Fundamentum Student Terms and Conditions

Last Updated: June 18, 2014

Fundamentum, Inc. (“Fundamentum,” “we” or “us”) provides a mentoring and career coaching program and related services, including educational text, quizzes, assignments and other material made available through our website, accessible at [www.fundamentum.com] (the “Site”), and via telephone and third party websites.  To make these Terms easier to read, the Site and our program and services are collectively called the “Program.”  We provide the Program to individuals who complete Fundamentum’s account registration process (“Students”), as described under the “Student Registration” section below.  Please read carefully the following terms and conditions (“Terms”) and our Privacy Policy, which may be found at http://www.fundamentum.com/privacy-policy, because they govern your use of our Program and Content (defined below).


Agreement to Terms

By using our Program, you agree to be bound by these Terms and by our Privacy Policy. If you don’t agree to these Terms and our Privacy Policy, do not use the Program.


Changes to Terms or Program

We may modify the Terms at any time, in our sole discretion. If we do so, we’ll let you know either by posting the modified Terms on the Site or through other communications. It’s important that you review the Terms whenever we modify them because if you continue to use the Site or participate in the Program after we have posted modified Terms on the Site, you are indicating to us that you agree to be bound by the modified Terms. If you don’t agree to be bound by the modified Terms, then you can’t use the Site or participate in the Program anymore. Because the Program is evolving over time we, may change or discontinue all or any part of the Program, at any time and without notice, at our sole discretion.


Eligibility

The Site and Program are intended solely for persons who are 13 or older.  Any access to or use of the Site or Programby anyone under 13 is expressly prohibited.  By accessing or using the Site or Programyou represent and warrant that you are 13 or older.


Student Registration

In order to enroll in the Program you must register to create an account (“Account”) and become a Student.  You can do this by speaking with someone at Fundamentum. You acknowledge and agree that by registering an Account you authorize Fundamentum to bill your credit card and/or your Sponsoring Organization (as defined below) in accordance with the “Payment” terms below.

When you register for an Account you will be required to provide customary billing information such as name and credit card number, expiration date, and security code.  You may also provide the name of a sponsoring organization that has agreed to pay for all or part of the fees due for your enrollment in the Program (a “Sponsoring Organization”).  You agree to provide accurate, current and complete information during the registration process and to update such information to keep it accurate, current and complete.  Fundamentum reserves the right to suspend or terminate your Account if any information provided during the registration process or thereafter proves to be inaccurate, not current or incomplete, or we are otherwise unable to charge your credit card.  In the event that you designate a Sponsoring Organization that has not agreed to pay for all or part of the fees due for your enrollment in the Program, we will notify you via email and charge you for the full amount for your enrollment in the Program if you choose to stay enrolled in the Program.

You are responsible for safeguarding your password.  You agree that you will not disclose your password to any third party and that you will take sole responsibility for any activities or actions under your Account, whether or not you have authorized such activities or actions.  You will immediately notify Fundamentum of any unauthorized use of your Account by contacting Customer Support at support@fundamentum.com.


The Program

Through the Program, we provide mentoring and career coaching services, including a career counseling course further described athttp://www.fundamentum.com/#program.

In order to participate in the Program, you are responsible for obtaining and maintaining access to a computer that can connect to the Internet and access Google Drive (http://drive.google.com), Uberconference (http://www.uberconference.com) and other online collaboration and communication tools that Fundamentum may designate from time to time.

Fundamentum endeavors to ensure a positive learning experience during the Program; accordingly, Fundamentum may, in its sole discretion, record any interactions between you and your instructor(s) conducted on or in connection with the Program.  Fundamentum provides the Program solely for informational and instructional purposes, and makes no representations or guarantees about the effectiveness of the Program, or any specific career or employment outcomes.


Payment Terms

You agree to pay for all applicable fees and taxes that may accrue in relation to your registration for the Program, less any amounts that your Sponsoring Organization has agreed to pay on your behalf (as applicable), via check made out to Fundamentum, Inc.  The fees for your enrollment in the Program will be discussed during your initial phone conversation with Fundamentum and will be communicated to you via email. You are responsible for providing complete and accurate billing and contact information to us.  We may suspend or terminate your enrollment in the Program if fees are 30 days past due.  All fees and applicable taxes, if any, are payable in United States dollars.

