualification. You understand and agree that in using any of our professional designations &/or qualifications, you must use it in compliance with The Terms & Conditions, The STCs (including The PDLCTCs), and relevant policies and requirements of The PTI Group and Our PDLCs Partners.
You further agree that our professional designations should not be used, in whatever form, format or in any way, in any domain, website, email, co name, or name of any entity, promotional material, brochure, or any printed, electronic or any other material, document or communication etc. without our prior written consent.
You acknowledge and agree that we reserve our rights over all of our trademarks, copyrights and other intellectual property rights and we reserve our rights to pursue legal action for breach of any of our trademarks, copyrights or intellectual property rights.
18. Professional Designation / Membership of Our PDLCs Partners
Upon passing the required online exam(s) &/or other assessments and upon fulfilment of other qualification requirements, subject to approval by Our PDLCs Partner and The PTI Group, and payment of application fees, you understand, acknowledge and agree that you may or may not be granted membership of a certain membership class by Our PDLCs Partner, depending on the PDLC, the PDLCs Partner`s policies, as well as subject to approval of Our PDLC Partner and The PTI Group. If your application for membership is approved by Our PDLCs Partner(s), the PDLC would entitle you to membership of a certain class of the relevant PDLCs Partner, you understand and agree the decision whether to admit you as a member and the type of membership will be determined at sole and absolute discretion of our relevant PDLCs Partner and The PTI Group, and such decision would be final and conclusive.
You acknowledge and agree membership of Our PDLCs Partners are subject to payment of annual membership fees, while members of Our PDLCs Partners and holders of professional designations are subject to ongoing continuous professional development (CPD) requirements, and compliance to the Undertakings Declaration Statement and other relevant requirements. You agree that failure to fulfil any of these requirements will lead to suspension, revocation or termination of your professional designation &/or membership with our PDLCs Partners. You acknowledge and agree that reinstatement of membership &/or professional designation after revocation or termination will be subject to payment of application fees again for re-admission as a member AND subject to approval by the relevant PDLCs Partner and The PTI Group.
Depending on each of Our PDLC Partner’s policies and as determined as sole and absolute discretion of The PTI Group and Our PDLC Partner(s) , you acknowledge and agree that you may or may not have access to facilities, other resources, or enjoy any benefits, privileges, direct entry into, or any credits, or any exemptions for any MBA, master or undergraduate degree, professional qualification, or other programmes of any management schools, business schools, universities, institutions, or association etc. or other rights offered to students, course participants, graduates or members of other courses, exams, online courses, and online exams, other assessments etc. by Our PDLCs Partners.
Our PDLCs Partners and The PTI Group reserve the rights at our sole and absolute discretion to revise &/or cancel &/or merge &/or change the name of any type of membership of Our PDLCs Partners, &/or to revise any of the requirements for entry, certification of any of our professional qualifications &/or academic qualifications &/or approval &/or renewing &/or for maintaining the professional qualification &/or membership with Our PDLCs Partners.
19. Copyright, Trademark & Intellectual Property Rights
You acknowledge and agree that all documents of or relating to our PDLCs, online exams and other assessments, including study materials developed by &/or owned by The PTI Group, curriculums, suggested readings lists, sample questions, online exam and assessment papers, quizzes, tests, projects or other forms of assessments (including but not limited to answer choices for multiple choice questions, essay questions and your answers recorded in Answer Script), as well as our co logo, logos of our professional designations and of our academic qualifications, seals (if any), all other trademarks, all content of our products and services, documents, policies, rules, regulations, materials and information on our website(s) etc. are intellectual properties of The PTI Group (except where the copyright is owned by third party), and we reserve our copyrights, trademarks and intellectual property rights over all of the above-mentioned logos, seals, documents, materials, and information etc.
Any request regarding intended usage, or making any copy (in whatever form) of any information in our study materials, sample questions, online exam/test/project/assessment papers, policies, rules, regulations, and other documents, materials and information etc. on our website(s), our co name, co logo, seals, logos of our professional designations or of our academic qualifications, other trademarks, or our other intellectual properties must be in writing, and sent to us with sufficient notice as required in our relevant policy(ies), prior to the intended usage, and are subject to charges and written approval by us.
The names, logos, seals, all documents, information or materials of Our PDLCs Partners, Our Business Partners, or other third parties appearing on The PTI Group`s website, or on websites linked to or referenced from The PTI Group`s website(s) are owned by the respective third party. In case the copyrights are owned by Our PDLCs Partners &/or Our Business Partners &/or third party, you agree you are solely responsible and liable to obtain copyright permission DIRECTLY from the relevant owner. The PTI Group expressly disclaims any responsibility or liability for &/or relating to obtaining any copyright permission from third party for &/or on your behalf.
You acknowledge and agree that we expressly disclaim that The PTI Group`s website(s) grant(s) any licence, approval or permission to you to use any names, co logo, other logos, trademarks or seals, documents, materials or information etc. of The PTI Group, Our PDLCs Partners, Our Business Partners, or any third party, whether by estoppel or implication. Unless allowed by The PTI Group &/or the respective owner(s), you agree that you must obtain prior written consent from The PTI Group &/or the relevant owner(s) of the co names, co logo, logos, trademarks, seals, documents, materials or information etc.
