©TrainingToolz Ltd - Company registration number: 10580920
Terms and Conditions
1. WHO ARE WE
1.1 Who we are. We are Training Toolz Limited (the "Company" or "we" or "us") and we own, operate and maintain TrainingToolz and EquiToolz , the online service which enables our customers to create their own training modules and share them online. We are a company registered in England under company number 10580920. Our address is 11 The Shambles, Wetherby, West Yorkshire, England, LS22 6NG. [Our registered VAT number is 264 7576 66.]
2. THESE TERMS
2.1 What these terms and conditions cover. These are the terms and conditions on which we provide you (as a “User”) with access to the websites at www.EquiToolz.com and it's aliases (the “Sites”) and the online service provided through the Sites (together “EquiToolz”) to create training modules (“Training Modules”), invite people (“Candidates”) to complete those Training Modules, and review Candidates’ responses to the Training Modules. For the terms and conditions which apply to Candidates’ use of the Sites, please see our Candidate Terms and Conditions at EquiToolz/candidate_terms_and_conditions
2.2 Why you should read them. We strongly recommend you read these terms and conditions carefully before you sign up to create a user account (an “Account”) and use EquiToolz. These terms and conditions, together with the documents referred to in them, (the “Terms”) govern the contract between you and us. They tell you who we are, how we provide the EquiToolz service, how you and we may change or end the contract, what to do if there is a problem and other important information. If you think that there is a mistake in these Terms, then please contact us.
2.3 Applicability of the Terms to educational organisation/business users and consumers. EquiToolz is designed to be used by educational institutions, organisations and businesses, but we understand that it may also be useful for individuals to access EquiToolz for their own personal use (i.e. not in connection with their trade, business, craft or profession). In some areas you will have different rights depending on whether you are a business user or a consumer. These are indicated accordingly throughout the Terms.
2.4 If you are an Educational institutions, organisations and businesses user, where we refer to “you” in these Terms, this means you, yourself, the organisation on whose behalf you are registering an Account (“your Organisation”), or any user of your Account, as appropriate. If you do not have authority to bind your Organisation you should not proceed with any registration or subscription. If you proceed we shall assume you have authority to bind your Organisation to the Terms.
3. GETTING IN TOUCH
3.1 How to contact us. You can contact us by telephoning our customer service team. To contact us, please see our ‘Contact Us’ information at EquiToolz/contact
3.2 How we may contact you. If we have to contact you we will do so by telephone, by email address or by post, using the contact details you provide when you register an Account with us.
4. OUR CONTRACT WITH YOU
4.1 The Terms These terms and conditions and the documents referred to in them (together the “Terms”) shall govern the contract between us and you in relation to your use of EquiToolz. You should print a copy of the Terms for future reference.
4.2 Your agreement to the Terms By using the Sites, you agree to be bound these Terms. When registering to use EquiToolz, you will need to click on the button marked "Tick this box if you have read and agreed to our terms and conditions". By clicking this button and completing the registration process, you confirm that you have read, accept and agree to be bound by the Terms. If you do not agree with any of the Terms, you should not continue to use the Sites or proceed with your registration for an Account.
4.3 If you are a business user then our contract is with your Organisation. By registering to use EquiToolz, you confirm that you have authority to bind your Organisation and that your Organisation accepts and agrees to be bound by the Terms. Your Organisation is then responsible for ensuring that all users of your Account comply with these Terms.
5. OUR RIGHT TO MAKE CHANGES
5.1 Changes to the Terms We may amend or change the Terms at any time. If we do, we will notify you and you may either accept the changes and continue to use EquiToolz or contact us to end the contract before the changes take effect and receive a refund for any Subscription Credits paid for but not used.
5.2 Minor changes to EquiToolz. We may change EquiToolz from time to time, to reflect changes in relevant laws and regulatory requirements, and to implement minor technical adjustments and improvements.
5.3 More significant changes to EquiToolz. If we plan any major changes to EquiToolz we will notify you and you may then contact us to end the contract before the changes take effect or contact us to end the contract before the changes take effect and receive a refund for any Subscription Credits paid for but not used.
6. YOUR EquiToolz ACCOUNT
6.1 Registering an Account. In order to use EquiToolz, you need to register an account with us (an “Account”) and provide certain details about you and, if you are a business user, your Organisation (“Account Details”).