If the fees corresponding to your enrollment are to be paid in a single installment, such fees will be due and payable by you at the time of your Account registration.  If the fees corresponding to your enrollment in the Program are to be paid in installments, all such fees are payable monthly in advance and will accrue on a 30-day rolling basis from your date of Account registration (for example, if you register your Account on the 15th day of the month, you will be billed at the time of registration and on approximately the 15th day of each month thereafter), or are otherwise payable as determined between Fundamentum and your Sponsoring Organization and communicated to you following your enrollment.


Money Back Guarantee; Refunds

 

If, within the first fourteen (14) days from the first instructional session you attend in connection with the Program you are not satisfied with the Program and wish to receive a full refund, please contact support@fundamentum.com and we will return to you any fees that were paid to Fundamentum in connection with your enrollment in the program, less any amounts that were paid by your Sponsoring Organization on your behalf (as applicable).  All fees are non-refundable after fourteen (14) days have elapsed from the first instructional session you attend in connection with the Program except as required by law.

All fees are non-refundable and non-transferable except as expressly provided in these Terms.  We do not offer refunds for Accounts that are purchased but not used.


Privacy

See Fundamentum’s Privacy Policy at http://www.fundamentum.com/privacypolicy for information and notices concerning Fundamentum’s collection and use of your personal information.


Content and Content Rights

For purposes of these Terms: (i) “Content” means text, graphics, images, audio, video, works of authorship of any kind, and information or other materials that are posted, generated, provided or otherwise made available through the Program; and (ii) “Student Content” means any Content that Students (including you) make available through or in connection with the Program. Content includes without limitation Student Content.


Ownership

The Site, Program, and Content are protected by copyright, trademark, and other laws of the United States and foreign countries.  You acknowledge and agree that the Site, Program, and Content, including all associated intellectual property rights, are the exclusive property of Fundamentum and its licensors.  You will not remove, alter or obscure any copyright, trademark, service mark or other proprietary rights notices incorporated in or accompanying the Site, Program, and Content.


Rights in Student Content Granted by You

By making any Student Content available through or in connection with the Program you hereby grant to Fundamentum a perpetual, non-exclusive, transferable, sublicenseable, worldwide, royalty-free license to use, copy, modify, create derivative works based upon, distribute, publicly display, publicly perform and distribute your Student Content in connection with (a) operating and providing the Services and Content to you and to other Students, and (b) marketing and promoting the Services.  For the avoidance of doubt, this license shall survive any termination of these Terms.


Licenses Granted by Fundamentum

Subject to your compliance with the terms and conditions of these Terms, Fundamentum grants you a limited, non-exclusive, non-transferable license: (i) to view and print any Fundamentum Content solely for your personal and non-commercial purposes; and (ii) to view any Content to which you are permitted access, solely for your personal and non-commercial purposes.  You have no right to sublicense the license rights granted in this section.

You will not use, copy, adapt, modify, prepare derivative works based upon, distribute, license, sell, transfer, publicly display, publicly perform, transmit, stream, broadcast, embed or otherwise exploit the Site, Program, or Content, except as expressly permitted in these Terms.  No licenses or rights are granted to you by implication or otherwise under any intellectual property rights owned or controlled by Fundamentum or its licensors, except for the licenses and rights expressly granted in these Terms.


General Prohibitions

As part of Fundamentum’s commitment to our Students’ success, we seek to provide an optimal learning environment and expect students to conduct themselves in a manner that is considerate of those around them. Those failing to meet Student conduct standards may be subject to disciplinary actions, including but not limited to termination without refund. Inappropriate conduct includes but is not limited to: (1) disruptions to the learning environment (i.e. use of profanity, harassment, etc.); (2) deliberate destruction or misuse, or theft of Fundamentum property or the property of fellow Students; (3) violence or threats of violence toward persons or property of Students or Fundamentum staff; (4) improper use of email and Internet access; and (5) failure to comply with federal copyright and criminal laws forbidding the misappropriation, copying, or alteration of copyright-protected materials, including Content. You also agree to follow the rules and conduct standards that your Program instructor may provide to you from time to time.

