Smart and Wise provides content and workshops for designing, developing, and delivering presentations, speeches, pitches, and other forms of public speaking, presenting, and facilitating for businesses of all kinds (“Services”). Services include private speaker coaching (in-person or online), investment pitch coaching (in-person or online), other workshop services, as well as a subscription to our online learning platform, Michael Philpott Academy.
Registration and Security
You agree, represent, warrant, and guarantee that all Personal Information provided by you is true, accurate, complete, up-to-date, and solely yours. You may not impersonate, imitate, or pretend to be somebody else when registering. When you login, you will be asked to choose a password. You are responsible for safeguarding and maintaining the confidentiality of your password and you agree not to disclose your password to any third party. You will be solely responsible for any activities or actions taken under your account or Subscription, as that term is defined below, whether or not you have authorised such activities or actions. You must notify us immediately if you know or suspect that any unauthorised person is using your password or your account or Subscription (for example, your password has been lost or stolen, someone has attempted to use the Services through your account or Subscription without your consent or your account or Subscription has been accessed without your permission). We strongly recommend that you do not use the Services or access Content (defined below) on public computers. We also recommend that you do not store your password through your web browser or other software.
You are solely responsible for all access or visitation to, usage of, or activity on, your account/profile including, but not limited to, use of the account or Subscription by any person who uses your Personal Information, with or without authorisation, or who has access to any computer, mobile, or other device on which your account or Subscription resides or is accessible. You acknowledge and agree that we may, and you specifically authorise us to, process all transactions, including without limitation purchases and/or registration for products and/or Services, including, without limitation, Content provided by us.
You agree to pay all fees and charges, including applicable taxes and surcharges, incurred through your activity on or through the Site(s) and/or through your account or Subscription (such fees, charges, taxes, and surcharges shall collectively be referred to as “Fees”). Unless otherwise specified, all Fees will be quoted and charged in New Zealand dollars. You must notify us about any billing problems or discrepancy within thirty (30) days after they first appear on your statement; otherwise, you waive any right to challenge or dispute such problem or discrepancy.
Information Provided by You and Privacy
By creating an account and/or subscribing to our online learning platform, you expressly consent to the use of: (a) electronic means to complete these Terms and to provide you with any notices given pursuant to these Terms; and (b) electronic records to store information related to these Terms or your use of the Services. We cannot and will not be liable for any loss or damage arising from your failure to comply with the above requirements.
Limitations on Use
The Services may be used and accessed for lawful purposes only. You agree to abide by all applicable local, state, national, and foreign laws, treaties, and regulations in connection with your use of the Services and Content. In addition, without limitation, you agree that you will not do any of the following while using or accessing the Services:
CAUTION: ANY ATTEMPT TO DO ANY OF THE FOREGOING PROHIBITED ACTS, OR TO OTHERWISE UNDERMINE THE OPERATION OF THE SERVICE OR SITE(S), MAY BE A VIOLATION OF CRIMINAL AND CIVIL LAW. SHOULD SUCH AN ATTEMPT BE MADE, WE RESERVE THE RIGHT, IN ADDITION TO OUR OTHER REMEDIES, TO SEEK DAMAGES (INCLUDING WITHOUT LIMITATION ATTORNEYS’ FEES) FROM ANY SUCH INDIVIDUAL OR ENTITY TO THE FULLEST EXTENT PERMITTED BY LAW.
Termination, Modification, and Survival
We are continually evolving and innovating the Services, Content, and the Site. We may change the Services, the Site, the Content (defined below) we offer, and the products or services you may access at any time. We may discontinue offering the Services or the Site and we may suspend or terminate your right to use the Services or the Site at any time, in the event that you breach these Terms, for any reason, in our sole discretion, and without prior notice to you. After such termination, we will have no further obligation to you or to provide the Services, except to the extent we have otherwise agreed in writing.
Upon termination of your right to use the Services or the Site or our termination of the Services or the Site, all licenses and other rights granted to you by these Terms will immediately terminate.
You may terminate your account at any time and for any reason by sending us a written notice requesting termination of your account or through the “My Account” tab in your Michael Philpott Academy account. Any cancellation request will be handled within 30 days after we have received your request. No suspension, termination, or cancellation will affect your obligations to us under these Terms which by their nature are intended to survive such suspension, termination, or cancellation. For information regarding Subscription cancellation, see below.
