BY LOGGING INTO ONLINE INTERACTIVE TRAINING, YOU ARE AGREEING TO BE
BOUND BY THE TERMS OF THIS AGREEMENT. DO NOT LOG IN UNTIL YOU HAVE CAREFULLY
READ AND AGREED TO THE FOLLOWING TERMS AND CONDITIONS. IF YOU DO NOT AGREE TO
THE TERMS OF THIS AGREEMENT, DO NOT LOG IN.
IF YOU LOG INTO ONLINE INTERACTIVE TRAINING, YOU WILL BE BOUND BY THE
TERMS OF THIS AGREEMENT.
Definitions.
The following is a list of defined terms used in this Agreement.
"GDS": The term "GDS" as
used herein shall mean computerized reservations system such as those used in
the airline, rental car and hotel industries.
"System": The term "System"
as used herein shall mean the computer software and Training Programs (see
Section 2.e (below)) comprising the Online
Interactive Training System that provides instruction in information
technology and the commercial operation of information technology systems
through the use of computerized training programs.
"System Requirements": The
term "System Requirements" as used herein shall mean the computer hardware,
software, network and other equipment required to use the System.
"Time": the term "Time" as
used herein shall mean the number of minutes you have acquired to access and use
the System.
"Training Program": The
term "Training Program" as used herein shall mean the lessons and data files
used for instruction in a specific information technology or in commercial
operation of a specific information technology system.
License.
Nonexclusive
Grant. you hereby accept, a nonexclusive license to use the System
solely on the terms and conditions set forth in this Agreement.
Nonassignability. Except as
provided in Section 2.c (below), the license granted pursuant to Section 2.a
(above) is not assignable and does not include the right to sell, assign, lease,
sublicense, give, lend, pledge, rent, grant any rights in or otherwise transfer
to third parties all or a portion of the System.
Transfer of Time. You may
transfer some or all of your Time to another party if the receiving party agrees
to the terms of this Agreement.
Limitations on
System Use.
General Use. You shall be
entitled to use the System solely:
For learning purposes; and
Only during during the Time you
have remaining.
No Modification. You shall
not, in any manner whatsoever, alter, modify, revise or enhance any of the
System.
No Reproduction. You may
not photocopy, screen copy, or otherwise reproduce in any media all or any
portion of the System for any purpose without prior written consent at its
sole discretion.
No Reverse engineering. You
may not reverse engineer, decompile, or disassemble any part of the System.
System
Requirements.
Specific Use. You shall not
use the System other than with the computer hardware, operating systems,
software or other equipment which are designated as System Requirements, without
prior written approval at its sole discretion.
Maintenance. You are solely
responsible at your sole cost and expense for providing and maintaining in good
working order all System Requirements.
Modification. System
Requirements may be modified, from time to time. If a modification in System
Requirements makes the System inoperable for you, your sole remedy will be to
upgrade, at your sole cost and expense, your computer hardware, operating
systems, software or other equipment to meet the new System Requirements.
Costs and
Expenses. The fee you paid for your Time is in consideration only for this
License. You are solely responsible for payment of all costs and expenses
incurred or necessitated in connection with your use of the System. You shall
pay all charges to connect your computer to the Internet and shall pay all
sales, use, excise, value added or similar tax, and all costs associated with
the collection or withholding of such taxes (including penalties and interest
due to your failure to pay promptly).
System
Ownership, Copyrights and Protection.
Ownership. You acknowledge
that VIASINC shall retain all right, title and interest in the VIASINC IT
Training System and the Training Programs. The System and the Training Programs
are copyrighted and are protected by United States and international copyright
laws. You will not remove the copyright notice from the System or any Training
Program. You agree to prevent any unauthorized copying of the System and the
Training Programs.
Confidential Information.
You acknowledge that the System and the Training Programs contain VIASINC's
valuable trade secrets and confidential information. You shall not, without the
prior written consent of VIASINC, transmit, publish, broadcast, reproduce,
distribute or in any manner disclose or otherwise make available the System or
the Training Programs, or any part thereof, to any consultant or other third
party. You agree to take all reasonable measures to preserve the confidentiality
of the System and the Training Programs and to prevent their disclosure to
others. You agree to indemnify and defend VIASINC from any and all harm that is
caused by your breach of this section.
GDS
Association. You are aware, and shall clearly convey in all your promotional
and other literature, publications and communications that:
No Affiliation. Neither you
nor VIASINC is affiliated or associated with any GDS and no relationship exists
between you or VIASINC and any GDS or other party operating any computerized
reservations system.
Simulation. The System
provides training in the operation of computerized reservations systems through
simulation and programmed instruction, rather than through actual reservations
system operation.
