<\/ol>\nYou acknowledge that we grant you a non-exclusive, royalty-free, non-transferable, fully revocable licence to use all Licensed IP for the sole and direct purposes of using the Herrmann Platform, providing Assessments and using the Technology.<\/p>\n
Any content featured on or displayed on the Technology, HBDI Profile and Debrief and the Sites, including but not limited to graphics, headers, logos, icons, trademarks, text, graphics, designs, photographs, images, sound, audio, music, video, illustrations, data compilations, software, the Licensed IP and all Intellectual Property Rights contained therein (our content<\/strong>), is owned by us, our affiliates, partners, licensors and\/or content providers (as the case may be).\u00a0 You acknowledge and agree that:<\/p>\n\n- our content is and remains the exclusive property of us, our affiliates, partners, licensors and\/or content providers (as the case may be);<\/li>\n
- you are permitted to access our content on the Sites and via the Technology in accordance with these Terms and subject to all applicable legislation governing intellectual property, including but not limited to, the Copyright Act 1968 (Cth)<\/em>;<\/li>\n
- your use of our content does not grant you any rights in relation to any copyright, designs, trademarks or other intellectual property or material rights relating to the Services, the Technology and any of the content on the Sites, other than using the Licensed IP in accordance with the terms set out in these Terms of Use;<\/li>\n
- you will not modify, copy, duplicate, distribute or redistribute, transmit, display, perform, reproduce, publish, licence, create derivative works from, transfer, sell or reuse any aspect of the Services, the Technology and the Sites or our content without our express written authorisation; and<\/li>\n
- you will not directly or indirectly do anything that would or might invalidate or put in dispute our title in the Herrmann Platform, the Technology and the Sites.<\/li>\n
- all Intellectual Property discovered or coming into existence as a result of, for the purpose of, or in connection with, the use and exploitation of Licensed IP, the Technology and the Hermann Platform, and as part of providing the Services, will be vested in us;<\/li>\n
- Assessment Results belong solely to the Thinkers to whom they pertain. Profile Reports are confidential, and Thinkers are not required to share their Profile Reports with you or anyone else. Notwithstanding this, all Thinkers who participate in shared pair profiles, team profiles or other group activities will have access to reports summarising the group members\u2019 Assessment Results.<\/li>\n<\/ul>\n
Notwithstanding the above, Certified Practitioners will have access to the Profile Reports of the Thinkers they work with, and Herrmann may make Thinkers\u2019 Profile Reports accessible to a Certified Practitioner if appropriate consents are first obtained from the Thinkers.<\/p>\n
If any person makes any claim alleging that any of the Licensed IP, Sites, Services or Technology infringe any Intellectual Property Rights, you must:<\/p>\n
\n- promptly notify us in writing; and<\/li>\n
- cooperate with, assist and act at all times in accordance with our reasonable instructions in relation to the claim and any consequent investigations, negotiations, settlement and dispute resolution proceedings.<\/li>\n<\/ul>\n
Account Registration<\/h3>\n<\/ol>\nYou must register an account (Herrmann Account<\/strong>) to access and use certain features of the Herrmann Platform. If you are registering a Herrmann Account for a company or other legal entity, you represent and warrant that you have the authority to legally bind that entity.<\/p>\nYou must provide accurate, current and complete information during the registration process and keep your Herrmann Account up-to-date at all times.<\/p>\n
We will send all communications to the address you nominate. Therefore, it is essential you keep all contact and address details current. We may communicate with you by email.<\/p>\n
You may not register more than one (1) Herrmann Account unless we authorise you to do so. You may not assign or otherwise transfer your Herrmann Account to another party.<\/p>\n
You are responsible for maintaining the confidentiality and security of your Herrmann Account credentials and may not disclose your credentials to any third party. You must immediately notify us if you know or have any reason to suspect that your credentials have been lost, stolen, misappropriated, or otherwise compromised or in case of any actual or suspected unauthorised use of your Herrmann Account. You are liable for any and all activities conducted through your Herrmann Account unless you do not authorise such activities, and you are not otherwise negligent (such as failing to report the unauthorised use or loss of your credentials).<\/p>\n
Invoicing and payments<\/strong><\/h3>\nPayment<\/h4>\n