Subscription and Payment
When you subscribe to our Michael Philpott Academy platform, you will have the ability to view the content within the Michael Philpott Academy application and use all features contained therein (“Subscription”). One Subscription provides access to one user only.
The initial term of your Subscription will commence on the date you are charged for the Subscription, and annual Subscriptions, will renew automatically each year, unless you provide written notice to Smart and Wise of your intent not to renew the Subscription at least thirty (30) days before the end of the then-present Subscription term. You may terminate your account at any time and for any reason by sending us a written notice requesting termination of your account or through the “My Account” tab in your Michael Philpott Academy account. Subscription fees for the subsequent year will be charged on the last day of the then-present Subscription term.
You may cancel your Subscription at any time by emailing us at email@example.com or through the “My Account” tab in your Michael Philpott Academy account. If your Subscription is canceled for any reason, you will not be entitled to a refund of any amounts paid for the Subscription. If you cancel your account, you will be able to access the courses in Michael Philpott Academy until your account renewal date. After your renewal date, you will lose access.
Smart and Wise also reserves the right to suspend or cancel your Subscription if, in Smart and Wise’s sole and absolute discretion, you are using the Subscription in any way contrary to, or inconsistent with, the obligations of these Terms and/or any laws and regulations. If your Subscription is cancelled for any reason, you will not be entitled to a refund of any amounts paid for the Subscription. No suspension or cancellation will affect your obligations to us under these Terms which by their nature are intended to survive such suspension or cancellation.
The Services, the Site, and all information and/or content that you see, hear, or otherwise experience on the Site (collectively, “Content”) are protected by New Zealand and international copyright, trademark, and other laws. You will not acquire any intellectual property rights in the Services, the Site, or our Content by your use of the Services or the Site. When you use our Services or the Site, you may access intellectual property rights that we, our licensors, or third parties own or license. Subject to your compliance with the terms and conditions of these Terms, we grant you a limited, non-exclusive, non-transferable and revocable license, without the right to sublicense, to access and use the Services and to download and print any Content provided by us solely for your personal and non-commercial purposes. You may not use, copy, adapt, modify, prepare derivative works based upon, distribute, license, sell, transfer, publicly display, publicly perform, transmit, stream, broadcast or otherwise exploit the Services or Content, except as expressly permitted in these Terms, without our express prior written consent. No licenses or rights are granted to you by implication or otherwise under any intellectual property rights owned or controlled by us or our licensors, except for the licenses and rights expressly granted in these Terms.
Third Party Links and Resources
We may make available, on the Site and as part of the Services, links to third party websites or resources from third parties on the Site. We are not responsible or liable for the availability or accuracy of such websites or resources, or the content, products, or services on or available from such websites or resources. When we make available such third party links or resources on the Site or through the Services, you must look solely to the third party with respect to the content, products, or services they provide. Unless otherwise stated, we do not endorse and are not responsible for any of the content, products, or services provided by others. YOUR USE OF THE WEBSITES OR RESOURCES OF THIRD PARTIES IS AT YOUR OWN RISK. WE ARE NOT LIABLE FOR ANY OF YOUR LOSSES ARISING OUT OF OR RELATING TO THE WEBSITES OR RESOURCES OF THIRD PARTIES.
Disclaimer of Representations and Warranties
Your use of the Services and Content is at your sole discretion and risk. The Services and Content, and all materials, information, products and services included therein, are provided on an “AS IS” and “AS AVAILABLE” basis without warranties of any kind.
WE AND OUR LICENSORS AND AFFILIATES EXPRESSLY DISCLAIM ALL WARRANTIES OF ANY KIND, EXPRESS, IMPLIED, OR STATUTORY, RELATING TO THE SERVICES AND CONTENT, INCLUDING WITHOUT LIMITATION THE WARRANTIES OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT OF PROPRIETARY RIGHTS, COURSE OF DEALING, OR COURSE OF PERFORMANCE.
IN ADDITION, WE AND OUR LICENSORS AND AFFILIATES DISCLAIM ANY WARRANTIES REGARDING SECURITY, ACCURACY, RELIABILITY, TIMELINESS, COMPLETENESS, CURRENTNESS AND PERFORMANCE OF THE SERVICES OR THAT THE SERVICES WILL BE FREE OF ERRORS OR INTERRUPTIONS OR THAT ANY ERRORS OR INTERRUPTIONS WILL BE CORRECTED.