Third Party
Servicemarks. All references to the following servicemarks in your
promotional and other literature shall include an asterisk placed immediately
following the first use of such servicemarks referencing a footnote reading as
follows:
"Amadeus -- (sm) is a registered
servicemark of Amadeus Global Travel Distribution Company, Incorporated";
"Apollo -- (sm) is a registered
servicemark of Galileo International, Incorporated";
"Galileo -- (sm) is a registered
servicemarks of Galileo International, Incorporated";
"SABRE -- (sm) is a registered
servicemark of American Airlines, Inc.";
"System One -- (sm) is a
registered servicemark of System One Corporation"; and
"WORLDSPAN -- (sm) is a registered
servicemark of WORLDSPAN Travel Agency Information Services, Inc."
Limited
Warranty; Disclaimer of Warranty.
Written Specifications.
VIASINC warrants that the System will conform to the written specifications and
descriptions contained on the VIASINC World Wide Web Site. VIASINC's sole
liability for a breach of said warranty shall be to make commercially reasonable
efforts to correct any malfunction or inconsistency between the System and the
World Wide Web Site not caused by improper use, equipment defect, any
intentional or negligent act on your part or other cause beyond VIASINC's
control; provided that you notify VIASINC in writing of any such malfunction or
inconsistency. VIASINC may correct either the System and/or the World Wide Web
Site, at its sole option, to fulfill its obligations under the foregoing
warranty.
Program Errors. Without
limiting the following disclaimers, VIASINC does not warrant that System
operation will be uninterrupted or error free, or that all computer programming
errors or Training Program errors will be corrected. VIASINC does not warrant
the continued functionality of the System, or that the System will not become
obsolete in the event of any change or changes in GDS formats or procedures.
Limitation. THE FOREGOING
LIMITED WARRANTY IS IN LIEU OF ALL OTHER WARRANTIES, EXPRESS OR IMPLIED,
RESPECTING THE THE SYSTEM AND THE TRAINING PROGRAMS INCLUDING, BUT NOT LIMITED
TO, ANY IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR
PURPOSE, AND VIASINC DISCLAIMS ANY AND ALL OTHER WARRANTIES. NEITHER VIASINC NOR
ITS VENDORS WILL BE LIABLE FOR ANY LOSS OF USE, INTERRUPTION OF BUSINESS,
INDIRECT, SPECIAL OR CONSEQUENTIAL DAMAGES OF ANY KIND WHATSOEVER, EVEN IF
VIASINC HAS BEEN ADVISED, KNEW OR SHOULD HAVE KNOWN OF THE POSSIBILITY OF SUCH
DAMAGES. VIASINC'S ENTIRE LIABILITY IN CONNECTION WITH THIS LICENSE, THE SYSTEM
AND/OR THE TRAINING PROGRAMS, REGARDLESS OF THE CAUSE OR FORM OF ACTION, WHETHER
IN CONTRACT, TORT OR NEGLIGENCE, WILL IN NO EVENT EXCEED ALL FEES RECEIVED BY
VIASINC UNDER THIS LICENSE.
Force
Majeure. VIASINC shall not be liable or deemed in default for any delay,
failure in performance, interruption of services, or other cause occasioned by
Internet outages, telecommunications failures, strikes, labor troubles, natural
disasters, wars, acts of governments or any other cause resulting directly or
indirectly from any cause or circumstance beyond VIASINC's reasonable control.
Applicable
Law. This License shall be governed by and construed in accordance with the
laws of the State of California, applicable to contracts between California
residents entered into and to be performed entirely within the State of
California.
Venue. Any
action or proceeding arising directly or indirectly from this License shall be
litigated in an appropriate state or federal court in the County of Contra
Costa, State of California.
Attorneys' Fees;
Costs. In the event that either party breaches this License and the other
party seeks redress from such breach by bringing any action for any relief
against the other, declaratory or otherwise, arising out of this Agreement, the
losing party shall pay to the prevailing party a reasonable sum for attorneys'
fees incurred in bringing such suit and/or enforcing any judgement granted
therein, all of which shall be deemed to have accrued upon the commencement of
such action and shall be paid whether or not such action is prosecuted to
judgement. Any judgement or order entered in such action shall contain a
specific provision providing for the recovery of attorneys' fees and costs
incurred in enforcing such judgement. For the purposes of this section,
attorneys' fees shall include, without limitation, fees incurred in the
following: (1) post-judgement motions; (2) contempt proceedings; (3)
garnishment, levy and debtor and third-party examinations; (4) discovery; and,
(5) bankruptcy litigation. In addition, the non breaching party shall be
entitled to recover for reasonable attorneys' fees and costs even if an action
is not commenced. All sums payable pursuant to this Section shall be in addition
to the other sums owing pursuant to this License.
Termination of
This License. VIASINC may terminate this license at any time if you are in
breach of any of its terms and conditions. Upon termination, you will forfeit
any unused Time.