YOU AGREE YOU ARE NOT ALLOWED TO, WHETHER ELECTRONICALLY OR BY OTHER MEANS, DOWNLOAD (EXCEPT AS ALLOWED), PRINT (EXCEPT AS ALLOWED), TAKE ANY PICTURE, SHARE, REPRODUCE, IMITATE, SAVE, RECORD IN ANY FORM, FORMAT OR USING ANY TOOL, MAKE A DUPLICATE COPY IN ANY FORM, FORMAT OR USING ANY TOOL, DISTRIBUTE, DISSEMINATE, SELL, RESELL, RENT, LEASE, TRANSFER, ASSIGN, LICENSE, OR SUBLICENSE ANY POLICIES, DOCUMENTS OR MATERIALS OF OR RELATING TO OUR PDLCS &/OR ONLINE EXAMS &/OR OTHER FORMS OF ASSESSMENT, INCLUDING BUT NOT LIMITED TO CURRICULUMS, SUGGESTED READINGS LISTS FOR OUR PDLCS, SAMPLE ONLINE EXAM AND ASSESSMENT QUESTIONS, STUDY MATERIALS, ONLINE EXAM QUESTIONS &/OR QUESTIONS IN OTHER FORMS OF ASSESSMENT (INCLUDING BUT NOT LIMITED TO ALL THE QUESTIONS AND CHOICES FOR ANSWERS FOR MULTIPLE CHOICE AS WELL AS ESSAY QUESTIONS CONTAINED THEREIN), OR ANSWER SHEETS OR SCREENS (INCLUDING YOUR ANSWERS), WITHOUT OUR PRIOR WRITTEN CONSENT.
You further undertake you will not amend, modify or perform any variations, additions, or deletions to any of the co names, co logo(s), logos, trademarks, seals, or websites of The PTI Group &/or Our PDLCs Partners &/or Our Business Partners &/or any third party, or use such co names, co logo(s), logos, trademarks, professional designations, or seals for commercial or promotion purposes, or intentionally create an impression, or any claims, or implicitly state or imply that you or any entity(ies), co(ies) or organisation(s) is/are in any way has any association, relationship, affiliation, endorsement or approval by The PTI Group or the relevant owner(s) of the co names, co logo(s), logos, trademarks, professional designations, or seals without prior written consent of The PTI Group &/or the owner.
If you breach any of our intellectual property rights or copyrights, you understand and agree we reserve our rights to pursue legal action against you. You also understand and agree breach of intellectual property rights or copyrights of any party would constitute a Misconduct & Violation Activity, and you have to be solely responsible and liable for all consequences, including but not limited to those stated above.
YOU ALSO UNDERSTAND AND AGREE YOU WILL BE SOLELY RESPONSIBLE AND LIABLE FOR ANY BREACH OF COPYRIGHT, INTELLECTUAL PROPERTY, OR ANY LAWS OF ANY COUNTRY/JURISDICTION. The PTI Group, Our PDLCs Partners, and Our Business Partners (including our respective parent cos, subsidiaries, associated cos, affiliated cos, directors, management, faculties, committee members, staff, officers, professors, instructors, tutors, representatives, contractors, suppliers, agents, assignees, or successors) expressly disclaim any liabilities or responsibilities for your breach of any copyright, trademark or intellectual property of any party, or any laws of the relevant country(ies)/jurisdiction(s).
20. Your Undertakings
You acknowledge you have read, understand and agree to comply with The Terms & Conditions, The PDLCTCs, all other policies, and rules etc. constituting The STCs, including but not limited to those relating to online exams and assessments. You undertake that:
- You will comply with all applicable laws, taxation rules, and regulations of the relevant country(ies)/jurisdiction(s), and you undertake to bear and be held liable any relevant tax payable by you;
- You will only complete the online exam(s) & other assessment(s) (if any) yourself, and will not let anyone to finish or help you finish any part of any online exam or assessment;
- You will only submit the answers done by yourself, and will not submit answer(s) done by any other person(s);
- You will not engage in any activity that would improve you online exam &/or assessment results in a dishonest manner;
- You will not offer any help to any course participant to complete any part of his or her online exam/assessment questions;
- You will not misrepresent the country/jurisdiction of taking an online exam/assessment;
- You will only take the online exam /assessment in the ways allowed pertaining to taking the online exam/assessment, as per our instructions &/or requirements, which may include but not are limited to country/jurisdiction of taking the online exam/assessment;
- During an online exam/assessment, you will monitor the current and remaining time on an independent basis;
- You will not, whether electronically or by any other means, download (except where allowed), print (except where allowed), copy, take any picture, share, reproduce, imitate, save, make a duplicate copy in any form, format, using any tool or in any way, distribute, disseminate, sell, resell, rent, lease, transfer, assign, license, or sublicense any part of the curriculums, suggested readings lists, sample online exam/assessment questions, study materials, online exam questions and questions of other forms of assessment (including but not limited to all questions and answer choices for multiple choice questions as well as essay questions contained therein), or answer sheet or screen INCLUDING BUT NOT LIMITED TO YOUR ANSWERS, your User Account, your rights of access to our products &/or services &/or any of our products &/or services without our prior written consent. If you do any of the above, you understand and agree that it would constitute a Misconduct & Violation Activity, and you undertake you will be solely responsible and liable for all consequences, including but not limited to breach of laws &/or consequences for Misconduct & Violation Activities;
- You undertake to indemnify and be held liable to us for all our losses (whether direct, indirect, incidental, special, actual, potential or consequential), damages (whether foreseeable or unforeseeable, direct, indirect, punitive, special, exemplary or incidental, damages relating to expected savings or other intangible losses etc.), claims, liabilities, losses of present profits, losses of potential profits or reduced profits, losses of business, compensations, actions, consequences, demands, damage of reputation, claims for defamation, errors, intellectual property rights, losses, expenses, fees (including but not limited to legal liabilities), or costs incurred, reimbursements, investments, commitments, or any amount payable, of whatever kind and nature, in connection with &/or arising from your action(s) if you, whether electronically or by any other means, download (except where allowed), print (except where allowed), copy, take any picture, share, reproduce, imitate, save (except where allowed), make a duplicate copy in any form, format, using any tool or in any way, distribute, disseminate, sell, resell, rent, lease, transfer, assign, license, or sublicense any part of the curriculums, suggested readings lists, sample online exam and assessment questions, study materials, questions of online exam and other forms of assessments (including but not limited to all the questions and answer choices for multiple choice questions as well as essay questions contained therein), or answer sheet or screen INCLUDING YOUR ANSWERS, your User Account (including its content), your rights of access to our products &/or services &/or any of our products &/or services without our prior written consent;
- You will not commit any activity or action which will or may constitute Misconduct & Violation Activities &/or any violation of any of The PDLCTCs, The Terms & Conditions, other policies, rules or regulations, and other requirements constituting The STCs;
- From time to time, to visit website(s) of The PTI Group &/or Our PDLCs Partners, and to read, understand and comply with the latest revision of The PDLCTCs, The Terms & Conditions, The STCs including other policies, rules and regulations of The PTI Group, as well as policies, rules and regulations of Our PDLCs Partners;
- To comply with The PDLCTCs, The Terms & Conditions, The STCs and any other policies, rules and regulations of The PTI Group, Our PDLCs Partners, and Our Business Partners on ongoing basis;
- To cooperate with and provide the necessary information, in the event we are required by any regulatory, government or tax authorities of the relevant country/jurisdiction to provide further details regarding your application &/or registration &/or enrolment &/or taking of any PDLCs &/or online exam and other assessments if any, and any other information needed.
