Terms and Conditions
Terms and Conditions, SAP UK
SAP United Kingdom & IrelandPrinter friendly version
1 Definitions and Interpretation
1.1In these Conditions, the following expressions shall have the meanings set opposite them, unless the context otherwise requires:
Means this agreement for the supply of the Courses and any document which is supplemental hereto or which is collateral herewith or which is entered into pursuant to or in accordance with the terms hereof.
Means the terms and conditions set out in this Agreement.
Means any of the SAP training courses described in the then current SAP Training Catalogue and specified in the Order.
Means the person so described in the Order.
Means the SAP registration form, to which these terms and conditions are attached or which is expressed to be subject to these terms and conditions, for participation on SAP training courses when completed by Customer and submitted to SAP. For these purposes, such form(s) shall be considered to have been completed by Customer and submitted to SAP whether
(i) completed by hand and submitted personally, by post or facsimile;
(ii) completed and submitted electronically via Internet or other means; or
(iii) completed by SAP pursuant to telephone instructions from the Customer.
Means SAP (UK) Limited of
1.2 The headings are for convenience only and shall not affect their interpretation.
1.3 All obligations on the part of either of the parties which comprise more than one person or entity shall be joint and several and the neuter singular gender throughout this Agreement shall include all genders and the plural.
2 Basis of Order
2.1 AN ORDER CONSTITUTES AN OFFER BY CUSTOMER TO PARTICIPATE ON THE COURSE(S) SPECIFIED IN THE ORDER SUBJECT TO THESE CONDITIONS. SUCH OFFER SHALL NOT BE DEEMED TO BE ACCEPTED BY SAP UNLESS SAP EXPRESSLY CONFIRMS ITS ACCEPTANCE (RATHER THAN AN ACKNOWLEDGMENT OF RECEIPT OF ORDER) IN WRITING TO THE CUSTOMER.
2.2 THESE CONDITIONS SHALL APPLY TO THE AGREEMENT TO THE EXCLUSION OF ANY OTHER TERMS AND CONDITIONS ON WHICH THE ORDER IS MADE OR PURPORTED TO BE MADE BY THE CUSTOMER.
2.3 NO VARIATION TO THE ORDER OR THESE CONDITIONS SHALL BE BINDING UNLESS AGREED IN WRITING BETWEEN THE AUTHORISED REPRESENTATIVES OF SAP AND THE CUSTOMER. FOR THE AVOIDANCE OF DOUBT, IT IS CONFIRMED THAT NO VARIATION TO THE ORDER OR THESE CONDITIONS AGREED VIA TELEPHONE SHALL BE BINDING UNLESS CONFIRMED BY SAP IN WRITING BY SAP AND NOT DISPUTED BY CUSTOMER WITHIN 7 DAYS OF THE DATE OF SUCH CONFIRMATION.
3 Registration and Dates
3.1 Customer shall ensure that the Order is delivered to SAP at least one week before the date of any course.
3.2 SAP shall be entitled to refuse the provision of any course where
(a) such Course is fully booked;
(b) bookings on such Course are fewer than the minimum number required to make it viable for SAP.
In that case, SAP shall advise Customer as soon as practicable, offering Customer a suitable alternative date or course, as appropriate. Where no suitable alternative date/course can be found SAP shall return to Customer any payment it has made for the Course(s).
4 Price and Payment
4.1 The price of the Course(s) shall be as stated in the then current SAP Training Catalogue and the Order and unless otherwise so stated is exclusive of any Value Added Tax, which shall be payable in addition at the rate then prevailing. SAP reserves the right in addition to pass on any charges
(a) relating to returned cheques credit or charge card charge backs; and
(b) for any handling fees incurred by SAP in relation to bookings made by credit or charge card. SAP will notify Customer of the relevant charges prior to issue of a confirmation invoice.
4.2 The price of the Course(s) shall include the cost of Course documentation, lunch, tea and coffee.
4.3 Provided that the full Course material has been covered there will be no refund of the price of the Course, either in whole or in part, should the Course finish earlier than originally scheduled.
4.4 Customer shall pay the amount due at least 21 days prior to the commencement of the Course (s) specified in the order, or on placing the order if placed less than 21 days prior to the commencement of the course(s). If payment is by credit card, Customer shall pay the amount due at least 14 days prior to the Commencement if the Course(s) specified in the order, or on placing the order if placed less than 14 days prior to the commencement of the course(s).
