Workleap LMS Terms of Sale 

1. Acceptance of the Terms 

The terms of sale stated below (hereinafter, the “Terms of Sale”) govern the use of the Workleap LMS website and of the training platform (hereinafter, the “Workleap LMS”) accessible through the website (hereinafter, considered together and collectively, the “Website”) by direct clients of Workleap who offer training resources through the Workleap LMS (hereinafter, the “Instructors” or “you”). As any use you will make of the application is contingent upon your acceptance of these Terms of Sale, we require that you peruse them thoroughly. 

By checking the box labeled “I accept the Terms of Sale”, you confirm and acknowledge being bound by said Terms of Sale. 

The general terms of use which apply to all users of Workleap applications (hereinafter, the “Users”) – namely the Instructors and users of the website who benefit from the training (hereinafter, the “Other Users”) are supplementary to these Terms of Sale. You will find them on the Workleap LMS General Terms of Use page of the website (hereinafter, the “General Terms of Use”). 

2. Statement 

The Website was designed to be used by the Instructors on a strictly commercial basis. Hence, by accepting these Terms of Sale, you represent and warrant that you are not a natural person who intends to use the Website for any purpose other than to conduct business activities. 

3. Plans, Pricing, and Payment Terms  

All available membership plans are described on the Pricing page of the Website. 

Depending on the plan you have selected, certain management fees may be charged on sales carried out through Workleap – to which will be added the management fees associated with credit card payments (which are collected by a third-party payment processor at the moment a sale occurs and are adjusted according to the then-current pricing scheme of said third-party payment processor). 

Unless otherwise stated, the management fees as well as the price of your monthly or annual membership plan do not include any taxes, levies, duties or similar governmental assessments, including value-added, sales, use or withholding taxes assessable by any local, state, provincial or foreign jurisdiction (collectively “Taxes”). You are responsible for paying Taxes except those assessable against Workleap based on its income. Workleap will invoice you for such Taxes if Workleap has a legal obligation to do so, and you shall pay such Taxes if so invoiced.Management fees are levied automatically whenever a sale is confirmed. Monthly and annual membership plans are paid by means of a cheque, credit card, or wire transfer. 

Workleap’s pricing scheme may change at any time, without notice. 

4. Switching Plans 

Any request to modify your current plan for a higher or lower plan can be made via the Workleap LMS at any time. The current plan will be replaced by the new plan and a prorated credit, or charge, for the unused, or additional, period will be applied to your bill, if applicable. 

The new plan will be activated at the time of the request without impacting the original renewal date. 

The cancelation of a paid plan renewal will become effective on the next renewal date. 

For Instructors on an “enterprise” membership plan, any modification of your plan to increase the number of active users may be made by contacting your account manager. Following a modification of your plan, you will be invoiced for the prorated increase in fees for the remainder of your subscription. 

Instructors who wish to decrease the number of active users must inform Workleap at least seven (7) days prior to renewal. The decrease will be enforced on the renewal date. It is the instructors responsibility to deactivate the unnecessary users before the renewal date to prevent automatic deactivation of accounts to comply with the new limit. 

5. Renewal 

Upon its expiry, your membership plan shall be automatically renewed for the same term and period, unless it is terminated in accordance with section 6 below. In the event of payment failure, the service will be maintained for a 30-day period for your users but access to the system will be limited for administrative users, only allowing you to update your credit card information. An Instructor is considered in breach of conditions 30 days after the renewal date. In the event of a breach of condition linked to past due invoices, your platform will be automatically suspended for admins and users until any open invoices are paid in full. 

6. Termination 

The Terms of Sale may be terminated: 

• By an Instructor at any time when you cancel your membership through the Workleap LMS or with a Workleap representative; 
• by the parties at any time if the other party materially breaches any of its obligations under the General Terms of Use or under the Terms of Sale. If the material breach is curable, the General Terms of Use and Terms of Sale may only be terminated if such breach is not cured within 15 days after a party provides notice of the breach to the other party; 
• by Workleap if an Instructor fails to make any payment due hereunder after Workleap provides notice that such amounts are overdue; 
• by Workleap for convenience, with at least a 30-day prior written notice for a monthly subscription, or with at least 90 days prior written notice for an annual or multi-year subscription. 

