Terms & Conditions

Acceptance

This website, www.trueofficelearning.com, and all of its subpages (the “Website”), is owned and operated by True Office Learning, Inc., a Delaware corporation. This Terms, Conditions and Website Disclaimer (“Agreement”), applies to any and all websites operated by True Office Learning, Inc. and/or its subsidiaries (each entity being generically referred to hereafter as “True Office”). This Agreement is a legal contract between you and True Office and applies to your use of the Website, including any information and materials therein and any software that True Office makes available that allows you to access the website from a mobile device (“App”). Unless otherwise noted, all references to “Website” shall include any App and any information or materials available via the Website or an App. By accessing all or any part of this Website, you fully accept and agree to comply with all of the terms and conditions set out in this Agreement. You may not use this Website except as expressly provided in this Agreement. If you do not agree to this Agreement, you are not authorized to access and use this Website and should exit immediately. PLEASE READ THIS AGREEMENT CAREFULLY.


Additional Terms

This Agreement does not govern your use of the True Office Analytics Portal, your use of which is governed by any (i) True Office terms and policies and (ii) agreements you have entered to access and use the Analytics Portal.


No Warranty

Your use of the Website is at your own risk. The information and materials have not been verified or authenticated in whole or in part by True Office, and they may include inaccuracies or typographical or other errors. True Office does not warrant the accuracy or timeliness of the information and materials contained on the Website. True Office has no liability for any loss of, or errors or omissions, whether provided by True Office, our licensors or suppliers or other users.

THE INFORMATION AND MATERIALS CONTAINED ON THIS WEBSITE - INCLUDING TEXT, GRAPHICS, LINKS OR OTHER ITEMS - ARE PROVIDED "AS IS" AND "AS AVAILABLE." TRUE OFFICE LEARNING, ITS SUBSIDIARIES, AND THIRD PARTY PROVIDERS (AS DEFINED BELOW) DO NOT WARRANT THE ACCURACY, ADEQUACY, TIMELINESS, OR COMPLETENESS OF THIS INFORMATION AND MATERIALS AND EXPRESSLY DISCLAIMS LIABILITY FOR ERRORS, OMISSIONS OR OTHER DEFECTS, OR DELAYS OR INTERRUPTIONS IN THIS INFORMATION AND MATERIALS. TRUE OFFICE LEARNING DOES NOT VERIFY ANY DATA AND DISCLAIMS ANY OBLIGATION TO DO SO. THE INFORMATION ON THIS WEBSITE IS ALSO LIABLE TO CHANGE AT SHORT NOTICE. YOU SHOULD NOT RELY ON ANY INFORMATION CONTAINED IN THIS WEBSITE WITHOUT FIRST CHECKING WITH US THAT IT IS CORRECT AND UP TO DATE.

NO WARRANTY OF ANY KIND, IMPLIED, EXPRESS OR STATUTORY, INCLUDING BUT NOT LIMITED TO THE WARRANTIES OF NON-INFRINGEMENT OF THIRD-PARTY RIGHTS, SECURITY, TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND FREEDOM FROM COMPUTER VIRUS, IS GIVEN IN CONJUNCTION WITH THE INFORMATION AND MATERIALS. THIRD PARTIES MAY UNLAWFULLY INTERCEPT OR ACCESS TRANSMISSIONS OR PRIVATE COMMUNICATIONS AND TRUE OFFICE LEARNING MAKES NO REPRESENTATION, WARRANTY, OR GUARANTEE THAT THE WEBSITE IS PROTECTED FROM VIRUSES, SECURITY THREATS, OR OTHER VULNERABILITIES OR THAT YOUR INFORMATION WILL ALWAYS BE SECURE. ANY MATERIAL, INFORMATION OR CONTENT DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THIS WEBSITE IS DONE AT YOUR OWN RISK AND DISCRETION AND YOU ALONE WILL BE RESPONSIBLE FOR ANY DAMAGE OR LOSS TO YOU, INCLUDING AND NOT LIMITED TO YOUR COMPUTER SYSTEM, LOSS OF DATA OR LOSS OR DAMAGE TO ANY PROPERTY OR LOSS OF DATA OR LOSS OF REVENUE THAT RESULTS FROM THE DOWNLOAD OR USE OF SUCH MATERIAL.