5.1 SAP reserves the right to cancel any Course(s) for any reason and SAP shall inform Customer of such cancellation and offer Customer suitable alternative dates or a full refund of the price paid for the Course(s).
5.2 Customer may cancel its registration for any Course by written notice provided that
(a) no charge shall be made where notice of cancellation is received by SAP at least 14 days prior to the date of the Course;
(b) 50% of the price shall be charged where notice of the cancellation is received by SAP between 7 and 14 days prior to the date of the Course;
(c) the full price of the Course shall be charged where either no notice of cancellation is received or less than 7 days prior notice is given.
6 Duties of Customer
6.1 Customer shall observe SAP's rules of participation provided in the then Current SAP Training Schedule or as advised to Customer from time to time.
6.2 SAP reserves the right to exclude Customer from attending any Course due to disorderly conduct, failure to observe any of SAP's rules of participation or failure to attend the prerequisite class or classes for a particular Course. No refund of fees shall be paid to Customer in such circumstances..
6.3 Customer shall ensure that all course attendees fulfil any and all of the course prerequisites as communicated by SAP. SAP reserves the right to exclude any Customer who does not fulfil such prerequisites. No refund of fees shall be paid to Customer in such circumstances.
7 Warranties and Liability
7.1 Whilst every effort is made by SAP to ensure that the Course instructors are appropriately qualified and trained, SAP does not accept liability for any loss, cost or expense or for any special or indirect or consequential damages arising from negligence, misconduct or lack of skill in delivering the Course(s).
7.2 Without prejudice to the provisions of Clause 7.1, SAP's total liability under this Agreement in both contract or tort shall not exceed the price paid for the Course(s).
7.3 Notwithstanding the above, there shall be no limit of liability in respect of death or personal injury arising out of the negligence of either party.
7.4 Save as expressly set forth in this Agreement all conditions and warranties express or implied are to the extent permissible in law excluded.
7.5 In the case of the Course being delivered remotely using the customer's network infrastructure and the Citrix Secure Gateway to access SAP's standard training systems located at an SAP site, SAP will work with the customer to ensure that adequate testing is carried out on customer's network infrastructure prior to delivery of the Course. For the avoidance of doubt, if any changes are made to the customer network infrastructure between the time of testing and the time of delivery of the Course, customer shall be solely responsible for any resulting adverse effects on Course delivery. Customer also acknowledges that the Citrix Secure Gateway is an internet based connection method and as such SAP cannot be held liable for issues with routing, network usage, speed of connection, proxy server failure or any other issues arising from or within the customer network or public webspace.
8 Intellectual Property Rights
The copyright in and all other intellectual property rights relating to the Course documentation provided to Customer are solely owned by and hereby reserved to SAP. Under no circumstances may the whole or any part of the Course documentation be produced or copied in any form or by any means or translated into another language without the prior written permission of SAP.
9 General Matters
9.1 SAP reserves the right to amend the content of any course without notice to customer where, at the sole discretion of SAP, such amendment is deemed not to fundamentally change the content of such course
9.2 Any notice required or permitted to be given by either party to the other under these conditions shall be in writing and sent by facsimile transmission or delivered by hand or sent by first class post and addressed to the other party at its registered office or principal place of business or such other address as may at the relevant time have been notified pursuant to this provision to the party giving the notice and shall be deemed received on actual receipt or 3 days after posting or within 24 hours of transmission if sent by facsimile.
9.3 If any provision of these conditions is held by any competent authority to be invalid or unenforceable in whole or in part, the validity of the other provisions of these conditions and the remainder of the provision in question shall not be affected thereby.
9.4 This Agreement constitutes the entire agreement between the parties in connection with its subject matter. No party has relied on any representation or warranty except as expressly set out in this Agreement and SAP and the Customer hereby agrees to submit to the exclusive jurisdiction of the English Courts in respect of any dispute in relation to this Agreement.