21. Refund Policy
You acknowledge and agree that all fees paid are not refundable, transferable, cancellable, assignable or withdrawable. The only exception we would arrange for a refund is when we cannot conduct an online exam/assessment on the scheduled date and time (BUT EXCLUDING EVENTS DUE TO REASONS BEYOND OUR CONTROL, INCLUDING BUT NOT LIMTIED TO INTERNET CONNECTIONS, POWER OUTAGE, NATURAL DISASTERS, ACCIDENTS, OR ACTS OF GOD ETC.) AND you are not available to attend the rescheduled online exam / assessment AND must be supported by documentary proof for your unavailability ot the rescheduled date & time).
22. Terms & Conditions of Our PDLCs
The Terms & Conditions of Our PDLCs (T & Cs of Our PDLCs Partners) as attached to The PDLCTCs form an integral part of the agreement between you and PTI. You undertake to comply with The T & Cs of Our PDLCTCs as attached. You agree to procure that all your employees, servants, and agents and those of your contractors, subcontractors, and agents comply with The T & Cs of Our PDLCs Partners, as well as other agreements with PTI, including The T & Cs, PDLCTCs, and STCs.
23. General
For our products and services offered, whether offered by The PTI Group singly or in collaboration with Our PDLCs Partners &/or Our Business Partners, we reserve the rights at our sole and absolute discretion:
• To refuse to accept your application &/or registration &/or enrolment for any of our PDLCs, &/or online exams &/or assessments, &/or your order of any of our products &/or services with no reason(s) given to you, and without any notice to you;
• To revise &/or delete &/or add &/or cancel any part of content, curriculums, scopes, number of questions for online exams/quizzes/tests/projects/other assessments etc., allocation of parts between different sections for any online exam/assessment, online exam/assessment structure, format, level(s) of online exams/assessments required, arrangements, content of any of our study materials, or any matter relating to our online PDLCs &/or online exams/assessments &/or any of our products &/or services any time without notice to you. When the revised version, or any notice informing you of such revised version is available is posted on our website(s) &/or as notified to you via email(s), it is deemed to have come to your notice, and shall take effect immediately, unless stated otherwise;
• To revise any of our fees &/or charges &/or prices, &/or revise &/or levy fees &/or charge separately &/or cancel complimentary access to study materials &/or fee waiver for any of our products &/or services, including but not limited to termination &/or allowing promotion discounts, early-bird discounts for PDLCs &/or online exams &/or other assessments application &/or registration &/or enrolment, &/or levying &/or waiving fees for study materials any time without notice to you;
• To revise any time without notice to you the deadline, &/or available period for registration &/or application &/or enrolment, &/or the fee schedule for different enrolment periods, &/or the way of dividing up or defining different enrolment periods, &/or any arrangement &/or any rule &/or any regulation for any of our PDLCs &/or online exams, &/or other assessments &/or time available for purchase for any of our products &/or services;
• To revise any time without notice to you fees, &/or deadlines, &/or to change any rules, &/or arrangements regarding or relating to deferring an online exam/assessment/module/course/PDLC &/or expiry for completion of a programme, PDLC, studies, qualification etc.;
• To cease offering, whether partly or wholly, any of our online PDLCs &/or online exams &/or assessments &/or any of our products or services any time without any notice or prior notice to you and without any reason given;
• To revise frequency a PDLC &/or an online exam &/or assessment is or are offered each year;
• To revise date(s) &/or time at which any of our online lectures, online tutorials, online lessons, online PDLCs, online exams/assessments are held &/or assessments is or are due, &/or reschedule &/or to cancel any of our online exams &/or other form of assessment any time, even for matter within our control, and from the time the notice is posted on our website(s), such notice is deemed to have come to your notice and shall take effect immediately;
• To determine whether to change the date, time, reschedule or cancel any of our online exams &/or other forms of assessment under circumstances beyond our control, including but not limited to reasons or circumstances like system &/or network connection failure &/or breakdown &/or interruptions, natural catastrophe, accident of a large scale, fire, outbreak of epidemic disease, or other acts of God etc.;
• To determine whether you have satisfied our requirements regarding verification of your course participant identity before, during, and after an online exam &/or other assessment(s), including during certificate collection process;
• To determine whether any Misconduct & Violation Activity &/or any violation of our PDLCs and policies has or have been committed, as well as to determine the consequences;
• To determine whether you have breached any of The PDLCTCs, The Terms & Conditions, The STCs and its constituent policies, rules, regulations and requirements etc. of The PTI Group, including but not limited to The Undertakings Declaration Statement etc.;
• To determine whether to refuse to award any certificate to you without any reason provided to you, and without any notice to you, even though you have passed the required online exam(s) &/or other form(s) assessment and have fulfilled the qualification requirements of an PDLC;
• To cancel, revoke and terminate your professional designation(s) &/or membership with any of Our PDLCs Partners &/or Our Business Partners due to your breach of any of The PDLCTCs, &/or The Terms & Conditions, &/or The STCs including its constituent policies, rules, regulations and requirements etc.;
• To cancel, revoke and terminate your User Account, &/or your rights to use any part of our website(s) &/or our study materials, &/or any of our products &/or services with no reason(s) given to you and without notice to you;
• To revise any part of The PDLCTCs, The Terms & Conditions, and other policies, rules, regulations etc. constituting The STCs.