IN NO EVENT WILL TRUE OFFICE LEARNING OR ITS THIRD PARTY PROVIDERS BE LIABLE FOR ANY DAMAGES, INCLUDING WITHOUT LIMITATION DIRECT OR INDIRECT, SPECIAL, INCIDENTAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES, LOSSES OR EXPENSES ARISING OUT OF OR RELATING TO YOUR USE OF THE WEBSITE, ANY FAILURE OF PERFORMANCE, ERROR, OMISSION, INTERRUPTION, DEFECT, DELAY IN OPERATION OR TRANSMISSION, COMPUTER VIRUS, LINE OR SYSTEM FAILURE, UNAUTHORIZED INTERCEPTION OF INFORMATION, OR OTHER SECURITY THREATS RELATING TO THE WEBSITE, EVEN IF TRUE OFFICE LEARNING OR THEIR AGENTS OR ADVISORS ARE ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, LOSSES OR EXPENSES. PAST PERFORMANCE IS NO GUARANTEE OF FUTURE RESULTS.


Limitation of Liability

IN NO EVENT WILL TRUE OFFICE LEARNING OR ITS THIRD PARTY PROVIDERS BE LIABLE FOR ANY DAMAGES, INCLUDING WITHOUT LIMITATION DIRECT OR INDIRECT, SPECIAL, INCIDENTAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES, LOSSES OR EXPENSES ARISING OUT OF OR RELATING TO YOUR USE OF THE WEBSITE, ANY FAILURE OF PERFORMANCE, ERROR, OMISSION, INTERRUPTION, DEFECT, DELAY IN OPERATION OR TRANSMISSION, COMPUTER VIRUS, LINE OR SYSTEM FAILURE, UNAUTHORIZED INTERCEPTION OF INFORMATION, OR OTHER SECURITY THREATS RELATING TO THE WEBSITE, EVEN IF TRUE OFFICE LEARNING OR THEIR AGENTS OR ADVISORS ARE ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, LOSSES OR EXPENSES. PAST PERFORMANCE IS NO GUARANTEE OF FUTURE RESULTS.


Proprietary Rights

All right, title and interest in this Website, including but not limited to the text, content, all compilations of real time or other information, including any software programs, tools, applications and/or code available on or through this Website and accompanying links, photographs, images, video, audio and graphics contained on this Website, the selection and arrangement of the aforementioned and the “look and feel” of this Website, are owned, licensed or controlled by True Office, its applicable affiliate, its licensors or the relevant third party (“Third Party Provider”) credited as the owner or lawful provider of the content. Aspects of the content of this Website are also protected by intellectual property laws, including but not limited to copyright, trademark, trade dress, domain name, patent, trade secret, international treaties and other proprietary rights and laws of the United States, of European Union countries and other countries (“Intellectual Property laws”).

You acknowledge and agree that True Office, its applicable affiliates, and/or the Third Party Provider, as relevant, shall own all right, title and interest in the content of this Website and all intellectual property relating thereto or otherwise referenced in this Website. Nothing contained on this Website should be construed as granting, by implication, estoppel or otherwise, any license or right to use any of the content, trademarks, copyrights, or other proprietary material without the express written permission of True Office or such other party as may own the proprietary rights therein and any rights not expressly granted herein are reserved to True Office or its Third Party Providers, as applicable. In using or accessing this Website or its content, you further acknowledge and agree to abide by all applicable Intellectual Property laws, as well as any additional notices or restrictions contained on this Website.

You further acknowledge and agree that, unless True Office, its applicable affiliate, and/or the applicable Third Party Provider give you prior written permission, you will not sell, license, rent, modify, print, collect, copy, reproduce, download, upload, transmit, disclose, distribute, disseminate, publicly display, publicly perform, publish, edit, adapt, electronically extract or scrub, compile or create derivative works from any content or materials (including, without limitation, through framing or systematic retrieval to create collections, compilations, databases or directories) or otherwise transfer any of the content to any third person (including, without limitation, others in your company or organization). You agree not to decompile, reverse-engineer or disassemble any materials, information or other content available through this Website and not to insert any code or product to manipulate the content in any way that affects the user’s experience. Unless we give you prior written permission, use of any Web browsers (other than generally available third-party browsers), engines, software, spiders, robots, avatars, agents, tools or other devices or mechanisms to navigate, search or determine this Website is strictly prohibited. You agree not to challenge (or assist any third party to challenge) the validity or enforceability of any intellectual property owned by True Office or its applicable affiliates relating to this Website, its content or otherwise referenced therein, including but not limited to the patents and trademarks listed at the end of this Agreement.


