Apple Inc.
Training Service Terms and Conditions
These Training Service Terms and Conditions ("Terms") set forth the basis upon which Apple Inc. ("Apple") will provide training classes ("Training") using Apple course materials ("Apple Course Materials") at specified locations and times agreed with customer ("Customer") for delivery to Customer's designated attendees ("Attendees").
1. Ordering. Customer shall provide Apple with firm requests for Training via electronic transmission or as otherwise required in accordance with Apple's guidelines. Requests shall include at a minimum the name of the Attendees, scheduled date, location and name of the requested training course. All requests placed by Customer shall be governed by these Terms, and any terms set forth in Customer's ordering document in addition to or inconsistent with these Terms shall be of no force or effect. These Terms supersede all prior statements, representations, discussions, negotiations and agreements by the parties, both oral and written. All requests are subject to Apple's acceptance. Training shall commence on the dates specified by Apple in its acceptance.
2. Payment. Customer agrees to pay for Training according to Apple's published prices current as of the date of Apple's acceptance of Training request, unless otherwise agreed. All payments, whether by credit card or other form acceptable by Apple must be received at least seven (7) days prior to the commencement of Training. For reservations made within seven (7) days of Training, payment must be received prior to the commencement of Training. At Apple's discretion, Customer may qualify for Apple's credit terms, in which case payment will be due thirty (30) days from date of Apple's invoice. Any overdue amounts shall be subject to a finance charge at the rate of 1.5% per month commencing on the date such amount becomes overdue, or the highest rate permitted by applicable law, whichever is lower. All applicable local sales or use taxes, duties and other imposts, if any, due on account of purchases hereunder shall be paid by Customer.
3. Responsibility of Customer.
3.1. Prerequisite requirements. Apple reserves the right to refuse or limit any services for Training if a Customer or Attendee fails to satisfy the requirements for a Training course as published or provided to Customer by Apple prior to the start of such course. In such cases no refund or cancellation fee will be paid.
3.2. Good conduct. Apple reserves the right to refuse, limit or cancel any Training if a Customer or Attendee in the opinion of Apple has displayed unreasonable behavior or is deemed to be violent, abusive or disruptive. In such cases no refund or cancellation fee will be paid.
3.3. Same condition. Customer and Attendees agree that all facilities and equipment licensed for use during the Training shall at the end of the Training be in the same condition as initially provided, wear and tear excepted.
4. Ownership of Materials. Ownership of all copyright and other intellectual property rights in the Apple Course Material, including any documentation, data, technical information and know-how provided to Customer and/or Attendees as part of the Training remains vested in Apple or its suppliers. All such information shall be held in confidence and may not be disclosed or copied to third parties, without the express written permission of Apple or its suppliers. Upon payment of all sums due, Apple grants Customer a non-exclusive, non-transferable license to use internally a single copy of the Apple Course Material for the sole benefit of each Attendee registered for Training.
5. Warranty. Apple warrants that its personnel are suitably qualified and experienced to perform Training. Except as expressly represented otherwise, and to the extent not prohibited by law, all Training, including any documentation, publications, software programs or code, and other information provided by or on behalf of Apple or its suppliers to Customer or Attendee are furnished on an "AS-IS" basis, without warranty of any kind, whether express, implied, statutory or otherwise especially as to quality, reliability, timeliness, usefulness, sufficiency and accuracy. ALL IMPLIED WARRANTIES, INCLUDING WITHOUT LIMITATION ALL IMPLIED WARRANTIES OF CONDITION, MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE ARE DISCLAIMED BY APPLE AND ITS SUPPLIERS. NO ORAL OR WRITTEN INFORMATION PROVIDED BY APPLE SHALL CREATE A WARRANTY UNLESS INCORPORATED INTO THESE TERMS.
6. Limitation of Liability. TO THE EXTENT NOT PROHIBITED BY LAW, APPLE AND ITS SUPPLIERS WILL NOT BE LIABLE FOR ANY CONSEQUENTIAL, INCIDENTAL, SPECIAL OR OTHER INDIRECT DAMAGES, SUCH AS LOST PROFITS, ARISING FROM THESE TERMS EVEN IF APPLE HAS KNOWLEDGE OF THE LIKELIHOOD OF SUCH DAMAGES. IN THE EVENT THAT APPLE SHALL FAIL TO PROVIDE TRAINING IN ACCORDANCE WITH THESE TERMS, APPLE'S ENTIRE LIABILITY AND CUSTOMER'S EXCLUSIVE REMEDY FOR BREACH OF THESE TERMS SHALL BE FOR APPLE TO USE ITS REASONABLE EFFORTS TO REPERFORM THE TRAINING WITHIN A REASONABLE PERIOD OF TIME; PROVIDED, THAT IN THE EVENT APPLE IS UNABLE TO REPERFORM, APPLE MAY ELECT TO REFUND ALL PAYMENTS ACTUALLY RECEIVED BY APPLE FROM CUSTOMER FOR THE TRAINING IN QUESTION, IN FULL SATISFACTION OF APPLE'S OBLIGATIONS. SUCH REFUND SHALL CONSTITUTE APPLE'S ENTIRE LIABILITY AND CUSTOMER'S EXCLUSIVE REMEDY FOR SUCH BREACH. IN NO EVENT SHALL THE AGGREGATE LIABILITY FOR DAMAGES OF APPLE, ITS EMPLOYEES OR AGENTS, ARISING FROM THESE TERMS WHETHER BY CONTRACT OR TORT EXCEED THE AMOUNTS CUSTOMER ACTUALLY PAID APPLE. TO THE EXTENT NOT PROHIBITED BY LAW, THE LIMITATIONS IN THIS SECTION SHALL APPLY TO PERSONAL INJURY AND DEATH.
7. General. The laws of the State of California shall govern these Terms and shall be applied as if these Terms were entered into and performed entirely within California between California residents. The venue for settling any disputes shall be the courts for the jurisdiction of Santa Clara County, California. Neither party shall be liable for any delay or failure to meet its obligations under these Terms due to circumstances beyond its reasonable control, including but not limited to war, riot, insurrection, civil commotion, labor strikes or lockouts, shortages, factory or other labor conditions, fire, flood, earthquake or storm. If any provision of these Terms should be held to be unenforceable or invalid for any reason, such unenforceability or invalidity shall not affect the enforceability or validity of the remaining provisions, and the parties will substitute for such provision an enforceable and valid provision that most closely approximates the intent and economic effect of the unenforceable or invalid provision. No modification to these Terms will be binding unless it is in writing and signed by an authorized representative of each party. Apple may use subcontractors to perform Training. No assignment is permitted by Customer under these Terms and any attempt to assign shall be null and void.
V.11/07
