Terms of Service
Outward Mindset Online®

delivered by Optimus and the Arbinger Institute.

 

PLEASE READ THESE TERMS OF SERVICE CAREFULLY, AS THEY GOVERN YOUR USE OF THE SITE AND SERVICES.

1. The Arbinger Institute, Outward Mindset Online® Program in conjunction with Optimus
   1.1 Introduction

The Arbinger Institute, trading as The Arbinger Company in conjunction with OptimusOD Limited (“The Arbinger Institute,” “Optimus” “we,” “us,” “our”) provide the services (“Services”) (as hereinafter set out) to you through this website (“Site”) and, where available, mobile applications and related services, subject to the following terms of Service ("Terms of Service"). Your use of this Site signifies your agreement to be bound by these Terms of Service. If you do not agree to be bound by these Terms of Service, do not access or otherwise use this Site. 

1.2 Modifications to Terms of Service

We reserve the right, at our sole discretion, to change or modify portions of these Terms of Service at any time. If we do this, depending on the nature of the change, we will post the changes on this page and indicate at the top of this page the date these terms were last revised and/or notify you, either through the Services' user interface, in an email notification or through other reasonable means and as required by applicable law. Changes to these Terms of Service will be effective when posted. You agree to review these Terms of Service periodically to be aware of any changes. Your continued use of this Site after any changes to these Terms of Service are posted will be considered acceptance of those changes.

1.3 Privacy

At The Arbinger Institute and Optimus, we respect the privacy of our users. For details, please see our Privacy Policy https://optimus-od-ltd.mykajabi.com/terms-of-use-and-privacy-policy By using the Services, you consent to our collection and use of personal data as outlined therein.

2. Access and Use of Service
   2.1 Use Description:The Arbinger Institute grants you a non-exclusive, non-transferable, limited right to access and use this Site and the materials thereon for your personal use only, provided that you comply fully with these Terms of Service. With your Outward Mindset Online purchase, we grant you a limited, non-exclusive, non-transferable, license to access the Outward Mindset Online Service Content (“Service Content”) and view your course(s) through the Service on a streaming-only basis. You may not download for the purpose of saving any content, video, graphics, frameworks, audio, images, or web pages unless clearly allowed and authorised within the course itself. Except for the foregoing limited license, no right, title, or interest shall be transferred to you. You agree not to use the Service for public performances. The Arbinger Institute may revoke your license at any time in its sole discretion. Upon such revocation, you must promptly destroy all Service Content downloaded or otherwise obtained through the Service, as well as copies of such materials, whether made in accordance with these Terms of Service or otherwise.

2.2 Your Registration Obligations

You may be required to register with The Arbinger Institute and/or Optimus to access and use certain features of the Service. If you choose to register for the Services, you agree to provide and maintain true, accurate, current, and complete information about yourself as prompted by the Service’s registration form. Registration data and certain other information about you are governed by our Privacy Policy [Link to new one provided by EF]. If you are under 18 years old, you may use the Service, with or without registering, only with your parent or guardian's approval.

2.3 Member Account, Password, and Security:

You may never use another's account, and you may never provide another person with the username and password to access your account. You are fully responsible for all activities that occur under your password or account, and it is your responsibility to ensure that your password remains confidential and secure. You agree to (a) immediately notify The Arbinger Institute of any unauthorised use of your password or account or any other breach of security, and (b) ensure that you exit from your account at the end of each session when accessing the Service. The Arbinger Institute will not be liable for any loss or damage arising from your failure to comply with this Section.

2.4 Signing on and accessing the Services:

Once you have registered and set up an account (“Account”), sign-on is through use of your unique user ID and password.

2.5 Modifications to Service

We reserve the right to modify or discontinue, temporarily or permanently, the Service (or any part thereof) with or without notice. You agree that we will not be liable to you or any third party for any modification, suspension, or discontinuance of the Service. We have no obligation to retain any of your Account or your submitted user content (“User Content”) for any period beyond what may be required by applicable law.

2.6 General Practices Regarding Use and Storage

You acknowledge that we may establish general practices and limits concerning use of the Services, including without limitation the maximum period of time that data or other User Content will be retained by the Service and the maximum storage space that will be allotted on our servers on your behalf. You agree that we have no responsibility or liability for the deletion or failure to store any data or other User Content maintained or uploaded by the Service. You acknowledge that we reserve the right to terminate accounts that are inactive for an extended period of time. You further acknowledge that we reserve the right to change these general practices and limits at any time, in its sole discretion, with or without notice.

