Agreement for Online Seminars - Template, Sample Form Pro · EN-CA-law

ONLINE SEMINAR SERVICES AGREEMENT

THIS AGREEMENT regarding online seminar services (the "Agreement") is made and entered into in accordance with the applicable laws of the Province of ________ and the federal laws of Canada applicable therein, by and between ________, having its principal place of business at ________ (the "Seminar Provider"), and you, as defined below, as a participant in or attendee of the online seminar defined below.

This Agreement is effective as of ________ (the "Effective Date"). All Articles and sub-clauses of this Agreement are specifically incorporated herein by reference. This Agreement governs your attendance at and/or participation in the online seminar.

Article I – DEFINITIONS

The Parties to this Agreement are defined as follows:

1) Seminar Provider: We, the Seminar Provider, as creator and operator of the online seminar, are responsible for the public provision of the online seminar. "Seminar Provider", "we", "us", "our" and other first-person pronouns refer to the Seminar Provider and, where applicable, all employees, contractors and affiliates of the Seminar Provider.

2) Seminar Participant: You, as a participant in the online seminar, are referred to throughout this Agreement by second-person pronouns such as "you", "your" or "Participant". The use of any particular gender has been adopted for ease of reading only and carries no discriminatory intent.

3) Parties: Collectively, the parties to this Agreement (the Seminar Provider and the Seminar Participant) are referred to as the "Parties" and individually as a "Party".

The particulars of the online seminar are as follows:

1) Name of Seminar: ________

2) Description of the seminar:

________

3) URL of the seminar: ________

4) Date and time of the seminar:

Date: ________
Time: ________

5) Fee for the seminar (if any): ________ (plus all applicable taxes, including GST/HST and any provincial sales tax).

Article II – CONSENT

By attending or participating in the online seminar, you represent and warrant that you have read and reviewed this Agreement and agree to be bound by it. If you do not agree to be bound by this Agreement, please do not attend or participate in the online seminar, or discontinue your attendance and participation if it is ongoing. The Seminar Provider agrees to provide the online seminar to you only on the condition that you consent to this Agreement.

Article III – AGE OF PARTICIPANTS

No minimum age is required to attend or participate in the online seminar. The Seminar Provider assumes no responsibility for verifying the age of participants or attendees. Where a participant is a minor, the participant's parent or legal guardian agrees to and accepts this Agreement on the minor's behalf.

Article IV – LICENCE OF ACCESS AND USE OF MATERIALS

We may provide you with certain information, documents, written materials, graphics or any combination thereof (the "Materials") in connection with your participation in the online seminar. The Materials have been developed by the Seminar Provider. Subject to this Agreement, we grant you a non-exclusive, limited, non-transferable, revocable licence to use the Materials solely in connection with your participation in the online seminar. The Materials may not be used for any other purpose. You may not share, sell or publish the Materials, whether online or otherwise. You shall not reproduce or transmit, in any form, whether electronically, by photocopy, by recording or otherwise, any of the Materials. You may view the Materials for your personal, non-commercial use only.

Article V – ONLINE SEMINAR CONDITIONS

Where applicable, upon completion of the online seminar you may receive a certificate attesting to your participation in and completion of the seminar.

We make no promises or warranties with respect to the online seminar or the Materials. You hereby acknowledge and agree that:

1) you are solely and exclusively responsible for the choices you make in connection with this online seminar, the Materials, or any significant change in your professional or personal life;

2) you are solely and exclusively responsible for your own mental health, physical health, business decisions and any other action or inaction you choose to take;

3) we are not responsible for the results, lack of results or consequences that may follow from your participation in the online seminar; and

4) this online seminar does not create any therapeutic, medical, legal, financial or fiduciary relationship. We do not provide therapeutic or medical services, and you are responsible for obtaining such services at your own discretion if required.

Article VI – CONSENT TO USE OF IMAGE AND LIKENESS

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"Released Media" includes, without limitation, all photographs, videos, sound recordings and all other media now known or hereafter developed, captured of you or your likeness during the online seminar by the Release Receiver.

You hereby release the Release Receiver from all claims and demands arising out of or in connection with any use of the Released Media, including, without limitation, claims for breach of privacy, claims based on personality or publicity rights, defamation, and/or any other intellectual property rights. You do not claim any ownership rights in the Released Media and waive any past or present right to register any copyright or trademark in the Released Media.