To the extent permitted by law, you hereby waive your right to unilaterally terminate your membership plan according to the provisions of section 2125 of the Civil code of Québec or of any other law, rule, or regulation which may find application. 

7. No Refunds 

Except as expressly otherwise provided herein, payments are non-refundable and there are no refunds or credits for partially used periods or number of Users.  

Notwithstanding the foregoing, if you have terminated the Terms of Sale pursuant to Section 6 (ii) or if Workleap has terminated the Terms of Sale pursuant to Section 6 (iv), Workleap shall refund any prepaid membership fees prorated for the remainder of the unused term. 

8. Legal Disclaimer 

You hereby acknowledge being the only entity responsible for the content you post on the Website and for the consequences it may bring. By agreeing to these Terms of Sale, you expressly waive any conceivable form of protection (whether it be under the law or otherwise) which would in any way limit the scope of this document so only the claims made in your favor or that you already knew about (or suspected) at the time you accepted these Terms of Sale apply under this section. 

9. License to Use 

9.1. Modification. Workleap may amend, bonify, or otherwise modify these Terms of Sale at any time. 

9.2. Translation. A translation of these Terms of Sale may be provided in order to comply with local requirements. Should any discrepancy, inconsistency, or contradiction arise between the English version of the text and any translation thereof, the English version shall govern, unless applicable laws dictate that a version in another language must govern. 

9.3. Business entity. Should you set up or use an account registered in the name of a business entity, you hereby represent and warrant that you are authorized to act on its behalf and to bind it with respect to these Terms of Sale. In any event, it is clearly understood that any such account will remain, at all times, the sole property (and under the exclusive control) of the business entity. 

9.4. Survival. Sections of this document which deal with matters such as plan selection, pricing, payment terms, exemption from liability, and settlement of disputes shall continue to apply and bind the parties once the Terms of Sale expire or are terminated. 

9.5. Miscellaneous concerns. In the event where any part of these Terms of Sale was declared invalid, illegal, or unenforceable, it shall either be considered non-existent or construed in a way that renders it valid, legal, or enforceable, without any other part of the text losing its meaning, authority, or binding effect. These Terms of Sale, as they may be amended from time to time, contain the whole agreement concluded between Workleap and the Instructors with respect to its object and purpose. No Term of Sale may ever be modified unless Workleap elects to do so in writing. No Instructor may ever assign or otherwise transfer any of the rights, benefits, or obligations these Terms of Sale bestow upon them. 

9.6. Compliance with laws. When using the Website, you shall comply with all applicable laws, including Privacy Laws and applicable anti-corruption laws. Instructors are responsible for obtaining any consent, or to have a legitimate interest, required by applicable laws to collect Personal Information from Other Users. 

9.7. Relationship of the Parties. The parties hereto are independent contractors. The Terms of Sale do not create a partnership, franchise, joint venture, agency, fiduciary or employment relationship between the parties. Each party hereto represents and warrants that it has the authority to agree to the Terms of Sale on behalf of the organisation that it represents. 

9.8. Notices. Workleap may send notices pursuant to the Terms of Sale to the email contact point you provided. Notices shall be deemed received twenty-four (24) hours after they are sent. 

9.9. Force Majeure. Except as expressly provided otherwise in the Terms of Sale, Workleap shall not be liable by reason of any failure or delay in the performance of its obligations on account of an unforeseeable and irresistible event, including external causes with the same characteristics, which may include denial-of-service attacks, a failure by a third party hosting provider or utility provider, strikes, shortages, riots, fires, act of God, war, terrorism and governmental action.  

9.10. No Other Agreements. The Terms of Sale, together with the General Terms of Use and the Privacy Policy, are the complete and exclusive statement of the parties’ agreement relating to the subject matter hereof and supersedes all oral or written offers, understandings, representations, conditions, warranties, covenants and other communications between the parties relating hereto, including, without limitation, any non-disclosure agreements relating to the subject matter hereof, any order documentation as well as any terms or documentation which is not explicitly referred to in these Terms of Sale, General Terms of Use and Privacy Policy. 

9.11. Support. Should you experience any problem or wish to obtain additional information, please contact us by e-mail at info@didacte.com.