6.2 If you are a business user and you are registering an Account on behalf of your Organisation you must do so as an authorised person at your Organisation. It is your responsibility to ensure that your Organisation’s policies and procedures are adhered to when you register an Account or purchase a Subscription.
6.3 Activation of your Account. Your Account will only be activated once we have approved your registration. We are not obliged to accept any registration, and may refuse to register any Account at our sole discretion.
6.4 You are responsible for your Account. You must keep your Account Details up to date and accurate at all times. You are responsible for ensuring your passwords and login details are kept securely and therefore you will be responsible for all activity on your Account, including any charges that are incurred. You must notify us immediately if you become aware of any unauthorised use of your password or Account.
7. ACCESS TO EquiToolz
7.1 Basic access. Once your Account has been activated, you will be granted access to EquiToolz. With this access you will be able to use all of the functionality of EquiToolz to complete training assignments or review the status of any completed training.
7.2 Suspension of access. Your access to EquiToolz may be suspended temporarily and without notice in the case of system failure, unscheduled maintenance or repair, or for reasons beyond our control. While we work to ensure that EquiToolz is available 24 hours a day, we cannot be held responsible if, for any reason, EquiToolz is unavailable at any time or for any period. We may also suspend access if you are in breach of our Acceptable Use Policy (see section 10 below).
8. YOUR USE OF EquiToolz
8.1 Acceptable Use. EquiToolz is an online service which enables you to unbdertake training assignment.
8.2 Unacceptable Use. You may not use EquiToolz: (i) to send any unsolicited marketing or other unsolicited correspondence; (ii) to spam, phish, pharm, pretext, spider, crawl, or scrape; (iii) for any unlawful purpose; (iv) to solicit others to perform or participate in any unlawful acts; (v) to violate any national, international, federal, provincial or state regulations, rules, laws, or local ordinances; (vi) to infringe upon or violate our intellectual property rights or the intellectual property rights of others; (vii) to threaten, harass, abuse, insult, harm, defame, slander, disparage, intimidate, invade another’s privacy or discriminate based on gender, sexual orientation, religion, ethnicity, race, age, national origin, or disability; (viii) to submit false or misleading information; (ix) to upload or transmit viruses or any other type of malicious code that will or may be used in any way that will affect the functionality or operation of EquiToolz, any related website, other websites, or the Internet; (x) to collect or track the personal information of others; (xi) for any obscene, vulgar or immoral purpose; (xii) to interfere with or circumvent the security features of the EquiToolz, any related website, other websites, or the Internet; or (xiii) in any way which (a) is fraudulent, inaccurate, incomplete or misleading; (b) interferes with or disrupts EquiToolz or any servers or networks connected to EquiToolz or other users of EquiToolz; (c) causes EquiToolz , any related website, other websites, or the Internet to be affected by any viruses or trojan horses or in any other way that may damage, surreptitiously intercept or expropriate any information from them or their operation (d) results in any liability to the us or any other user of EquiToolz; or (e) causes us to lose the services of our internet service providers or other suppliers.
8.3 Your responsibility for other users of your Account. It is your responsibility to ensure anyone who has access to EquiToolz through your Account uses it only as permitted by these Terms.
8.4 Consequences of Unacceptable Use. If you fail or anyone using your Account fails to comply with these Terms, we reserve the right to terminate your Account and any Subscriptions without notice and without any liability to you.
9. OUR INTELLECTUAL PROPERTY RIGHTS
9.1 We and our third party providers and licensors retain all rights, title and interest in and to the software, code, proprietary methods and systems used to provide EquiToolz (our “Technology”) and the content of our websites (the “Content”). All copyright and other intellectual property rights in the Technology and the Content will remain our property (and/or that of our licensors) and will remain vested with us (and/or our licensors). Except to the extent expressly provided in the Terms, nothing in the Terms or on the Sites grants you any licence or right to or authorisation to use such intellectual property rights.
9.2 You shall not copy, reproduce, sell, offer for sale, reproduce, republish, post, transmit, redistribute, modify, reverse engineer, decompile, disassemble or attempt to derive the source code of our Technology or the Content without our prior written consent.
9.3 By registering your Account, we grant you a non-exclusive, non-transferable licence to use EquiToolz in accordance with these Terms.