You consent to the use of this publication medium with the knowledge and understanding that your name, comments and other identifying factors may be revealed to the general public. Notwithstanding the foregoing, the Release Receiver shall handle your personal information in accordance with Article XVII (Privacy and Personal Information) and shall not disclose your residential or e-mail address, telephone number or other contact information to any third party except as permitted by applicable privacy law.

Article VII – INTELLECTUAL PROPERTY

You agree that the Materials, the online seminar, all online properties owned by the Seminar Provider (such as websites, social media pages and the like), and any other intellectual property so created are the property of the Seminar Provider, including all copyrights, trademarks, trade secrets, patents and other intellectual property ("Provider IP"). You agree that the Seminar Provider owns all right, title and interest in and to the Provider IP, and that you will not use the Provider IP for any unlawful or infringing purpose. You agree not to reproduce or distribute the Provider IP in any manner whatsoever, including electronically or by registering new trademarks, trade names, service marks or URLs, without the express prior written permission of the Seminar Provider.

Article VIII – OBLIGATIONS OF THE PARTICIPANT

As a participant in the online seminar, you agree to commit to and fulfil the following obligations:

________.

Article IX – ACCEPTABLE USE

You agree not to engage in any of the following, including but not limited to:

1) harassing, abusing or threatening others or otherwise violating any person's legal rights;

2) violating the intellectual property rights of the Seminar Provider or any third party;

3) perpetrating any fraud;

4) engaging in or creating illegal gambling, lotteries or pyramid schemes;

5) publishing or distributing any obscene or defamatory material;

6) publishing or distributing any material that incites violence, hatred or discrimination against any group; or

7) unlawfully gathering information about others.

Article X – AFFILIATE MARKETING AND ADVERTISING

We may engage in affiliate marketing, whereby we receive a commission or percentage on the sale of goods or services related to the online seminar. We may also accept advertising and sponsorships from commercial entities or receive other forms of advertising compensation. All such marketing and advertising shall comply with the Competition Act (Canada) and Canada's anti-spam legislation (CASL).

Article XI – NO PROFESSIONAL ADVICE; NO LIABILITY

The online seminar is provided for informational purposes only. You acknowledge and agree that any information received by you as a result of or through the online seminar, or contained in the Materials, is not intended to constitute legal, medical, financial or other professional advice, and that no fiduciary relationship is created between you and us. You further agree that your participation in the online seminar is at your own risk. We assume no liability for any advice or other information given during the online seminar.

Article XII – INDEMNIFICATION

You agree to defend and indemnify the Seminar Provider, and all of its employees, affiliates, partners, representatives and agents, and to hold us harmless against any and all legal claims and demands, including reasonable legal fees and costs, which may arise from or relate to your participation in the online seminar, your use or misuse of the Materials, your breach of this Agreement, or your conduct or actions. You agree that the Seminar Provider shall be entitled to select its own legal counsel and may participate in its own defence, if we so choose.

Article XIII – ANTI-SPAM POLICY

You are strictly prohibited from using the online seminar or any of the Materials for any unlawful spam activities, including gathering e-mail addresses and personal information from others or sending any mass commercial e-mails. You shall at all times comply with Canada's anti-spam legislation, S.C. 2010, c. 23 (CASL), and its regulations.

While participating in the online seminar, you may not use any of our Materials, communications or media to solicit, advertise or otherwise distribute unsolicited commercial messages to other participants or third parties.

Article XIV – NO WARRANTY

You agree that your participation in the online seminar is at your own risk and that the services we provide are provided on an "as is" and "as available" basis. To the fullest extent permitted by applicable law, we expressly disclaim all warranties of any kind, whether express, implied, statutory or otherwise, including any implied warranties or conditions of merchantability, fitness for a particular purpose and non-infringement. We do not guarantee that the online seminar will meet your needs, nor do we warrant the reliability or accuracy of any information contained in the online seminar. You agree that any damage to your computer system, or any loss of data, occurring during your participation in the online seminar is your sole responsibility, and that we are not liable for any such damage or loss. Nothing in this Agreement excludes or limits any warranty, condition, right or remedy that cannot be excluded or limited under applicable consumer protection legislation, including the consumer protection legislation of the Province of ________.