 

You further agree not to do any of the following:

 

Fundamentum will have the right to investigate and prosecute violations of any of the above to the fullest extent of the law.  Fundamentum may involve and cooperate with law enforcement authorities in prosecuting users who violate these Terms.  You acknowledge that Fundamentum has no obligation to monitor your access to or use of the Site, Program, or Content or to review or edit any Content, but has the right to do so for the purpose of operating the Site and Program, to ensure your compliance with these Terms, or to comply with applicable law or the order or requirement of a court, administrative agency or other governmental body.


Links to Third Party Websites or Resources

The Site or Program may contain links to third-party websites or resources.  You acknowledge and agree that Fundamentum is not responsible or liable for: (i) the availability or accuracy of such websites or resources; or (ii) the Content, products, or services on or available from such websites or resources.  Links to such websites or resources do not imply any endorsement by Fundamentum of such websites or resources or the content, products, or services available from such websites or resources.  You acknowledge sole responsibility for and assume all risk arising from your use of any such websites or resources or the Content, products, or Program on or available from such websites or resources.


Termination and Account Cancellation

If you breach any of these Terms, Fundamentum will have the right to suspend or disable your Account or terminate these Terms, at its sole discretion and without prior notice to you. Fundamentum reserves the right to revoke your access to and use of the Site, Program, and Content at any time, with or without cause and without a refund or proration of the subscription fee. If, in Fundamentum’s sole determination, your usage of the Site and Program indicates to Fundamentum that you have shared your Account credentials to others allowing individuals other than you to access the Site, Program and Content, Fundamentum reserves the right to suspend your access to the Site, Program, and Content or terminate your Account and subscription without a refund or proration of the subscription fee.  You may cancel your Account or subscription at any time by contacting support@fundamentum.com.


Disclaimers

THE PROGRAM AND CONTENT ARE PROVIDED “AS IS”, WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED.  WITHOUT LIMITING THE FOREGOING, FUNDAMENTUM EXPLICITLY DISCLAIMS ANY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, QUIET ENJOYMENT OR NON-INFRINGEMENT, AND ANY WARRANTIES ARISING OUT OF COURSE OF DEALING OR USAGE OF TRADE. FUNDAMENTUM MAKES NO WARRANTY THAT THE PROGRAM OR CONTENT WILL MEET YOUR REQUIREMENTS OR BE AVAILABLE ON AN UNINTERRUPTED, SECURE, OR ERROR-FREE BASIS.  FUNDAMENTUM MAKES NO WARRANTY REGARDING THE QUALITY OF ANY PROGRAM OR CONTENT PURCHASED OR OBTAINED THROUGH THE SITE OR PROGRAM OR THE ACCURACY, TIMELINESS, TRUTHFULNESS, COMPLETENESS OR RELIABILITY OF ANY CONTENT OBTAINED THROUGH THE SITE OR PROGRAM.

NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED FROM FUNDAMENTUM OR THROUGH THE PROGRAM OR CONTENT, WILL CREATE ANY WARRANTY NOT EXPRESSLY MADE HEREIN.


Indemnity

You agree to defend, indemnify, and hold Fundamentum, its officers, directors, employees and agents, harmless from and against any claims, liabilities, damages, losses, and expenses, including, without limitation, reasonable legal and accounting fees, arising out of or in any way connected with your access to or use of the Site, Program, or Content, or your violation of these Terms.


Limitation of Liability

YOU ACKNOWLEDGE AND AGREE THAT, THE RISK ARISING OUT OF YOUR ACCESS TO AND USE OF THE SITE, PROGRAM, AND CONTENT REMAINS WITH YOU.  NEITHER Fundamentum NOR ANY OTHER person or entity involved in creating, producing, or delivering the Site, Program, or Content will be liable for any incidental, special, exemplary or consequential damages, INCLUDING LOST PROFITS, LOSS OF DATA (OTHER THAN LOSS OF PERSONALLY IDENTIFIABLE INFORMATION OR LOSS OF CONFIDENTIAL INFORMATION) OR LOSS OF GOODWILL, SERVICE INTERRUPTION, COMPUTER DAMAGE OR SYSTEM FAILURE OR THE COST OF SUBSTITUTE PRODUCTS OR PROGRAM, OR FOR ANY DAMAGES FOR PERSONAL OR BODILY INJURY OR EMOTIONAL DISTRESS arising ouT of or in connection with thESE TERMS or from the use OF or inability to use the SITE, Program, OR CONTENT, whether based on warranty, contract, tort (including negligence), PRODUCT LIABILITY or any other legal theory, and whether or not FUNDAMENTUM has been informed of the possibility of such damage, EVEN IF A limited REMEDY SET FORTH HEREIN IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PUrPOSE.