Registration

Where any service for which you register on or through this Website is provided by or with a service provider, agent or partner of True Office you agree that you will observe any additional terms and conditions associated with the part of the service provided by them.


No Unlawful or Prohibited Use; Monitoring of this Website

You acknowledge and agree that you may not:

  • Use this Website in any manner that could damage, disable, overburden or impair any True Office server, or the network(s) connected to any True Office server, or interfere with any other party’s use and enjoyment of this Website.
  • Attempt to gain unauthorized access to this Website or any services, other accounts, computer systems or networks connected to any True Office server or to any of the services, through hacking, password mining or any other means.
  • Obtain or attempt to obtain any materials or information through any means not intentionally made available through this Website.
  • Disseminate any unsolicited or unauthorized advertising, promotional materials, 'junk mail', 'spam', 'chain letters', 'pyramid schemes', or any other form of such solicitation.
  • Use any robot, spider, scraper or other automated means to access the Services.
  • Take any action that imposes an unreasonable or disproportionately large load on our infrastructure.
  • Engage in any Unlawful or Prohibited Use; Monitoring of this Website

 

This list of prohibitions provides examples and is not complete or exclusive. True Office reserves the right to (a) terminate your access to the Website, with or without cause and with or without notice, for any reason or no reason, or for any action that True Office determines is inappropriate or disruptive to the Website any other user of the Website. True Office may report to law enforcement authorities any actions that may be illegal, and any reports it receives of such conduct. When legally required or at True Office’s discretion, True Office will cooperate with law enforcement agencies in any investigation of alleged illegal activity on the Website or on the Internet. Unauthorized use of the Website may violate certain laws and regulations.

True Office is not required to, but reserves the right, in its sole discretion, to monitor any and all use of this Website.


Feedback

If you send or transmit any communications, comments, questions, suggestions, or related materials to True Office, whether by letter, email, telephone, or otherwise (collectively, “Feedback”), suggesting or recommending changes to the Website, including, without limitation, new features or functionality relating thereto, all such Feedback is, and will be treated as, non-confidential and non-proprietary. You hereby assign all right, title, and interest in, and True Office is free to use, without any attribution or compensation to you, any ideas, know-how, concepts, techniques, or other intellectual property and proprietary rights contained in the Feedback, whether or not patentable, for any purpose whatsoever, including but not limited to, developing, manufacturing, having manufactured, licensing, marketing, and selling, directly or indirectly, products and services using such Feedback. You understand and agree that True Office is not obligated to use, display, reproduce, or distribute any such ideas, know-how, concepts, or techniques contained in the Feedback, and you have no right to compel such use, display, reproduction, or distribution.


Privacy

By accessing the services on our Website, you agree to be governed by the laws of the state of New York. The laws of such jurisdiction will govern all matters relating to this Agreement, and the use, or inability to use, the services, and that such laws will apply without regard to principles of conflict of laws. You agree to submit to the exclusive jurisdiction and venue of the state and federal courts located in New York County, New York. This choice of jurisdiction does not prevent True Office from seeking injunctive relief with respect to a violation of intellectual property rights or confidentiality obligations in any appropriate jurisdiction.


Right to Revise This Agreement

True Office has the right at any time to revise and to otherwise modify this Agreement, and to impose new or additional Terms or Conditions (collectively, "Additional Terms") on your use of the services available on or through our Website. Such Additional Terms are effective immediately and are incorporated into this Agreement when posted by True Office to the Website. Use of the Website following such notice indicates your acceptance of all such Additional Terms.


Revision and/or Termination
of Services

True Office has the right, at any time, to modify or discontinue, temporarily or permanently, the services, information, materials and other content we offer through the Website, and/or to refuse or restrict anyone from access to any such services, information, materials and other content, with or without notice and in its sole discretion. True Office shall not be liable for any modification, suspension or discontinuance of any services.