9.4 The rights granted in these Terms only apply for so long as you have an active Account. On suspension or termination of your Account, you will no longer have access to EquiToolz or any content that has been uploaded.
10. INTELLECTUAL PROPERTY RIGHTS IN CANDIDATE CONTENT
10.1 Any content uploaded by as a result of accessing a training assignment ( “Candidate Content” ) will be the property of you as the candidate
10.2 We reserve the right to delete any Candidate Content if we are requested to do so by the relevant Candidate.
11. TERMINATION AND SUSPENSION OF ACCOUNTS
11.1 Our rights. We reserve the right to suspend or terminate your Account and deny you access to EquiToolz at any time at our sole discretion and for any reason including, but not exclusively, if you are in breach of the Terms. If your Account is suspended or terminated by us for any reason, you may not open another account.
11.2 Your rights. You may terminate your Account at any time [by contacting us using the details in paragraph 2.2] and we will process that termination request and close your Account as soon as possible, usually within seven days of receipt of your termination request. Once we have processed your termination request, you will no longer have access to EquiToolz.
11.3 Terminating your Account ends the contract between you and us. If you or we terminate your Account, this ends the contract between us immediately.
11.4 Continuing obligations and liabilities. Any obligations or liabilities that have arisen or been incurred before the suspension or termination of your Account (including, but not exclusively, your obligation to pay any Charges incurred) shall survive and remain enforceable despite such suspension or termination.
12.1 EquiToolz is not designed to meet any person’s individual requirements and you are fully responsible for determining whether EquiToolz is: (a) sufficient and appropriate for your specific purposes; and (b) compatible with your computer hardware and devices.
12.2 We are not responsible for any Candidate Content, responsibility and liability for which remains with the relevant Candidate.
13. OUR RESPONSIBILITY FOR THE LOSS OR DAMAGE SUFFERED BY YOU IF YOU ARE A CONSUMER
13.1 We are responsible to you for foreseeable loss and damage caused by us. If we fail to comply with these Terms, we are responsible for loss or damage you suffer that is a foreseeable result of our breaking this contract or our failing to use reasonable care and skill, but we are not responsible for any loss or damage that is not foreseeable. Loss or damage is foreseeable if either it is obvious that it will happen or if, at the time the contract was made, both we and you knew it might happen, for example, if you discussed it with us during the sales process.
13.2 If you are a consumer we only provide you with access to EquiToolz to you for domestic and private use. If you use EquiToolz for any commercial or business purpose, our liability to you will be limited as set out in section 17.
14. OUR RESPONSIBILITY FOR LOSS OR DAMAGE SUFFERED BY YOU IF YOU ARE A BUSINESS USER
14.1 All terms implied by sections 3 to 5 of the Supply of Goods and Services Act 1982 are excluded.
14.2 We are not liable for any defect or failure arising from your use of EquiToolz, incompatibility of your equipment, your failure to follow instructions to access EquiToolz, or any misuse or alteration of EquiToolz whatsoever.
14.3 We do not warrant that the Sites or your access to EquiToolz will be uninterrupted, secure or error free or that the Sites or EquiToolz will be free of viruses or other harmful components.
14.4 Other than as expressly set out in these Terms we give no representations or warranties, either expressly or by implication. This includes (without limit) any warranties in respect of accuracy, completeness, currentness, timeliness, merchantability or fitness for a particular purpose. No warranty is given that your use of the Sites or EquiToolz will not infringe the rights of a third party.
14.5 We do not accept any liability for any loss of income or revenue, loss of business, loss of profits or contracts, loss of anticipated savings, loss of materials or data, waste of management or office time or for any indirect or consequential loss or damage of any kind, however such losses arise and whether caused by tort (including negligence), breach of contract or otherwise, even if foreseeable.
14.6 Subject to section 15:
14.6.1 we shall not be liable to you, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, for any loss of profit, or any indirect or consequential loss arising under or in connection with any contract between us; and
14.6.2 our total liability to you for all other losses arising under or in connection with any contract between us, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, shall be limited to the total Subscription Fees paid by you in the six months before the cause of action arose.