You must pay our fees within 14 days of receiving a tax invoice from us unless the payment terms provide otherwise on the invoice. The payment of the fee constitutes full payment for the provision of the relevant Products and Services.<\/p>\n
If your account is on COD terms, you must pay us all monies owed before we will supply you with the ordered Products and Services.<\/p>\n
You acknowledge that certain credit card payments or bank transactions may attract a surcharge, transaction fee or other charge. You acknowledge and agree that we may charge you an amount equal to this cost imposed on us (if any). You are also responsible for the payment of any fees, charges or costs in relation to any exchange rate applicable.<\/p>\n
Unless otherwise stated, payment obligations are non-cancellable and any fees paid are non-refundable.<\/p>\n
Automatic Payments<\/h4>\n
An Automatic Payment is a payment that we will automatically charge directly to your nominated credit card upon the due date of the tax invoice. You have the option to select Automatic Payments by choosing payment via Credit Card on a transaction. If not previously saved in your My Account, you will be required to provide your credit card details to us at the time of the transaction.<\/p>\n
You can update or change your credit card details at any time in My Account.<\/p>\n
Subject to the other terms of this Agreement, you hereby expressly consent to, authorise and instruct Herrmann to deduct the Automatic Payment from your nominated credit card for the tax invoice amount on the due date stipulated in the applicable tax invoice. You acknowledge that you are giving us the ability to collect our fees automatically when they become due and payable.<\/p>\n
You are responsible for ensuring that you have sufficient funds in your credit card available to make Automatic Payments on the due date specified in the tax invoice. You are liable for any fees or charges imposed by your nominated credit card. You hereby consent to us attempting to process the payment again if it is not successfully processed on the due date.<\/p>\n
If an Automatic Payment fails (for example, if your nominated credit card is a card that has expired), interest may apply unless you otherwise make payment immediately upon request or provide us with updated credit card details.<\/p>\n
Certification Workshop Bookings<\/h4>\n\n- Your workshop registration is not confirmed until FULL payment is received.<\/li>\n
- If your payment is not received before the ‘Getting Started Session’, you cannot\u00a0attend and will be deferred to the next available workshop.<\/li>\n
- Full payment is due by the invoice due date.<\/li>\n
- Deferrals and cancellations are permitted until 15 days before your scheduled workshop’s ‘Getting Started Session’. There will be no fee for this.<\/li>\n
- Deferrals less than 14 days before the ‘Getting Started Session’ and at any time throughout the program will incur a rebooking fee of 25%. This will be invoiced when rebooking.<\/li>\n
- Cancellations between 7 and 14 days before the ‘Getting Started Session’\u00a0will incur a fee of 25%. If the invoice is paid, this will be deducted from any refunds.<\/li>\n
- Cancellations 6 days or less before the\u00a0‘Getting Started Session’\u00a0will not be refunded.<\/li>\n
- Your status as a Certified Practitioner will not be active until your invoice is fully paid.<\/li>\n<\/ul>\n
Last-Minute Engagements<\/h3>\n
If we are requested to provide a Product and\/or Service (including the provision of a \u201cHerrmann Direct Workshop\u201d), and that request is made within seven (7) days or less from the Engagement Date, that request is deemed to be a \u201cLast Minute Engagement<\/strong>\u201d.<\/p>\nIf a Last Minute Engagement arises, you must immediately pay us a non-refundable deposit equal to 50% of the total Products and\/or Services to be provided to you. We will not start any work in relation to the Products and\/or Services (including sourcing appropriate practitioners) until we receive the relevant deposit amount or you provide us with evidence demonstrating that the deposit has been paid. The balance of any amount owing for the Products and\/or Services will be payable in accordance with our standard terms of payment.<\/p>\n
Cancellations<\/h3>\n
If you choose to cancel a Last Minute Engagement prior to us providing the Products and\/or Services, the deposit will not be returned to you.<\/p>\n
If you cancel any other engagement with us ten (10) days or less from the scheduled Engagement Date, then you will pay us 50% of the fees for the Products and\/or Services that would have been provided had you not otherwise cancelled. Any amount owing in relation to a cancelled engagement will be due and payable in accordance with our standard terms of payment (and as set out in our Tax Invoice issued to you).<\/p>\n
Expenses<\/h3>\n
You will reimburse us with any out-of-pocket expenses which are reasonably incurred in providing Products and Services subject to us:<\/p>\n