24. Disclaimers
The PTI Group and Our PDLCs Partners do not make any representations, warranties (whether express or implied), or guarantees, or endorse, and we expressly disclaim any liabilities or responsibilities for any contents, information of our products and services (including but not limited to the PDLCs, online exams, assessments etc.), its accuracy, correctness, completeness, being up to date, or use of products or services, websites and content of any third party, including websites linked to or referenced from our website(s), including but not limited to those third-party websites containing articles or documents for study materials for our PDLCs &/or our online exams &/or other assessments.
The PTI Group, Our PDLCs Partners, and Our Business Partners (including our respective parent cos, subsidiaries, affiliated cos, associated cos, directors, management, faculties, committee members, staff, officers, professors, teachers, instructors, tutors, representatives, contractors, suppliers, agents, assignees, or successors) also expressly disclaim any liabilities and responsibilities for your breach of any laws, taxation rules, or regulations of any country(ies)/jurisdiction(s), including but not limited to due to or arising from your misrepresenting the country/jurisdiction of taking any of your online exams &/or other assessments, &/or your breach of any copyright laws etc. You agree you are solely responsible for your such act(s).
PTI and Our PDLCs Partners do not make any representations or warranties, whether express or implied, and we expressly disclaim below:
(1) Our online courses, including but not limited to our FCRP™ & Financing & Capital Raising Online MBA are online pure distance learning course and are not subject to registration requirements in HK.
(2) Online exams of our PDLCs are NOT licensing exams of any country or any place.
(3) For online course in partnership with Simplilearn, which Is Collaborating with Professional Bodies, course fee does NOT include professional qualification exam fee. Separate enrolment of professional exam directly with the Professional Body by course participant is required, and PTI, Simplilearn, & Our PDLC Partners are NOT responsible.
(4) Our PDLCs pertain to general knowledge only & would NOT cover any country- or region-specific regulations, knowledge, practices etc., unless explicitly stated for a particular module / subject.
(5) Each course may differ in terms of award, assessment etc. Please read the course description carefully before enrolling.
WHETHER EXPRESS OR IMPLIED, THE PTI GROUP AND OUR PDLCS PARTNERS ALSO DO NOT MAKE ANY REPRESENTATIONS OR WARRANTIES, OR GUARANTEE THAT:
• Our PDLCs (including but not limited to our professional and academic qualification programmes) are or will be available for application &/or registration &/or enrolment to, or are/will be recognised by any, or many, or all countries/jurisdictions, except recognition by specific institution of specified country(ies) as explicitly stated in our website;
• The PTI Group accepts enrolment from countries/jurisdictions of which whose currency we accept for payment;
• Our PDLCs, including our professional qualification, may lead to any employment, or remuneration opportunities, or improved career prospects. In fact, our PDLCs may not lead to any employment or remuneration opportunities, or improved career prospects of any sort, in any way, or within any time frame;
• Our PDLCs &/or online exams &/or any of the assessments would entitle you to any license of any regulator of any country/jurisdiction. In fact, our PDLCs, online exams and other assessments are not licensing exams of any country/jurisdiction;
• Except as stipulated in our website and in which case the exemption and the exemption requirements (including but not limited to courses eligible, maximum number of courses which can be claimed for exemption etc.) are determined at sole & absolute discretion of and subject to approval of The PTI Group &/our PDLC Partner, our PDLCs &/or online exams &/or assessments would entitle you to gain any exemption &/or any credit &/or direct entry into any executive MBA, MBA, master, undergraduate, or any other programmes of any management school, business school, university, institution, association, or organisation. In fact, our PDLCs, online exams and assessments currently will NOT entitle you to gain exemption or credit or direct entry into any programmes of any institution, except as explicitly stated on our website;
• Our PDLCs &/or online exams &/or any of our assessments can help you add value for your co in any way;
• Our PDLCs, &/or study materials &/or sitting of the online exams &/or assessments will be available on mobile；
• You can print or save any of the study materials owned by The PTI Group. For complimentary access to the study materials owned by the PTI group, only viewing is allowed and no printing or saving is permitted;
• Your complimentary access to the study materials owned by The PTI Group will last indefinitely. In fact, your complimentary access to the study materials may end any time, as determined as sole and absolute discretion of The PTI Group, without any prior notice to you, and it is also not necessary to get any consent from you;
• There will be face-to-face delivery of lectures, seminars, tutorials or group discussions by professors or tutors. In fact, our PDLCs are online courses only, with no physical face-to-face lessons offered;
• Our fees or prices quoted in our website(s) would include any tax payable of any relevant country / jurisdiction. OUR FEES/PRICE QUOTED EXCLUDE ANY TAX PAYABLE OF ANY COUNTRY/JURISDICITON. You will be solely responsible for any tax payable levied by any country / jurisdiction arising from or in connection with your purchase of any of our products &/or services;
• Any breach of copyright &/or plagiarism by you (including but not limited to your exam answers), and any consequences thereof, including but not limited to legal. In such case, you would be SOLELY liable & responsible for the consequences, including but not limited to legal;
• Your taking the online exam(s) &/or assessment(s) in a country/jurisdiction different from as allowed as per the requirements &/or instructions of the online exam &/or assessment, as determined at our sole & absolute discretion. In such event, you would be SOLELY liable & responsible for the consequences, including but not limited to legal, tax etc.;
• Loss of answers in saving your Answer Script (whether partially or wholly), whether due to your failure to save the answer &/or due to any disruption &/or failure in computer system &/or internet connections &/or due to any other reasons(s);
• If you are unable to submit your Answer Script earlier than exam/assessment End Time or when time is up, due to whatever reason(s), including but not limited to technical problems;
• You have not prepared &/or performed the necessary computer testing, and your desktop/laptop does not work during online exam &/or assessment;
• Unnecessary leakage, if any, of your confidential or personal information, due to you leaving confidential or personal information around while taking the online exam &/or assessment(s), whether or not due to your negligence;
• Any failed access, failure, disruption in system, connection or power outage etc. during your online exam &/or assessment, including in saving &/or submitting your Answer Script; and
• Any consequences arising from &/or due to you not following any part of policies, rules, instructions, procedures etc.