15. EXCLUSIONS ON THE LIMIT OF OUR LIABILITY
15.1 Notwithstanding any other provision these Terms, we do not exclude or limit our liability for:
15.1.1 death or personal injury caused by our negligence;
15.1.2 fraud or fraudulent misrepresentation;
15.1.3 breach of the terms implied by section 2 of the Supply of Goods and Services Act 1982; or
15.1.4 any matter for which it would be illegal to exclude, or attempt to exclude, liability.
16. YOUR LIABILITY TO US
16.1 In the event that your use of EquiToolz is in breach of these Terms and results in us facing any claim, dispute, complaint or other action from any third party resulting from our relating to your use of EquiToolz, you agree to assume any legal or financial costs and agree to indemnify us for any costs, damages, losses and expenses that we might incur as a result.
17. PERSONAL INFORMATION
17.2 By uploading any third party personal information you represent and warrant that you have appropriate authority to use that information for the purposes for which it has been uploaded, and that the information that you have uploaded is complete and accurate to the best of your knowledge. You agree that you will use reasonable endeavours to ensure that any personal information you upload is maintained, kept up to date at all times, and deleted if it is no longer required.
17.3 In relation to all personal information that you upload, you acknowledge and accept that you are the data controller and we are the data processor.
17.3.1 you are the data controller and we are the data processor; 17.3.2 that we shall process the information for the purposes of performing our obligations under and for the term of our contract to you; and 17.3.3 and that the processing concerns the storage and use of personal information relating to Candidates to enable those to be invited to participate in any training module you create.
17.4 In relation to the personal information that you upload, we shall:
17.4.1 process the personal information only to the extent necessary for the purposes of performing our obligations under these Terms and otherwise in accordance with your documented instructions and applicable laws;
17.4.2 not process the personal information in any country outside the European Economic Area without your prior written consent;
17.4.3 ensure that all persons authorised by us to process the personal information are committed to confidentiality or are under a statutory obligation of confidentiality under applicable law;
17.4.4 have at all times during the term of our contract with you appropriate technical and organisational measures to ensure a level of security appropriate to the risk to protect any personal information, with particular regard to its accidental or unlawful destruction, loss, alteration, unauthorised disclosure or access;
17.4.5 subject to clause 20.5, not to engage any other processor of the personal information without your prior written authorisation, and where we do engage another processor, the same information and obligations are as set out in clause 20.3 and 20.4 shall be imposed by us on the processor in a written contract, and we shall remain fully liable to you for the performance of the other processor’s data protection obligations. Any sub-processor or categories of sub-processor listed in clause 20.5 shall be deemed to have been approved as processors for the purposes of this clause.
17.4.6 at your election, delete or return all personal information to you, and delete all existing copies unless applicable law requires their retention;
217.4.7 make available to you all information reasonably necessary to demonstrate compliance with the obligations set out in this clause, and allow for and contribute to audits, including inspections, conducted by your or your representative; and
17.4.8 notify you without undue delay after becoming aware of any security breach relating to the personal information.
17.5 Where we add or replace any other processors, we shall first inform you of the intended change, thereby giving you the opportunity to object to such changes. The following categories of other processors are deemed approved by you:
17.5.1 Mail servers for sending system and Candidate invitations.
17.5.2 Accounting services for processing of invoices
17.5.3 Web servers for Web application delivery
17.5.4 Database services for storage of system data
17.5.5 Help and customer support systems with email and instant messenger communication.
17.6 We acknowledge that you are under certain record keeping obligations under the Data Protection Legislation, and agree to provide you with all reasonable assistance and information required by you to satisfy those obligations.
17.7 You Shall:
17.7.1 have at all times during the term of our contract with you appropriate technical and organisational measure to ensure a level of security appropriate to the risk to protect any personal information;
17.7.2 provide clear and comprehensive written instructions to us for the processing of personal data to be carried out under our contract with you (to the extent that those instructions are not already set out in these Terms);
17.7.3 ensure that you have all the necessary licences, permissions and consents from the individuals to whom the personal information relates;
17.7.4 ensure that you have an applicable legal basis for the transfer of the personal information to us and to the processing of that personal information my us in accordance with these Terms and any written instructions from you;
17.7.5 indemify us against all loss, liability, damages, costs, fees, claims, fines and expenses which we may incur or suffer by reason of any breach by you of this clause 20 or the Data Protection Legislation.