2.7 Mobile Services (where available)

The Service may include certain services that are available via a mobile device, including (i) the ability to upload content to the Service via a mobile device, (ii) the ability to browse the Service and the Site from a mobile device and (iii) the ability to access certain features through an application downloaded and installed on a mobile device (collectively, the “Mobile Services”). 

3. Conditions of Use
   3.1 User Conduct

We do not screen User Content provided by users of the Site. Notwithstanding the foregoing, we reserve the right to monitor User Content on the Site and to remove User Content in its sole discretion.

We reserve the right to investigate and take appropriate legal action against anyone who, in our sole discretion we consider, violates this provision, including without limitation, removing the offending User Content from the Service, suspending or terminating the account of such violators and reporting you to the law enforcement authorities. You agree to not use the Service to:

• email or otherwise upload any User Content that
  • (i) infringes any intellectual property or other proprietary rights of any party.
  • (ii) you do not have a right to upload under any law or contractual or fiduciary relationships.
  • (iii) contains software viruses or any other computer code, files or programs designed to interrupt, destroy, or limit the functionality of any computer software or hardware or telecommunications equipment.
  • (iv) poses or creates a privacy or security risk to any person.
  • (v) constitutes unsolicited or unauthorised advertising, promotional materials, commercial activities and/or sales, “junk mail,” “spam,” “chain letters,” “pyramid schemes,” “contests,” “sweepstakes,” or any other form of solicitation.
  • (vi) is unlawful, harmful, threatening, abusive, harassing, tortious, excessively violent, defamatory, vulgar, obscene, pornographic, libellous, invasive of another’s privacy, hateful racially, ethnically, or otherwise objectionable; or
  • (vii) in the sole judgment of The Arbinger Institute or Optimus, is objectionable or which restricts or inhibits any other person from using or enjoying the Service, or which may expose us or our users to any harm or liability of any type;
• interfere with or disrupt the Service or servers or networks connected to the Service, or disobey any requirements, procedures, policies, or regulations of networks connected to the Service.
• Violate any applicable local, or national or international law, or any regulations having the force of law.
• Impersonate any person or entity, or falsely state or otherwise misrepresent your affiliation with a person or entity; solicit personal information from anyone under the age of 18.
• Harvest or collect email addresses or other contact information of other users from the Service by electronic or other means for the purposes of sending unsolicited emails or other unsolicited communications.
• Advertise or offer to sell or buy any goods or services for any business purpose that is not specifically authorised.
• Further or promote any criminal activity or enterprise or provide instructional information about illegal activities; or
• obtain or attempt to access or otherwise obtain any materials or information through any means not intentionally made available or provided for through the Service.

3.2 Fees

You will be invoiced for the Services and access to the Services will be subject to payment of such invoice. Where available, you may be able to make payment through the Site, in which case details of such payments or payment plans and their respective terms of payment will be published on the Site.

 3.5 Commercial Use

Unless otherwise expressly authorised herein or by The Arbinger Institute or Optimus in writing, you agree not to display, distribute, license, perform, publish, reproduce, duplicate, copy, create derivative works from, modify, sell, resell, exploit, transfer or upload for any commercial purposes, any portion of the Service, use of the Service, or access to the Service.

4. Use of The Arbinger Institute and/or Optimus Material
   4.1 Intellectual Property Rights

You acknowledge and agree that the Services may contain content or features that are protected by copyright, patent, trademark, trade secret, or other proprietary rights and laws. Except as expressly authorised by The Arbinger Institute and/or Optimus, you agree not to modify, copy, frame, scrape, rent, lease, loan, sell, distribute or create derivative works based on the Service or the Service content or concepts of the Service, in whole or in part, except that the foregoing does not apply to your own User Content (as defined below) that you legally upload to the Service. In connection with your use of the Services you will not engage in or use any data mining, robots, scraping, or similar data gathering or extraction methods. If you are blocked by The Arbinger Institute or Optimus from accessing the Service (including blocking your IP address), you agree not to implement any measures to circumvent such blocking (e.g., by masking your IP address or using a proxy IP address). Any use of the Service or the Service content other than as specifically authorised herein is strictly prohibited. The technology and software underlying the Services or distributed in connection therewith are the property of The Arbinger Institute and/or Optimus, our affiliates, and our partners (the "Software"). You agree not to copy, modify, create a derivative work of, reverse engineer, reverse assemble or otherwise attempt to discover any source code, sell, assign, sublicense, or otherwise transfer any right in the software. Any rights not expressly granted herein are reserved, to the fullest extent possible by and to us.

