True North Learning, LLC
Terms and Conditions
1. Introduction
These Terms and Conditions (the "Agreement") govern the use of the services and products provided by True North Learning, LLC ("we," "us," or "our") to the client ("Client," "you," or "your"). By purchasing, accessing, or using our services, you agree to comply with and be bound by the terms set forth in this Agreement.
2. Services Provided
- Course Development: We provide custom eLearning course creation, including instructional design, content development, multimedia integration, and assessments based on the information and materials provided by the Client.
- Content Review: Clients are responsible for providing accurate and timely feedback during the development process to ensure the course meets their expectations.
- Course Hosting: We do not provide hosting services. Clients are responsible for hosting the course on their own Learning Management System (LMS) or platform of choice.
- Course Updates: After the final course delivery, we do not provide ongoing updates or revisions unless otherwise specified in a separate agreement or package.
3. Client Responsibilities
- Content Accuracy: The Client is responsible for ensuring that all provided content is accurate, up-to-date, and complies with applicable laws (including copyright and intellectual property laws).
- Timely Feedback: The Client agrees to provide timely and constructive feedback during the course development process. Delays in feedback may impact the course delivery timeline.
- Approval of Final Course: The Client is responsible for reviewing and approving the final version of the course. Once the course is approved and delivered, no further revisions will be made unless otherwise agreed upon in writing.
- Technical Support: The Client is responsible for any technical issues related to the hosting, integration, or use of the course on their LMS or other platforms. We are not responsible for troubleshooting LMS-related issues.
4. Payment Terms
- Pricing: The total price for the course development services will be agreed upon in writing prior to project initiation.
- Payment Schedule: Payment in full is due prior to project initiation.
- Refunds: All payments are non-refundable once work has begun, except in the event of a significant failure to deliver agreed-upon services. In such cases, refunds will be issued at the sole discretion of True North Learning, LLC.
5. Confidentiality
Both parties agree to keep all information related to the project, including content, business practices, and financial details, confidential. This includes any proprietary content or trade secrets shared during the course development process.
6. Intellectual Property Rights
- Client-Provided Content: The Client retains full ownership of all content they provide to True North Learning, LLC, including text, images, and other materials. You grant us a non-exclusive, non-transferable license to use such content solely for the purpose of course development.
- Course Materials: Upon final payment, the Client will have full ownership of the course content, excluding any third-party materials. We retain the right to showcase the course in our portfolio or marketing materials unless otherwise agreed upon.
- Third-Party Content: If the course uses third-party materials (e.g., stock images, licensed software), the Client agrees to handle any necessary licensing or permissions and is responsible for ensuring compliance with copyright laws.
7. Revisions and Modifications
- Revision Process: Clients are allowed [2] rounds of revisions during the course development process. Additional rounds of revisions will be billed at a reasonable rate of True North Learning, LLC’s discretion.
- Scope Creep: If the project scope changes significantly during development, a new agreement or additional fees may apply. Any changes to the original project scope must be agreed upon by both parties in writing.
- Course Finalization: Once the course is finalized and approved by the Client, no further changes will be made. Any future updates or modifications will require a new contract or additional fees.
8. Termination
- Termination by Client: The Client may terminate this Agreement at any time by providing written notice. If the Client terminates the Agreement after work has commenced, refunds will be issued at the sole discretion of True North Learning, LLC.
- Termination by True North Learning, LLC: We reserve the right to terminate the Agreement at any time if the Client violates any of the terms outlined in this Agreement or if we are unable to proceed with the project due to unforeseen circumstances. In such cases, a refund for any work not completed will be provided.
9. Limitation of Liability
- Disclaimer of Warranties: True North Learning, LLC does not guarantee the specific results or outcomes of the eLearning course. We make no warranties regarding the effectiveness, accuracy, or completeness of the course content.
- Limitation of Liability: To the fullest extent permitted by law, True North Learning, LLC’s liability for any claim arising out of this Agreement shall be limited to the total amount paid by the Client for the specific course in question. We are not liable for any indirect, incidental, or consequential damages.
10. Indemnification
The Client agrees to indemnify and hold harmless True North Learning, LLC, its employees, agents, and affiliates from any claims, damages, or liabilities arising from the use of the course, including but not limited to violations of intellectual property rights, personal injury, or other legal claims.
11. Force Majeure
True North Learning, LLC will not be held responsible for any delays or failure to perform due to circumstances beyond our control, including, but not limited to, natural disasters, strikes, acts of government, or technological failures.
12. Governing Law and Dispute Resolution
This Agreement will be governed by and construed in accordance with the laws of Washington D.C. Any disputes arising under or in connection with this Agreement shall be resolved through mediation or arbitration, and the parties agree to attempt to resolve any conflicts in good faith before pursuing legal action.
13. Miscellaneous
- Entire Agreement: This Agreement constitutes the entire understanding between the parties and supersedes all prior agreements or understandings.
- Severability: If any provision of this Agreement is found to be invalid or unenforceable, the remaining provisions will remain in full force and effect.
- Amendments: This Agreement may only be amended or modified in writing, signed by both parties.
14. Acknowledgement and Acceptance
By purchasing, signing, or otherwise engaging with True North Learning, LLC’s services, you acknowledge that you have read, understood, and agree to abide by these Terms and Conditions.