In no event will Fundamentum’S aggregate liability arising out of or in connection with THESE TERMS OR FROM THE USE OF OR INABILITY TO USE THE SITE, PROGRAM, OR CONTENT EXCEED THE AMOUNTS YOU HAVE PAID TO FUNDAMENTUM FOR USE OF THE SITE AND PARTICIPATION IN THE PROGRAM, IF YOU ARE A STUDENT, OR ONE HUNDRED DOLLARS ($100), IF YOU ACCESSED THE SITE AS AN UNREGISTERED USER, AS APPLICABLE. THE LIMITATIONS OF DAMAGES SET FORTH ABOVE ARE FUNDAMENTAL ELEMENTS OF THE BASIS OF THE BARGAIN BETWEEN FUNDAMENTUM AND YOU.  SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, SO THE ABOVE LIMITATION MAY NOT APPLY TO YOU.

THE EXCLUSIONS AND LIMITATIONS OF DAMAGES SET FORTH ABOVE ARE FUNDAMENTAL ELEMENTS OF THE BASIS OF THE BARGAIN BETWEEN FUNDAMENTUM AND YOU.

Proprietary Rights Notices

All trademarks, service marks, logos, trade names and any other proprietary designations of Fundamentum used herein are trademarks or registered trademarks of Fundamentum.  Any other trademarks, service marks, logos, trade names and any other proprietary designations are the trademarks or registered trademarks of their respective parties.

Dispute Resolution

Governing Law

These Terms and any action related thereto will be governed by the laws of the State of California without regard to its conflict of laws provisions.

 

Agreement to Arbitrate

You and Fundamentum agree that any dispute, claim or controversy arising out of or relating to these Terms or the breach, termination, enforcement, interpretation or validity thereof or the use of the Program or Content (collectively, “Disputes”) will be settled by binding arbitration, except that each party retains the right: (i) to bring an individual action in small claims court and (ii) to seek injunctive or other equitable relief in a court of competent jurisdiction to prevent the actual or threatened infringement, misappropriation or violation of a party’s copyrights, trademarks, trade secrets, patents or other intellectual property rights (the action described in the foregoing clause (ii), an “IP Protection Action”). The exclusive jurisdiction and venue of any IP Protection Action will be the state and federal courts located in the Northern District of California and each of the parties hereto waives any objection to jurisdiction and venue in such courts. You acknowledge and agree that you and Fundamentum are each waiving the right to a trial by jury or to participate as a plaintiff or class member in any purported class action or representative proceeding. Further, unless both you and Fundamentum otherwise agree in writing, the arbitrator may not consolidate more than one person’s claims, and may not otherwise preside over any form of any class or representative proceeding. If this specific paragraph is held unenforceable, then the entirety of this “Dispute Resolution” section will be deemed void. Except as provided in the preceding sentence, this “Dispute Resolution” section will survive any termination of these Terms.

 

Arbitration Rules

The arbitration will be administered by the American Arbitration Association (“AAA) in accordance with the Commercial Arbitration Rules and the Supplementary Procedures for Consumer Related Disputes (the “AAA Rules”) then in effect, except as modified by this “Dispute Resolution” section. (The AAA Rules are available atwww.adr.org/arb_med or by calling the AAA at 1-800-778-7879.) The Federal Arbitration Act will govern the interpretation and enforcement of this Section.

 

Arbitration Process

A party who desires to initiate arbitration must provide the other party with a written Demand for Arbitration as specified in the AAA Rules. (The AAA provides a form Demand for Arbitration athttp://www.adr.org/aaa/ShowPDF?doc=ADRSTG_004175 and a separate form for California residents athttp://www.adr.org/aaa/ShowPDF?doc=ADRSTG_015822.) The arbitrator will be either a retired judge or an attorney licensed to practice law and will be selected by the parties from the AAA’s roster of arbitrators. If the parties are unable to agree upon an arbitrator within seven (7) days of delivery of the Demand for Arbitration, then the AAA will appoint the arbitrator in accordance with the AAA Rules.