We expressly disclaim any liabilities &/or responsibilities for any incorrect, incomplete, out-of-date or any inaccurate information, &/or any errors contained in the study materials, whether those study materials are prepared by The PTI Group or Our PDLC Partner(s) or by third party or on third party websites linked to or referenced from The PTI Group`s website(s).
We also expressly disclaim any responsibilities or liabilities for your reliance on and any consequences arising from your reliance on any of the study materials developed &/or owned by The PTI Group &/or third party study materials, including those on third party websites linked to or referenced from The PTI Group`s website(s), including in the course of &/or any consequences arising from your planning, negotiation, or execution or any steps relating to or involving your co`s or any co`s obtaining &/or applying for &/or approving &/or assessing investments in &/or investing &/or monitoring financings &/or loans &/or private equity investments &/or bonds &/or any other forms of financing &/or investment of any co, &/or achieving any competitive advantages for you &/or your co &/or achieving success in adding value for you in the areas of AI, block chain, cloud computing, big data, cybersecurity, machine learning, Python, R programming language and related topics, and any other areas to which the PDLCs pertain to.
We make no representations, warranties, whether express or implied, or guarantees that the study materials on third party website(s) will continue to be available, or will continue to be offered free of charge. If fees are levied by the relevant third party &/or copyright owner, The PTI Group, Our PDLCs Partners, and Our Business Partners will not be responsible or liable.
The PTI Group also makes no, whether express or implied, representations, warranties, or guarantee of any kind, we &/or Our Business Partners &/or Our PDLCs Partners will continue to make available any part of or any content of our website(s), products &/or services, including but not limited to our PDLCs, online exams, &/or any of our PDLCs &/or online exams &/or other assessments will continue to be accredited &/or awarded by the same or by any specific organisation or institution.
The PTI Group, Our PDLCs Partners, Our Business Partners (including each of The PTI Group’s, each of Our PDLC Partner’s, each of Our Business Partner’s respective parent cos, subsidiaries, associated cos, affiliated cos, directors, management, committee members, staff, officers, professors, instructors, tutors, representatives, contractors, suppliers, agents, assignees, and successors) expressly disclaim any responsibility or liability for security of data, any interruptions, disruptions, suspension, omissions, or failure to extract, store, transmit, retrieve or access data, communications, info, or materials on, or sent from or through our website(s), &/or products &/or services, &/or through the internet, hosting services, or network, accuracy and completeness of the info contained in our website(s) &/or Our Business Partners &/or Our PDLCs Partners, including but not limited to in accessing any content of the PDLCs, any of the study materials (including those on third party websites linked to or referenced from our website(s)), system interruptions &/or instability in connection &/or power outage &/or connection failure in sitting for, &/or during, &/or inability to take any of the online exams &/or other assessments, or inability to submit your Answer Script before the official online exam/assessment end time.
25. Limitation of Our Liabilities
In addition to terms and conditions regarding limitation of The PTI Group &/or Our PDLCs Partners` &/or Our Business Partners` liabilities stated in The Terms & Conditions and other policies and rules etc. making up The STCs, the following ADDITIONAL terms and conditions apply regarding limitation of our liabilities.
WE (INCLUDING OUR RESPECTIVE PARENT COS, SUBSIDIARIES, ASSOCIATED COS, AFFILIATED COS, DIRECTORS, MANAGEMENT, COMMITTEE MEMBERS, STAFF, OFFICERS, PROFESSORS, INSTRUCTORS, TUTORS, REPRESENTATIVES, CONTRACTORS, SUPPLIERS, AGENTS, ASSIGNEES, AND SUCCESSORS), OUR PDLCS PARTNERS, AND OUR BUSINESS PARTNERS FURTHER EXCLUDE LIABILITIES, IN ALL CASES, INCLUDING BUT NOT LIMTIED TO CASES ARISING FROM OR IN CONNECTION WITH THE FOLLOWING, FOR LOSSES (WHETHER DIRECT, INDIRECT, INCIDENTAL, SPECIAL, ACTUAL, POTENTIAL OR CONSEQUENTIAL), DAMAGES (WHETHER FORESEEABLE OR UNFORESEEABLE, DIRECT, INDIRECT, PUNITIVE, SPECIAL, EXEMPLARY OR INCIDENTAL, DAMAGES RELATING TO EXPECTED SAVINGS OR OTHER INTANGIBLE LOSSES ETC.), CLAIMS, LIABILITIES, LOSS OF PRESENT PROFITS, LOSS OF POTENTIAL PROFIT OR REDUCED PROFITS, LOSS OF BUSINESS, COMPENSATIONS, ACTIONS, CONSEQUENCES, DEMANDS, DAMAGE OF REPUTATION, CLAIMS FOR DEFAMATION, ERRORS, INTELLECTUAL PROPERTY RIGHTS, INTERRUPTIONS, UNAVAILABILITY, OR LOSS OF ANY PART OF OUR PRODUCTS &/OR SERVICES &/OR WEBSITE(S), EXPENSES, FEES (INCLUDING BUT NOT LIMITED TO LEGAL LIABILITIES), OR COSTS INCURRED, REIMBURSEMENTS, INVESTMENTS, COMMITMENTS, OR ANY AMOUNT PAYABLE, OF WHATEVER KIND AND NATURE, IN CONNECTION WITH &/OR ARISING FROM THE FOLLOWING, WHETHER THE PTI GROUP (INCLUDING OUR RESPECTIVE PARENT COS, SUBSIDIARIES, ASSOCIATED COS, AFFILIATED COS, DIRECTORS, MANAGEMENT, COMMITTEE MEMBERS, STAFF, OFFICERS, PROFESSORS, INSTRUCTORS, TUTORS, REPRESENTATIVES, CONTRACTORS, SUPPLIERS, AGENTS, ASSIGNEES, AND SUCCESSORS) &/OR OUR PDLCS PARTNERS &/OR OUR BUSINESS PARTNERS HAS/HAVE BEEN NEGLIGENT, DUE TO TORT, OR OTHERWISE AT FAULT arising from &/or as a result of:
- The PTI Group cannot hold any one or more online exam(s) &/or assessment(s) at the scheduled date &/or at the schedule time due to whatever reason(s), whether or not it is beyond The PTI Group`s control, &/or whether or not due to tort, including but not limited to negligence of The PTI Group &/or any of Our PDLCs Partners &/or any of Our Business Partners;
• An answer script or answer sheet or record of the answers completed by a course participant, or any marked answer script is damaged, lost or destroyed, including before and after the online exam/assessment results is released to you.
