WundaBar University

TERMS OF USE 

1.  CONFIDENTIALITY 

You recognize, understand and acknowledge that during the course of your training and services rendered for WundaBar Inc (“We” or “Company”) you come into contact with or otherwise become privy to certain persons, conversations, discussions, conferences, documentation, correspondence, and other information and material, which you may read, hear or otherwise acquire or learn in connection with or as a result of performing the services or undergoing training herein, and which are privileged, proprietary and confidential, (hereinafter “The Information”) and therefore as a condition to contracting with Company, you agree as follows: 

All of The Information to which you come into contact or otherwise become privy to shall be deemed confidential and shall be kept in the strictest confidence under appropriate safeguards; 

Without Company’s prior written consent, you shall not directly or indirectly disclose or reveal any of The Information to any person, firm or entity; or disclose to any person, firm or entity, the terms, conditions or other facts with respect to The Information (including the existence and/or status thereof) available to, or read, heard or otherwise acquired or learned by you. In any event, you shall be responsible for any disclosure you make or any of your representatives, agents or assigns, of any of The Information, or the existence, content or status of negotiations or development production relating to The Information, and you shall be responsible for enforcing the confidentiality of The Information and you will take such action as is necessary to prevent any disclosure thereof by yourself or any of your representatives, agents or assigns. 

Upon written notice from Company, you shall promptly deliver to Company any and all copies of The Information and all written or tangible material containing or reflecting any information contained in or compromised of The Information, including without limitation any documents, memoranda, analyses, compilations, studies, research, personal information, health histories, emails, notes and other writings, without retaining any copies, summaries, analyses or extracts thereof.  

You recognize, understand, acknowledge and agree that in the event you breach this Confidentiality Agreement, your breach will result in serious action against you by Company, up to and including termination of contract to work with Company. 

You recognize, understand, acknowledge and agree that in the event you breach this Confidentiality Agreement, your breach will cause Company irreparable injury and damage that cannot be reasonably or adequately compensated by damages in an action at law, and therefore, you hereby expressly agree that Company shall be entitled to injunctive and other equitable relief to prevent and/or cure any breath or threatened anticipated breach by you. 

You recognize, understand, acknowledge and agree that you shall defend, indemnify and hold harmless Company, its parent, subsidiary and affiliated companies, and each of their respective officers, directors, agents, representatives and other instructors or employees, from any and all claims, actions, damages, liabilities, losses, costs and expenses (including without limitation attorney’s fees) that in any way arise out of or result from your breach of this Confidentiality Agreement. 

2. GRANT OF LICENSE 

In consideration of your payment, we hereby grant you a license to use the purchased course (“the Course”). This license is limited, revocable, non-exclusive, non-sublicensable and non-transferable, and is subject to the rights and obligations granted under these Terms. 

This license is personal to you and cannot be shared or exchanged with others. 

3. GENERAL 

We develop, distribute and maintain the Course and will also provide you with log in details. We will also manage your access to the Course and provide support to you, where necessary. 

You shall not copy, modify, transmit, distribute or in any way exploit the Course or any other copyrighted materials provided other than for your individual training. Any other purpose is expressly prohibited under these terms. You shall also not permit anyone else to copy, use, modify, transmit, distribute or in any way exploit the Course or any other copyrighted materials. 

We provide the materials ‘as is’ and without any warranties, whether express or implied, except those that cannot be excluded under statute. We also do not warrant that the materials will be error free, including technical inaccuracies. 

4. ACCESS TO MATERIALS 

We will take all commercially reasonable steps to provide you with uninterrupted access to the Course. However, your access may be restricted from time to time for reasons beyond our control. Such reasons include force majeure events, power outages and actions from computer hackers and others acting outside the law. Your access may also be interrupted due to software issues, server downtime, increased Internet traffic, programming errors, regular maintenance and other related reasons. Where this is the case, we will take commercially reasonable steps to restore your full access within a reasonable period of time. ‘Commercially reasonable’ in these terms shall mean reasonable efforts taken in good faith, without an unduly burdensome use or expenditure of time, resources, personnel or money. 

Our joint aim is to provide courses and materials of the highest quality. As such, improvements or changes to the Course or any other materials may occur at any time without prior notification in order to ensure that they are up to date and accurate. 

5. PRICING AND PAYMENT 

You agree to provide payment for the Products in the stipulated currency and you will be liable to pay any relevant conversion charges, as well as applicable sales tax in your region. Please note that we must receive your payment in full before providing you with access to the Course. 

Your payment includes the licensing of the Course for a limited period of time that is appropriate for the learning content. We are unable to provide a refund if you fail to complete the course within the allocated time, except at our absolute and sole discretion. 

We reserve our right to review and change the pricing of any of our products. This will not affect products that have already been purchased. 

6. INTELLECTUAL PROPERTY 

All rights, title and interest in intellectual property rights relating to the Course including copyright, patents, trademarks, trade secrets, improvements, developments, proprietary information, know-how, processes, methods, business plans or models (including computer software and preparatory and design materials thereof) and all other intellectual property (whether registered or not) developed or created from time to time shall exclusively be owned by WundaBar Inc. While you may utilize the intellectual property, you understand that there shall be no transfer of ownership of the same. 

Nothing that you see or read in the Course may be copied, reproduced, modified, distributed, transmitted, republished, displayed or performed for commercial use. 

All other trademarks, service marks and trade names in this material are the marks of the respective owners and any unauthorized use is prohibited. 

7. OUR RESPONSIBILITY FOR LOSS OR DAMAGE SUFFERED BY YOU 

We are not liable to you in any way for any indirect, special, incidental, punitive or consequential damages of any character, including without limitation damages for loss of goodwill, work stoppage, computer failure or malfunction, loss of data, loss of productivity or contract or any and all other commercial damages or losses. 

We do not exclude or limit our liability to you in any case where it would be unlawful to do so.  

8. OTHER IMPORTANT TERMS 

This agreement shall in all respects be subject to, and interpreted under, the laws of the State of California applicable to agreements executed and wholly performed therein. Any action related to this agreement shall be brought in the county of Los Angeles. 

The language in all parts of this agreement shall be construed simply, according to its fair meaning, and not strictly for or against any of the parties. 

In case of any mistake in this agreement, including any error, ambiguity, illegality, contradiction, or omission, this agreement shall be interpreted as if such mistake were rectified in a manner that implements the intent of the parties as nearly as possible and effects substantial fairness, considering all pertinent circumstances. If any of the provisions of this agreement should be held invalid, unenforceable, or in violation of law by any court or other tribunal of competent jurisdiction, this agreement and all other terms and provisions thereof shall nevertheless remain in full force and effect. 

Neither party to this agreement shall commit any act or take any action that frustrates or hampers the rights of the other party under this agreement. Each party shall act in good faith and engage in fair dealing when taking any action under or related to this agreement. 

The parties may enter into a more formal agreement containing the terms agreed upon and other mutually agreed-upon terms. If such more formal agreement is not entered into, this shall constitute the entire agreement among the parties and is binding and in full force and effect. Any prior agreements, representations, or understandings, oral or otherwise, not appearing, nor expressly incorporated by reference, herein, are void or expressly waived by execution of this deal memorandum.