 

Arbitration Location and Procedure

Unless you and Fundamentum otherwise agree, the arbitration will be conducted in the county where you reside. If your claim does not exceed $10,000, then the arbitration will be conducted solely on the basis of the documents that you and Fundamentum submit to the arbitrator, unless you request a hearing or the arbitrator determines that a hearing is necessary. If your claim exceeds $10,000, your right to a hearing will be determined by the AAA Rules. Subject to the AAA Rules, the arbitrator will have the discretion to direct a reasonable exchange of information by the parties, consistent with the expedited nature of the arbitration.

 

Arbitrator’s Decision

The arbitrator will render an award within the time frame specified in the AAA Rules. The arbitrator’s decision will include the essential findings and conclusions upon which the arbitrator based the award. Judgment on the arbitration award may be entered in any court having jurisdiction thereof. The arbitrator’s award of damages must be consistent with the terms of the “Limitation of Liability” section above as to the types and amounts of damages for which a party may be held liable. The arbitrator may award declaratory or injunctive relief only in favor of the claimant and only to the extent necessary to provide relief warranted by the claimant’s individual claim. If you prevail in arbitration you will be entitled to an award of attorneys’ fees and expenses, to the extent provided under applicable law. Fundamentum will not seek, and hereby waives all rights it may have under applicable law to recover, attorneys’ fees and expenses if it prevails in arbitration.

 

Fees

Your responsibility to pay any AAA filing, administrative and arbitrator fees will be solely as set forth in the AAA Rules. However, if your claim for damages does not exceed $75,000, Fundamentum will pay all such fees unless the arbitrator finds that either the substance of your claim or the relief sought in your Demand for Arbitration was frivolous or was brought for an improper purpose (as measured by the standards set forth in Federal Rule of Civil Procedure 11(b)).

 

Changes

Notwithstanding the provisions of the “Modification” section above, if Fundamentum changes this “Dispute Resolution” section after the date you first accepted these Terms (or accepted any subsequent changes to these Terms), you may reject any such change by sending us written notice (including by email to www.Fundamentum.com) within 30 days of the date such change became effective, as indicated in the “Last Updated” date above or in the date of Fundamentum’s email to you notifying you of such change. By rejecting any change, you are agreeing that you will arbitrate any Dispute between you and Fundamentum in accordance with the provisions of this “Dispute Resolution” section as of the date you first accepted these Terms (or accepted any subsequent changes to these Terms).


General Terms

These Terms constitute the entire and exclusive understanding and agreement between Fundamentum and you regarding the Program and Content, and these Terms supersede and replace any and all prior oral or written understandings or agreements between Fundamentum and you regarding the Program and Content. If for any reason a court of competent jurisdiction finds any provision of these Terms invalid or unenforceable, that provision will be enforced to the maximum extent permissible and the other provisions of these Terms will remain in full force and effect.

You may not assign or transfer these Terms, by operation of law or otherwise, without Fundamentum’s prior written consent. Any attempt by you to assign or transfer these Terms, without such consent, will be null. Fundamentum may freely assign or transfer these Terms without restriction. Subject to the foregoing, these Terms will bind and inure to the benefit of the parties, their successors and permitted assigns.

Any notices or other communications provided by Fundamentum under these Terms, including those regarding modifications to these Terms, will be given: (i) via email; or (ii) by posting to the Site. For notices made by e-mail, the date of receipt will be deemed the date on which such notice is transmitted.

Fundamentum’s failure to enforce any right or provision of these Terms will not be considered a waiver of such right or provision. The waiver of any such right or provision will be effective only if in writing and signed by a duly authorized representative of Fundamentum. Except as expressly set forth in these Terms, the exercise by either party of any of its remedies under these Terms will be without prejudice to its other remedies under these Terms or otherwise.


Contact Information

If you have any questions about these Terms or the Program, please contact Fundamentum at info@fundamentum.com.