IN ANY EVENT (I.E. NOT ONLY LIMITED TO THE EVENTS SPECIFIED ABOVE, OR IN The Terms & Conditions), LIABILITIES OF THE PTI GROUP (INCLUDING EACH OF OUR CO`S RESPECTIVE PARENT COS, SUBSIDIARIES, ASSOCIATED COS, AFFILIATED COS, DIRECTORS, MANAGEMENT, COMMITTEE MEMBERS, STAFF, OFFICERS, PROFESSORS, INSTRUCTORS, TUTORS, REPRESENTATIVES, CONTRACTORS, SUPPLIERS, AGENTS, ASSIGNEES, AND SUCCESSORS) &/OR ANY OF OUR PDLCS PARTNERS &/OR ANY OF OUR BUSINESS PARTNERS SHOULD BE LIMITED TO REFUND OF THE FEE(S) PAID FOR THE RELEVANT PDLC OR ONLINE EXAM OR ASSESSMENT (IF RELEVANT) ONLY. No further claims for any amount against The PTI Group &/or any of Our PDLCs Partners &/or any of Our Business Partners would be permitted or entertained in any event. EXCEPT FOR THE AMOUNT OF THE RELEVANT FEE(S) PAID BY YOU, YOU AGREE TO WAIVE ANY LEGAL OR EQUITABLE REMEDIES OR RIGHTS AGAINST THE PTI GROUP (INCLUDING OUR RESPECTIVE PARENT COS, SUBSIDIARIES, ASSOCIATED COS, AFFILIATED COS, DIRECTORS, MANAGEMENT, COMMITTEE MEMBERS, STAFF, OFFICERS, PROFESSORS, INSTRUCTORS, TUTORS, REPRESENTATIVES, CONTRACTORS, SUPPLIERS, AGENTS, ASSIGNEES, AND SUCCESSORS) &/OR OUR PDLCS PARTNERS &/OR OUR BUSINESS PARTNERS IN ANY OF SUCH CASES.
26. Waiver
Failure on our part to exercise or enforce rights, terms, conditions, or warranties of The PDLCTCs, &/or The Terms & Conditions, &/or any term or condition in any policy, or document etc. constituting The STCs shall not represent a waiver or deemed waiver of any of our rights, terms, conditions or warranties.
27. Severability
Any part of The PDLCTCs, &/or The Terms & Conditions, &/or The STCs subsequently found to be void, unenforceable or illegal will not render the remaining part of The PDLCTCs, The Terms & Conditions, and The STCs invalid, and in such case, the remaining part of The PDLCTCs, &/or The Terms & Conditions &/or The STCs shall remain valid and enforceable.
28. Survival in Case of User Account Termination
You expressly agree that in case of termination of your User Account &/or your rights to use our website(s) &/or websites of Our PDLCs Partners &/or websites of Our Business Partners &/or revocation of your rights to take any of our online exams &/or assessments, &/or any of your online exam/assessment results have become void, &/or your membership with any Our PDLCs Partners has been suspended or terminated whether on temporary or permanent basis, The Terms & Conditions, The PDLCTCs, and The STCs shall survive.
29. Governing Laws
The PDLCTCs, and all other legal agreements for use of products, services and website(s) of The PTI Group are governed by and construed in accordance with laws of the Hong Kong SAR.
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The PDLTCs Attachment -Terms and Conditions of Simplilearn
1. RIGHT OF USE AND RESTRICTIONS:
A. Right to Access and Use:Subject to the terms of this Agreement and payment of the amount specified in the Order Form by Customer, Simplilearn grants Customer and its Users (as defined below) a royalty-free, non-exclusive, non-transferable, limited term right to access and use all courses made available by Simplilearn (the “Courseware”) on a subscription license based model as described in the Order Form, for up to the number of licenses identified on the Order Form which must be assigned to particular Users, solely for Customer’s internal training of the Users during the Term (as defined in Clause 2 below). The Courseware is provided through a CaaS model (“Content as a Service” or “CaaS”, i.e accessing such Courseware via Simplilearn’s digital learning platform (the “LMS”)), and the Customer shall have a non-exclusive license to use the Courseware ordered by accessing the LMS, provided that the number of Users connected to the server does not exceed the permitted number of Users identified in the Order Form, and subject to the use restrictions set forth in this Agreement. Simplilearn shall ensure that the Customer and its Users shall be assigned and entitled to access the Courseware from its catalog. For avoidance of doubt, “Customers” refer to customers of PTI who have enrolled Simplilearn’s online courses via PTI; “Users” refer to the Applicable Entities’ officers, directors, employees and/or agents, who are assigned individual login credentials by the Customer to access and use the Courseware under this Agreement.