The Arbinger Institute name and logos are trademarks and service marks of The Arbinger Institute (collectively the “The Arbinger Institute Trademarks”). Other Arbinger Institute, product, and service names and logos used and displayed via the Service may be trademarks or service marks of their respective owners who may or may not endorse or be affiliated with or connected to The Arbinger Institute. Nothing in this Terms of Service or the Service should be construed as granting, by implication, estoppel, or otherwise, any license or right to use any of The Arbinger Institute Trademarks displayed on the Service, without our prior written permission in each instance. All goodwill generated from the use of The Arbinger Institute Trademarks will inure to our exclusive benefit. The foregoing applies equally to any right or license to use any Optimus logos or trademarks.

4.2 Allowable Use of Intellectual Property

You may print and download portions of material from the Site solely for your own non-commercial use where permitted. You may make: (a) one machine-readable copy, (b) one backup copy, and (c) one print copy of any portions of material downloaded from the Site solely for your non-commercial use. Any other copying, redistribution, retransmission, or publication of any site material is strictly prohibited without the express written consent of The Arbinger Institute and/or Optimus (see Licensing included at 6. below) or any third-party information provider to the Site. You agree not to change or delete any proprietary notices from materials downloaded from the Site.

5. Third-Party Material

Under no circumstances will we be liable in any way for any content or materials of any third parties (including users), including, but not limited to, for any errors or omissions in any content, or for any loss or damage of any kind incurred as a result of the use of any such content. You acknowledge that we doe not pre-screen content, but that we and our designees will have the right (but not the obligation) at our sole discretion to refuse or remove any content that is available via the Services. Without limiting the foregoing, we and our designees will have the right to remove any content that violates these Terms of Service or is deemed by us, at our sole discretion, to be otherwise objectionable. You agree that you must evaluate, and bear all risks associated with, the use of any content, including any reliance on the accuracy, completeness, or usefulness of such content.

6. Licensing

Multi-User licenses and other opportunities to purchase and use The Arbinger Institute and/or Optimus copyrighted materials internally for training, teaching and dissemination are available by contacting Optimus [insert contact details].The Arbinger Institute.

The entire contents of the Site are protected under the U.S., UK and international intellectual property laws. This Site is the property of The Arbinger Institute. © 2020 The Arbinger Institute and/or Optimus, © 2020 Optimus OD Ltd. All rights reserved.

The Arbinger Institute and/or Optimus and their respective licensors are the sole and exclusive owners, throughout the world, of copyright and all rights of copyright in and to the Site and materials contained thereon under the United States Copyright Act, the UK Copyright Designs and Patents Act 1988 and international laws and conventions. Visitors and Users may not copy, reproduce, or transmit any materials appearing in the Site without the express prior written permission from the copyright owner(s).

Other than as expressly allowed for in these Terms of Service, you agree your access and use of the Site shall be within limits allowed by the applicable law and that you are not entitled to duplicate, reproduce, republish, distribute or download any material contained on the Site, unless otherwise agreed to by us. Any rights not expressly granted herein are reserved.

7. Disclaimer of Warranties

YOUR USE OF THE SERVICE IS AT YOUR SOLE RISK. THE SERVICE IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. EXCEPT AS OTHERWISE EXPRESSLY PROVIDED HEREIN, WE EXPRESSLY DISCLAIM ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED OR STATUTORY, INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT.

NEITHER THE ARBINGER INSTITUTE NOR OPTIMUS MAKES ANY WARRANTY, EXPRESS OR IMPLIED, THAT

(I) THE SERVICE WILL MEET YOUR REQUIREMENTS,
(II) THE SERVICE WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE,
(III) THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SERVICE WILL BE ACCURATE OR RELIABLE, OR
(IV) THE QUALITY OF ANY PRODUCTS, SERVICES, INFORMATION, OR OTHER MATERIAL PURCHASED OR OBTAINED BY YOU THROUGH THE SERVICE WILL MEET YOUR EXPECTATIONS.

8. Termination

You agree that we, at our sole discretion, may suspend or terminate your account (or any part thereof) or use of the Service and remove and discard any Service content within the Service, for any reason, including, without limitation, for lack of use or if we believe that you have violated or acted inconsistently with the letter or spirit of these Terms of Service. Any suspected fraudulent, abusive, or illegal activity that may be grounds for termination of your use of Service, may be referred to appropriate law enforcement authorities. We may also, at our sole discretion and at any time discontinue providing the Services, or any part thereof, with or without notice. You agree that any termination of your access to the Service under any provision of this Terms of Service may be effected without prior notice, and acknowledge and agree that we may immediately deactivate or delete your account and all related information and files in your account and/or bar any further access to such files or the Service. Further, you agree that we will not be liable to you or any third party for any termination of your access to the Service.