9.5 This Agreement shall be governed by and interpreted in accordance with the laws of England.2006-12-01EGB0000000052TERMS & CONDITIONSTerms and Conditions 1 Definitions and Interpretation
right to immediately terminate this agreement and Customer's license to use the products licensed hereunder. Upon any such termination, Customer shall immediately cease use of such products, delete and destroy any tangible or electronic embodiments of such information in its possession, and certify in writing to SAP that the foregoing has been completed.
Consumption of E-Learning and OKP Titles
For the E-Learning and OKP titles listed in the Subscription Sale E-Learning Products Ordered section the customer is responsible for identifying or assigning employees to each E-Learning title purchased on this Subscription contract. Once the assigned employee registers for the course the E-Learning or OKP title may not reassigned to or used by another customer employee.
|2.||Examinations, Personal Data|
|4.||Assessment and Results|
|5.||Amending and Replacing Certificates|
|7.||Certification Fees / Regulations|
|8.||Infringements of the Examination Rules|
|9.||Law and Jurisdiction|
|10||Certifications with Pearson Vue|
Learning Hub Commercial Terms & Conditions1.0 General Terms and Conditions
- Customer shall ensure that any person or entity that accesses the services under Customer’s account complies with the terms of this Agreement and Customer shall be responsible for any breach by such person or entity as if it was Customer’s own breach
- SAP is responsible for the maintenance (as outlined under this Exhibit B) and availability of the SAP Learning Hub Public Edition throughout the Access Term of this Agreement, see section 5.0 for details.
- SAP shall integrate Customer’s SAP Learning Hub Public Edition with a content delivery network (CDN). However, it is imperative that Customer ensures that their users have access to adequate Internet bandwidth to eliminate performance issues.
- SAP Learning Hub contains the following content repositories
Participant handbooks of the SAP Education Global Master Curriculum (GMC) in a secured Flipbook format
eLearning titles in streamed browser-based format
Online Knowledge Products (OKPs) of the Ramp-up Knowledge Transfer program containing delta knowledge (various formats, e.g. PDFs, audio books, simulations)
- All SAP Learning Hub content is available in English language only.
- SAP Learning Hub content is updated once a month with all new and/or updated content that has become publicly available during that month
- Older versions can be removed from SAP Learning Hub at SAP’s discretion; old releases can be removed after 6 months of availability of new release.
- SAP is responsible for the online provisioning and rendering of the content in digital format.
- Any forms of offline usage, e.g. copies on local drives, printing of content, are not allowed, supported by SAP and will be disabled where possible.
- The library content cannot be modified.
- The Access Term for the SAP Learning Hub Public Edition will be 12 months from the date of Delivery (the “Access Term”).
- Customer can extend or renew the access agreement in one (1) year increments via a new contract.
- Customer can purchase additional SAP Learning Hub Public Edition users at any time pursuant to SAP’s then current pricing
- Access will not be granted before payment has been received.
- Notwithstanding SAP’s right to terminate under Section 5 of the Agreement and in addition to any other remedies available to SAP, in the event of (i) any material breach of the Agreement which poses an imminent threat to the SAP systems or software or (ii) a determination by SAP that continued use of the Services may result in harm to the SAP systems or other SAP Customers, or result in a violation of applicable law, regulation, legal obligation or rights of any third party (iii) any materials provided by Customer violate the rights of any third party, SAP will have the right to immediately, in SAP’ sole discretion, (i) terminate the Services (ii) deactivate Customer’s user name(s) and password(s) and/or (iii) suspend access to the Services and (iv) remove any content or data of Customer in the Services for such period as SAP deems necessary to prevent such harm or violation.
- Upon the effective date of termination (i) Customer’s access to Services will be terminated, and (ii) Customer shall return all SAP content in its possession Customer data may remain on the CDN network for up to one (1) week following the deletion from SAP Learning Hub Public Edition.
- Customer data shall be deleted after termination of this Agreement.
- Customer is responsible for the internal rollout and usage.
- SAP provides level 1 support, incl. all “how to questions”, to all user issues to confirm that an issue actually does exist.