B. Restrictions: Customer shall not misuse the Courseware, for example, Customer may not interfere with the Courseware or try to access them using a method other than the interface and the instructions that Simplilearn provides in writing. Except specifically for the limited right provided in Clause 1.A., Customer shall not have any other right and/or will not commit / do any act not specifically and expressly permitted under this Agreement, including but not limited to:
- license, sublicense, sell, resell, transfer, assign, distribute, or otherwise commercially exploit or make the Courseware available to any third party other than Users;
- modify, create derivative works, decompile, reverse engineer, attempt to gain access to the source code, or copy the Courseware, or any of its components;
- use the Courseware to conduct fraudulent activities;
- attempt to gain unauthorized access to the Courseware, engage in any denial of service attacks;
- use the LMS to store or transmit Malware (as defined below);
- use the Courseware for any purpose that violates applicable law or regulation, infringes on the rights of any person or entity, or violates this Agreement;
- use the Courseware for training of third party other than Users, commercial time-sharing, or service bureau use;
- subject to Clause 1.C below, capture, download, save, upload, print or otherwise retain information and content available through the Courseware other than what is expressly allowed under this Agreement; or
- remove or modify any copyright, trademark, legal notices, or other proprietary notations from the Courseware; (each of (i) to (ix), a “Prohibited Use“). All rights not expressly granted to Customer are reserved by Simplilearn and its licensors. For avoidance of doubt, “Malware” refers to any software that is specifically designed to disrupt, damage, or gain unauthorized access to a computer system.
2. TERM AND TERMINATION:
The Agreement shall be effective from the Effective Date and continue to be valid for the duration of the License Terms mentioned in the Order Form (the “Term”), unless terminated earlier by either Party in accordance with the provisions of this Agreement. Any termination or expiration of the Agreement, as the case may be, shall not affect the accrued rights and obligations of the Parties as on the date of termination or expiration of the Agreement.
On the termination of the Agreement for any reason:
(A) all rights granted to Customer under Agreement, including Customer’s ability to access any data stored in the Simplilearn’s LMS will immediately terminate;
(B) Simplilearn shall try its best but under no obligation to provide Customer, or make available for Customer’s download, a copy of all User Data in Simplilearn’s possession or under its control, either in its original format or in a format that the Customer reasonably requests for; and
(C) Customer must promptly discontinue all use of the Courseware and delete or destroy any of Simplilearn’s Proprietary Material (as defined below), including any Courseware in Customer’s control, provided that Customer is entitled to retain a copy of the same for legal archival purposes only.
Termination of the Agreement will not entitle Customer to any refunds, credits, or exchanges unless specifically stated above in the Order Form or such termination is due to Simplilearn’s breach, e.g. failure to make available all Courseware or breach any warranty under clause 6.B. In case of termination due to Simplilearn’s breach, unless the Parties agree otherwise, Simplilearn shall refund Customer for the remaining period of all licenses, each license shall be individually calculated on a pro rata basis, within thirty (30) days from the date of termination.
Simplilearn may, at its sole discretion, suspend the subscription license if Simplilearn deems it necessary to prevent or terminate any Prohibited Use.
PT &/or Simplilearn may terminate this Agreement by giving any specific or all of the Customer(s) &/or User(s) notice in writing if the other Party commits a breach of this Agreement and:
- fails to remedy the breach within thirty (30) days from the date it receives a written notice; or
- the breach is not capable of being remedied within a reasonable time.
Any suspension or termination of this Agreement shall be without prejudice to any other rights and remedies the terminating Party (i.e. PTI &/or Simplilearn) may have under this Agreement, in law, contract or in equity.
3. CONFIDENTIALITY:
Any information, data, material shared or provided by Simplilearn to the Customer for or under or pursuant to this Agreement, including Courseware, proprietary material of Simplilearn on its Site (“Proprietary Material”), shall be and remain strictly confidential and the Customer and/or its Users shall not disclose to any third party and shall only use the Proprietary Material for the purposes of this Agreement, except for a disclosure pursuant to a requirement of a competent judicial, governmental, supervisory or regulatory agency or court of competent jurisdiction; provided that Customer shall, to the extent permitted by law, promptly inform Simplilearn via PTI of such requirement. No press releases or other communications regarding the relationship between the Parties shall be made without the mutual agreement in writing of the Parties.
4. SECURITY & PRIVACY:
Customer and Users hereby grants Simplilearn a limited, non-exclusive, revocable, royalty-free, non-transferable, non-sub licensable license to access the Customer’s data to perform its obligations under this Agreement. Simplilearn reserves the right to use and store Customer’s traffic and User’s log data to maintain or improve the CaaS.
Simplilearn may use cookies to store user session information, access codes and application settings to ease site navigation processes for the purposes of providing the CaaS hereunder. The collection of this data may be necessary to provide Customer with the relevant CaaS as ordered or improve overall security for Customer and Users of the CaaS.
No data transmission over the internet can be guaranteed to be secure. Simplilearn is not responsible for any interception or interruption of any communications through the internet or networks or systems outside Simplilearn’s control.
Simplilearn shall ensure that it puts in place reasonable security measures in accordance with the professional standard in its Site, LMS and systems to ensure the adequate protection of Customer and its Users during their access and use of the Courseware.
Customer is responsible for maintaining the security of Customer’s networks, servers, applications, and access codes.
5. INTELLECTUAL PROPERTY:
Simplilearn is the sole and exclusive owner of and reserves all intellectual property rights to the Proprietary Material.