9. Indemnity and Release

To the fullest extent permitted by law, you agree to release, indemnify and hold usThe and any of our affiliates and their officers, employees, directors, and agent harmless from any and all losses, damages, expenses, including reasonable legal fees, rights, claims, actions of any kind and injury (including death) arising out of or relating to your use of the Service, any User Content, your connection to the Service, your violation of these Terms of Service or your violation of any rights of another. Such release shall apply irrespective of whether or not you could have, or ought to have known, or otherwise have suspected of knowing at the time of granting such release. The provisions of these Terms of Service are for the benefit of us and any of our respective officers, directors, employees, agents, licensors, suppliers, and any third-party information providers to the Site. Each of these individuals or entities shall have the right to assert and enforce those provisions directly against you on its own behalf.

10. Copyright or Intellectual Property Infringement

We respect the intellectual property of others, and we ask our users to do the same. If you believe that your work has been copied in a way that constitutes copyright infringement, or that your intellectual property rights have been otherwise violated, you should notify us of your infringement claim in accordance with the procedure set forth below.

You may also contact us by mail at:

Optimus OD Limited

[The Old Star, Church Street, Princess Risborough, HP27 9AA]

The following information must be in writing and contained in your notification: an electronic or physical signature of the person authorised to act on behalf of the owner of the copyright or other intellectual property interest; a description of the copyrighted work or other intellectual property that you claim has been infringed; a description of where the material that you claim is infringing is located on the Service, with enough detail that we may find it on the Service; your address, telephone number, and email address; a statement by you that you have a good faith belief that the disputed use is not authorised by the copyright or intellectual property owner, its agent, or the law; a statement by you, made under penalty of perjury, that the above information in your notice is accurate and that you are the copyright or intellectual property owner or authorised to act on the copyright or intellectual property owner's behalf.

11. Limitation of Liability

UNDER NO CIRCUMSTANCES, INCLUDING, BUT NOT LIMITED TO, NEGLIGENCE, SHALL WE BE LIABLE FOR ANY CLAIM, LIABILITY, EXPENSE OR DAMAGE (WHETHER ACTUAL, INDIRECT, SPECIAL, EXEMPLARY, OR CONSEQUENTIAL) RELATING TO THE INFORMATION APPEARING ON THE SITE OR THE USE OF, OR THE INABILITY TO USE, THE SITE, THE SITE MATERIALS, OR THE SOFTWARE, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

APPLICABLE LAW MAY NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY OR EXEMPLARY, INCIDENTAL, OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU. IN NO EVENT SHALL OUR TOTAL LIABILITY TO YOU FOR ALL DAMAGES, LOSSES, AND CAUSES OF ACTION (WHETHER IN CONTRACT, TORT INCLUDING, BUT NOT LIMITED TO, NEGLIGENCE, OR OTHERWISE) EXCEED THE AMOUNT PAID BY YOU, IF ANY, FOR ACCESSING THIS SITE OR USING THE SERVICES OFFERED ON THE SITE. IRRESPECTIVE OF INDIVIDUAL JURISDICTION, OUR LIABILITY IS LIMITED TO THE GREATEST EXTENT PERMITTED BY LAW. IF YOU ARE DISSATISFIED WITH ANY PORTION OF THE SERVICE OR WITH THESE TERMS OF SERVICE, YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE USE OF THE SERVICE.

12. General

These Terms of Service shall be governed by and construed in accordance with the laws of England and Wales and the courts of England shall have exclusive jurisdiction over any disputes or claims arising in or out of these Terms of Service or your use of the Services. If any provision of these terms shall be unlawful, void, or for any reason unenforceable, then that provision shall be deemed severable from these terms and shall not affect the validity and enforceability of any remaining provisions.

13. Notices

For any additional questions concerning the terms specified on this page, or to report any infringements, please submit formal notice to:

 Optimus OD Limited

[[email protected]]

 

 

This is excessive and unnecessary here - this stuff is all covered off by the individual mobile service provider terms and also Arbinger and Optimus Privacy Policy

 

 

Given this is not available at this stage then this is not relevant to include in the Terms for now. As I’ve provided for in the short form wording, if online payment and payment plans become available then we will need to include the relevant terms and restrictions etc at that stage.