Article XV – LIMITATION OF LIABILITY

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Article XVI – PRIVACY AND PERSONAL INFORMATION

We will collect, use and disclose your personal information in accordance with the Personal Information Protection and Electronic Documents Act, S.C. 2000, c. 5 (PIPEDA), and any applicable provincial privacy legislation. Personal information collected in connection with the online seminar will be used solely for the purposes of administering and delivering the online seminar and for related communications to which you have consented. Our full privacy practices are set out in our privacy policy, available at ________.

Article XVII – GENERAL PROVISIONS

1) Language: The Parties have requested that this Agreement and all related documents be drawn up in the English language. All communications and notices made under this Agreement shall be in English.

2) Governing Law and Jurisdiction: This Agreement and any matter or dispute arising out of or relating to it shall be governed by and construed in accordance with the laws of the Province of ________ and the federal laws of Canada applicable therein, without regard to conflict of law principles. Subject to the arbitration provision below, the Parties irrevocably attorn to the exclusive jurisdiction of the courts of the Province of ________ sitting in the judicial district of ________. You hereby waive any objection to such venue, including any assertion of the doctrine of forum non conveniens.

3) Dispute Resolution and Arbitration: In the event of any dispute between the Parties concerning or arising out of this Agreement, the Parties shall first endeavour to resolve the dispute personally and in good faith. If such efforts at personal resolution fail, the Parties shall submit the dispute to binding arbitration under the applicable arbitration legislation of the Province of ________. The arbitration shall be conducted in the judicial district of ________ by a single arbitrator who shall have no power to add parties, modify the provisions of this Agreement, award punitive damages or certify a class. The arbitrator shall be bound by the applicable laws of Canada and of the Province of ________. Each Party shall bear its own costs and fees, except as the arbitrator may otherwise order. Claims requiring arbitration include, without limitation, contractual claims, claims in tort, and claims based on federal, provincial or local laws, statutes, regulations or by-laws. Intellectual property claims by us shall not be subject to arbitration and may, by way of exception, be the subject of litigation. Nothing in this provision prevents either Party from seeking interim or injunctive relief from a court of competent jurisdiction. Nothing in this Article limits any right a consumer may have to commence or maintain proceedings before a court or tribunal under applicable consumer protection legislation.

4) Assignment: This Agreement, and any rights granted hereunder, may not be assigned, sold, leased or otherwise transferred, in whole or in part, by you. The Seminar Provider may assign, sell, lease or otherwise transfer this Agreement or the rights granted hereunder, in which case the Seminar Provider's rights and obligations shall apply to all permitted assignees, administrators, successors and executors.

5) Severability: If any part or sub-part of this Agreement is held by a court or arbitrator of competent jurisdiction to be invalid or unenforceable, the remaining parts and sub-parts shall be enforced to the maximum extent possible, and the remainder of this Agreement shall remain in full force and effect.

6) No Waiver: Failure to enforce any provision of this Agreement shall not constitute a waiver of any future enforcement of that or any other provision. The waiver of any part or sub-part of this Agreement shall not constitute a waiver of any other part or sub-part.

7) Headings for Convenience Only: The headings of the Articles and sub-clauses of this Agreement are for convenience only and do not affect the meaning or interpretation of the provisions of this Agreement.

8) No Agency, Partnership or Joint Venture: No agency, partnership or joint venture is created between the Parties as a result of this Agreement. Neither Party has the authority to bind the other to any third party.

9) Force Majeure: We shall not be liable for any failure to perform due to causes beyond our reasonable control, including, without limitation, acts of God, acts of civil or military authorities, riots, embargoes, epidemics or pandemics, natural disasters, failures of telecommunications or internet services, and other events arising from unforeseen circumstances.

10) Entire Agreement: This Agreement constitutes the entire agreement between the Parties with respect to its subject matter and supersedes all prior or contemporaneous understandings, representations and agreements, whether written or oral.

11) Permitted Electronic Communications: Electronic communications between the Parties are permitted under this Agreement, including by electronic mail or facsimile. If you have any questions or concerns, please contact us by e-mail at ________.

ACKNOWLEDGEMENT

By participating in the online seminar, you acknowledge that you have read, understood and agree to be bound by this Agreement.

SEMINAR PROVIDER:

Name: ________
Title: ________
Signature: ________
Date: ________

SEMINAR PARTICIPANT:

Name: ________
Signature: ________
Date: ________