- SAP provides level 2 technical support for the SAP Learning Hub Public Edition and the SAP content therein
- SAP will not provide support to users seeking advice and recommendations on learning needs and suitable learning content recommendations. All user inquiries relating to content relevance, content recommendations or content fit to their learning needs will be redirected to Customer SAP provides the content AS-IS. SAP AND ITS LICENSORS DISCLAIM ALL WARRANTIES EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION, ANY IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE EXCEPT TO THE EXTENT THAT ANY WARRANTIES IMPLIED BY LAW CANNOT BE VALIDLY WAIVED. The Customer is accepting the content AS-IS. SAP will not correct any content that student might find that has got spelling, grammar or any other errors. SAP will compile a list of corrections that will be taken into consideration at the next scheduled update of the respective content.
- SAP shall provide trouble-shooting services where Customer identifies an issue with portal functionality. SAP shall use reasonable efforts to respond to the issue within 1 Business day, however, additional time may be required to resolve actual technical issues.
- SAP will load new and updated SAP content that falls within the scope of this agreement as it is made publicly available.
- SAP shall maintain course descriptions and catalog entries for the SAP content contained within the portal.
- Where regular maintenance will require down time of the portal, SAP will provide Customer with at least 5 working days notice of any down time.
- SAP shall troubleshoot any delivery issues with the SAP Learning Hub Public Edition solution associated with the CDN
- SAP has the right to and shall announce relevant SAP Education news, e.g. updates on newly uploaded content, news on curricula updates, news on Ramp-Up Knowledge Transfer workshops, updates on content that will be archived, etc. via the SAP Learning Hub Public Edition
- Customer users shall communicate with SAP Learning Hub support team to describe identified issues and provide all requested information for identifying the root cause of the issue to SAP Learning Hub support team
- SAP Learning Hub support team shall communicate with Customer users to identify issues and provide feedback and support to resolve those issues.
- “Update” means a software patch to any of the software components that constitute SAP Learning Hub Public Edition to correct defects or deficiencies in software or to provide minor modifications that do not substantially change the basic character or structure of SAP Learning Hub Public Edition.
- “Production System” means the system on which the live version of SAP Learning Hub Public Edition runs.
- Items Covered by Support and Maintenance Services
- email support for all Customer issues relating to the use of the SAP Learning Hub Public Edition all available fixes or updates for the constituent components of the SAP Learning Hub Public Edition as they become available for general release.
- any other support that may be required to maintain the aforesaid service level of 99%.
- Customer obligation
- Customer agrees to provide SAP with all information and materials requested by SAP for use in replicating, diagnosing and/or correcting an error or other problem with the SAP Learning Hub Public Edition reported by Customer.
- Contact Methods
- Customer may contact SAP to log an error / feedback report and request support and maintenance services by email.
- Response Times
- Support will be available between 7 AM – 11 PM IST 5 days per week (Monday through Friday) except 12 Indian National holidays. These holidays will be published and made available to the users.
- Initial response will be provided within 1 business day of receipt of email from end customer
- Support and maintenance services in relation to SAP Learning Hub Public Edition will be provided for the term set forth in this agreement. Any termination of the agreement between SAP and Customer will automatically terminate the support and maintenance services as provided herein.
- Customer may not interfere or attempt to interfere with the functionality or proper working of the Services in any manner not contemplated by this Agreement.
- Customer may not use the Services for the purpose of any illegal activities including activities that violate anti-spamming laws and regulations.
- Customer may not remove, obscure, or alter any notice of any mark, or other intellectual property or proprietary right appearing on or contained within the Services.
- Customer may not, and may not attempt to, modify, alter, tamper with, repair, or otherwise create derivative works of any software included in the Services.
- Customer may not, and may not attempt to, reverse engineer, disassemble, or decompile the Services or apply any other process or procedure to derive the source code of any software included in the Services.
- Customer may not use, and may not authorize any of its users to use any public software or open source software in connection with the Services in any manner that requires, pursuant to the license applicable to such public or open source, that any software used to provide the Services be (a) disclosed or distributed in source code form, (b) made available free of charge to recipients, or (c) modifiable without restriction by recipients.
- SAP owns all intellectual property rights in the services, course content and materials provided by SAP under this Exhibit B and the Agreement. Customer is not permitted to make any derivative works of the Services or training materials provided under this agreement. The Services and training materials are SAP Proprietary Information.
, `LastUpdated`=2013-10-31 16:31:18, `LastUpdated`=2013-10-31 16:32:14, `LastUpdated`=2013-11-19 16:34:17
Last updated on 9 Mar 2014.