No posting, copying, transmission, distribution, publication, decompilation, disassembling, reverse engineering, or otherwise reproducing, storing, modifying, or commercially exploiting any Proprietary Material in any form or by any means, for any purpose, is permitted under or pursuant to this Agreement. It is agreed by Simplilearn, Customers, & PTI that seeking & replying of a Customer’s written consent must be sent through PTI. No direct communication between Customers of PTI & Simplilearn is allowed, whether oral or written, unless explicitly permitted by PTI.
Simplilearn is hereby permitted to use and display the name, logos and trademarks of the Customer in its client lists / corporate profiles and indicate the general nature of services provided by Simplilearn to the Customer provided that it shall seek the Customer’s prior written consent before doing so.
Simplilearn is not performing any work for hire under this Agreement, and Simplilearn shall continue to own all rights, title and interest worldwide in any work product, which shall be and hereby is the sole property of Simplilearn, whether or not patentable, to the fullest extent possible by law.
6. WARRANTY, REMEDIES AND DISCLAIMER:
A. Each Party represents that it has validly entered into this Agreement and has the legal power to do so.
B. WARRANTY:Simplilearn warrants that this Agreement and additional technical documentation (if applicable) provided by Simplilearn accurately describes the applicable administrative, physical, and technical specifications (collectively, the “Specifications”) of its Courseware and terms and conditions of its usage as on the Effective Date.
Simplilearn undertakes and warrants that the Courseware, the Site, the LMS and any other system and Proprietary Material (including any intellectual property therein) utilised by it in performing its obligations under this Agreement
- shall conform to the Specifications for the duration of the Term;
- do not infringe any intellectual or proprietary rights or interests of any third party; and
- shall comply with all applicable laws at all time.
C. LIMITATION OF REMEDY:In the event the Simplilearn’s LMS / Site is not available online at an unscheduled time (the “Unscheduled Downtime”), then Simplilearn shall use commercially reasonable efforts to restore the availability of the Simplilearn’s LMS / Site.
D. DISCLAIMER: With the exception of the limited warranty in Clauses 6A and 6B, any use by Customer and its Users of the Courseware is at their own risk. The Courseware is provided as is to the fullest extent permitted by law. PTI &/or Simplilearn and its licensors expressly disclaim all other warranties, express or implied, including warranties of quality, performance, merchantability, fitness for any particular purpose, PTI &/or Simplilearn &/or its licensors do not warrant that the Courseware or Site:
(1) are error-free;
(2) will perform uninterrupted; and
(3) will meet Customer’s requirements.
7. EXCLUSION OF CONSEQUENTIAL AND RELATED DAMAGES:
Neither PTI nor Simplilearn shall be liable to the Customer(s) &/or User(s) or any third party for any indirect, consequential, exemplary, special, punitive, or incidental damages, including, lost profits, revenues, goodwill, data, opportunity cost, arising out of or related to this Agreement regardless of whether such liability is based on a breach of contract, tort, strict liability, warranties, failure of essential purpose, or otherwise, even if a Party has been advised of the possibility of such damages.
8. LIMITATION OF LIABILITY:
Neither PTI or Simplilearn’s aggregate liability to the Customer &/or User for any matters arising out of the subject matter of this Agreement, whether in contract, tort or otherwise, shall exceed the amount paid by Customer &/or User to PTI &/or Simplilearn under this Agreement.
9. INDEMNIFICATION:
Subject to Clause 8 and Clause 9 of this Agreement, Customer agrees to indemnify, defend, and hold Simplilearn (via PTI) harmless from all claims, liabilities, damages, fines, penalties, costs and expenses (including reasonable attorneys’ fees) actually suffered / incurred by Simplilearn arising out of or relating to any:
- Customer’s &/or User’s engagement in a Prohibited Use;
- Claims by third parties arising from Customer’s &/or User’s Prohibited Use of the Courseware; or
- Breach of Customer’s &/or User’s representations, warranties or responsibilities contained in this Agreement.
Subject to Clause 8 and Clause 9 of this Agreement, Simplilearn agrees to indemnify the Customer from all claims, liabilities, damages, fines, penalties, costs and expenses (including reasonable attorneys’ fees) actually suffered / incurred by the Customer, including claims by third parties, arising out of or relating to any breach of Simplilearn’s representations, warranties, or responsibilities contained under this Agreement.
The Customers agree that PTI is protected at least by the same terms and rights under this agreement as Simplilearn, where relevant, including but not limited to disclaimers, exclusion and limitation of liabilities, and indemnification etc. In addition, PTI is also protected by other terms & conditions of The T & Cs, The PDLCTCs, and The STCs.
10. JURISDICTION/GOVERNING LAW: This Agreement will be governed by and construed in accordance with the laws of Singapore. This Agreement will not be governed by the conflict of laws rules of any jurisdiction or the United Nations Convention on Contracts for the International Sale of Goods, the application of which is expressly excluded.
However, the agreements between Customers & PTI are governed by HK laws.
11. SURVIVAL: Rights and obligations in Sections 1B, 2, 3,4, 6, 7, 8, 9, 10, 11 and 12 shall survive the termination or expiration of this Agreement.
In case of conflict between The Terms & Conditions of Simplilearn and any of the agreements of PTI (including T & Cs, PDLCTCs, and STCs), the former would prevail.
12. ENTIRE T&C AND SEVERABILITY
This Agreement represents the entire agreement between PTI, Simplilearn, the Customer and the User expressly supersedes and cancels any other communication, representation or advertising whether oral or written, on the subjects herein.
Failure of PTI &/or Simplilearn to object to any other terms and conditions in relation to the subject matter hereof, whether oral or contained in any other document, including any online terms and conditions, shall not be construed as a waiver of this Agreement or any provision hereof, nor as acceptance thereof.
If any provision of this Agreement is declared invalid or unenforceable by a court or administrative agency of competent jurisdiction, the remaining provisions hereof shall remain in full force and effect and this Agreement shall be construed and performed as if it did not contain the invalid or unenforceable provisions.