 

Service Level Agreement

1.  SYSTEM AVAILABILTY: 99.5%

a. System Availability means, of the total hours in a period, the hours that the True Office Learning Training Programs are available excluding Scheduled downtime. The Training Programs shall be available to Licensee 99.5% of the total hours during the term of the Agreement.

b. Automatic Server Rollover—15 seconds.

c.  System Level Classification—Level 1 (All Disks are RAID 1 [or higher] protected and daily backups are performed).

d.  True Office Learning shall provide a minimum of 5 business days’ notice prior to any Scheduled Maintenance.

 

2. TECHNICAL SUPPORT

True Office Learning will provide 24/7, 365 days per year, technical support in the English language to Licensee. Technical support provides response and resolution to technical inquiries associated with the content contained in the True Office Learning Training Programs, and provides responses to reasonable inquiries associated with the general access and delivery of the Training Programs.

 

3. ERRORS

a. True Office Learning shall correct any Error reported by Licensee in accordance with the priority level reasonably assigned to such Error. The following definitions will apply to such prioritization:

i) “Priority 1 Error” means an Error, within True Office Learning’ reasonable control, which (i) renders the Service inoperative or intermittently operative; or (ii) substantially degrades performance; or (iii) causes any feature to be unavailable or substantially impaired; or (iv) causes a complete failure of the Service.

ii) Priority 2 Error” means an Error, within True Office Learning’ reasonable control, which degrades the performance of Service or restricts use of the Service.

iii) “Priority 3 Error” means an Error, within True Office Learning’ reasonable control, which causes only a minor impact on the use of Service.

b. Response Time:

i) Priority 1 Error: Response within 1 hour/repair within 4 hours

ii) Priority 2 Error: Response within 4 hours (8-5 PST)/repair within 2 business days

iii) Priority 3 Error: Response within 2 business days/repair within 5 business days

 

4. ESCALATION PATH FOR EMERGENCY OR OUTAGE

i) Identify problem

ii) Notify True Office Learning support team

iii) Provide anticipated up-time estimate

 

5. MONITORING

True Office Learning shall monitor on a 24x7x365 basis, True Office Learning’ applications, servers and arrays for correct operation, capacity and performance.

 

6. CHRONIC OUTAGES

If Licensee experiences chronic outages, True Office Learning shall promptly take corrective action to remedy such breach or Licensee shall have the right to terminate the Agreement and receive an immediate and full refund of all License fees paid prorated to the time of the chronic outages. In establishing appropriate corrective action, True Office Learning shall promptly isolate, identify and develop a workaround and corrective action. True Office Learning will prepare an action plan that specifies the activities required and the order and Schedule of corrective actions required, and that identifies the party responsible for performing each such corrective action. True Office Learning will execute all activities assigned to it in the plan and will monitor, and provide Licensee regular reports of, the progress made in executing the plan and correcting the problem until each such problem is corrected to Licensee’s satisfaction. A chronic outage will include any outage for a period longer than 24 hours.

 

7. EXTENSIONS FOR AN OUTAGE EVENT

An Outage Event is an event where the availability service level commitment set forth in Section 1) above is not met for the Service caused by some event reasonably within True Office Learning’ control. If an Outage Event or series of intermittent Outage Events within a 24-hour period totals more than two (2) hours, for each such defined event, True Office Learning shall provide Licensee with an extension to the access period equal to one month.


Violations of this Agreement

True Office reserves the right to seek all remedies available at law and in equity for violations of this Agreement, including the right to block access from a particular Internet address to this Website.


Miscellaneous Terms

These Terms and Conditions constitute the entire agreement between you and True Office with respect to the subject matter addressed herein, and governs your use of the Website, superseding any prior agreements between you and True Office relating to such subject matter. These Terms and Conditions may be supplemented by any other agreement you enter into with True Office pursuant to a registration to access certain features of the Website. The failure of True Office to exercise any right or provision of these Terms and Conditions shall not constitute a waiver of such right or provision. If any provision of these Terms and Conditions is found by a court of competent jurisdiction to be invalid, the parties nevertheless agree the other provisions of these Terms and Conditions remain in full force and effect. The section headings used in this Agreement are for convenience only and have no legal effect.