17.8 For the purposes of this clause 20, Data Protection Legislation means the European Union’s General Data Protection Regulation (2016/679), the Privacy and Electronic Communications (EC Directive) Regulations 2003 (SI 2003/2426) and all applicable laws and regulations relating to the processing of personal data and privacy as amended, re-enacted, replaced or superseded from time to time, including where applicable the mandatory guidance and codes of practice issued by the United Kingdom's Information Commissioner.
18. OTHER IMPORTANT TERMS
18.1 Written Communication. Applicable laws require that some of the information or communications we send to you should be in writing. When using EquiToolz, you accept that communication with us will be mainly electronic. We will contact you by email or provide you with information by posting notices on our website. For contractual purposes, you agree to this electronic means of communication and you acknowledge that all contracts, notices, information and other communications that we provide to you electronically comply with any legal requirement that such communications be in writing. This condition does not affect any statutory rights.
18.2 Notices All notices given by you to us must be sent to Training Toolz Limited at 11 The Shambles, Wetherby, West Yorkshire, England, LS22 6NG. We may give notice to you at either the email or postal address you provide to us when placing an order, or in any of the ways specified in paragraph 10. Notice will be deemed to have been received and properly served immediately when posted on our website, 24 hours after an email is sent, or three days after the date of posting of any letter. To prove service of any notice, it will be sufficient to show, in the case of a letter, that such letter was properly addressed, stamped and placed in the post and, in the case of an email, that such email was sent from our server to the specified, supplied email address of the addressee.
18.3 Transferring our rights and obligations. We may transfer our rights and obligations under these Terms to another organisation. We will contact you to let you know if we plan to do this. If you are unhappy with the transfer you may contact us to end the contract before the changes take effect and receive a refund for any Subscription Credits paid for but not used.
18.4 Transferring your rights and obligations. You may not transfer, assign, charge or otherwise dispose of any rights or obligations which arise under these Terms unless we agree to this in writing.
18.5 Nobody else has any rights under this contract (except someone you pass your guarantee on to). This contract is between you and us. No other person shall have any rights to enforce any of its terms.
18.6 Events outside our control. We shall have no liability to you if we cannot provide you with access to the Sites, EquiToolz or any aspect of the services, for any delay in doing so, or for any defect that is caused by any event or circumstance which is beyond our reasonable control such as, without limit, strikes, lock-outs and other industrial disputes, breakdown of systems or network access, flood, fire, explosion, acts of terrorism or accident.
18.7 Even if we delay in enforcing this contract, we can still enforce it later. If we fail, at any time to insist that you perform any of your obligations under these Terms, or if we do not enforce any of the our rights against you, or we delay in doing so that will not mean we have waived our rights against you and will not mean you do not have to comply with those obligations.
18.8 If a court finds part of this contract illegal, the rest will continue in force. Each paragraph of the Terms operates separately. If any court or relevant authority decides that any of them are unlawful or unenforceable, the remaining paragraphs remain in full force and effect.
18.9 If you are a business user, these Terms set out the whole of our contract with you relating to your access to and use of the Sites and EquiToolz. You acknowledge that you have not relied on any statement, promise, representation, assurance or warranty made or given by or on behalf of us which is not set out in the Terms and that you shall have no claim for innocent or negligent misrepresentation or negligent misstatement based on any statement in the Agreement.
18.10 Which laws apply to this contract. These terms and any dispute or claim arising out of or in connection with a contract between us or its subject matter or formation (including non-contractual disputes or claims) shall be governed and construed in accordance with English law.
18.11 Alternative dispute resolution if you are a consumer. Alternative dispute resolution is a process where an independent body considers the facts of a dispute and seeks to resolve it, without you having to go to court. If you are a consumer and are not happy with how we have handled any complaint, we agree to undergo a process of dispute resolution using the European Commission’s online dispute resolution (“ODR”) platform at https://webgate.ec.europa.eu/odr/main/index.cfm?event=main.home.show&lng=EN. You and we will have to agree to a dispute resolution body based in the United Kingdom to handle your complaint.
18.12 Where you may bring legal proceedings if you are a consumer. If we are unable to resolve any dispute with you through the ODR process, the courts in the United Kingdom shall have jurisdiction to settle any dispute or claim arising out of or in connection with the contract between us.
18.13 Where you may bring legal proceedings if you are a business user. The courts of England shall have exclusive jurisdiction to settle any dispute or claim arising out of or in connection with the contract between us.