WE MAKE NO REPRESENTATIONS CONCERNING, AND DO NOT GUARANTEE, THE ACCURACY OF THE SERVICES, INCLUDING, BUT NOT LIMITED TO, ANY INFORMATION PROVIDED THROUGH THE SERVICES OR THEIR APPLICABILITY TO YOUR INDIVIDUAL CIRCUMSTANCES. OUR SERVICES AND CONTENT ARE DEVELOPED FOR USE IN THE UNITED STATES AND WE AND OUR LICENSORS AND AFFILIATES MAKE NO REPRESENTATION OR WARRANTY CONCERNING THE SERVICES OR CONTENT WHEN THEY ARE USED IN ANY OTHER COUNTRY.
SOME JURISDICTIONS DO NOT PERMIT US TO EXCLUDE WARRANTIES IN THESE WAYS, SO IT IS POSSIBLE THAT THESE EXCLUSIONS WILL NOT APPLY TO OUR AGREEMENT WITH YOU. IN SUCH EVENT, THE EXCLUSIONS SHALL APPLY TO THE FULLEST EXTENT PERMITTED UNDER APPLICABLE LAW.
You will indemnify, defend, and hold harmless us, our licensors and affiliates and our respective directors, officers, employees, contractors, agents and representatives, from and against any and all claims, causes of action, demands, liabilities, losses, costs or expenses (including, but not limited to, reasonable attorneys’ fees and expenses) arising out of or relating to any of the following matters:
(a) your access to or use of the Services, the Site, or the Content;
(b) your violation of any of the provisions of these Terms;
(c) any activity related to your account or your Subscription by you or any other person accessing the Site or Services through your account or Subscription, including, without limitation, negligent or wrongful conduct; or
(d) your violation of any third party right, including, without limitation, any intellectual property right, publicity, confidentiality, property, or privacy right.
We reserve the right, at our own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which event you will cooperate with us in asserting any available defenses.
Limitation of Liability
IN NO EVENT WILL WE OR ANY APPLICABLE LICENSORS OR AFFILIATES BE LIABLE TO YOU FOR ANY DAMAGES WHATSOEVER, INCLUDING WITHOUT LIMITATION, INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE OR CONSEQUENTIAL DAMAGES, OR LOST PROFITS, ARISING OUT OF OR IN CONNECTION WITH YOUR USE OF THE SERVICES, THE SITE, OR THE CONTENT, WHETHER THE DAMAGES ARE FORESEEABLE AND WHETHER OR NOT WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES IN ADVANCE. IF YOU ARE DISSATISFIED WITH THE SERVICES, THE SITE, THE CONTENT, OR THESE TERMS, YOUR SOLE AND EXCLUSIVE REMEDIES ARE DISCONTINUATION OF YOUR USE OF THE SERVICES AND/OR CONTENT AND, UNLESS OTHERWISE PROHIBITED OR DISCLAIMED UNDER THESE TERMS, A REFUND OF THE AMOUNT PAID TO SMART AND WISE FOR SERVICES AND/OR CONTENT.
EXCEPT AS OTHERWISE REQUIRED BY APPLICABLE LAW, ANY CLAIM OR CAUSE OF ACTION ARISING OUT OF OR RELATING TO YOUR USE OF THE SERVICES, THE SITE, OR THE CONTENT OR OUR RELATIONSHIP WITH YOU, REGARDLESS OF THEORY, MUST BE BROUGHT WITHIN ONE (1) YEAR AFTER THE OCCURRENCE OF THE EVENT GIVING RISE TO THE CLAIM OR CAUSE OF ACTION OR BE FOREVER BARRED.
SOME JURISDICTIONS DO NOT PERMIT US TO LIMIT OUR LIABILITY IN THESE WAYS, SO IT IS POSSIBLE THAT THESE LIMITATIONS WILL NOT APPLY TO OUR AGREEMENT WITH YOU. IN SUCH EVENT, THE LIMITATIONS SHALL APPLY TO THE FULLEST EXTENT PERMITTED UNDER APPLICABLE LAW.
Waiver of Jury Trial and Class Action
Errors and Inaccuracies
The information on the Site, including, without limitation, information regarding pricing, may contain typographical errors or other errors or inaccuracies, and may not be complete or current. We reserve the right to correct any errors, inaccuracies, or omissions and to change or update information at any time without prior notice to you. We do not, however, guarantee that any such errors, inaccuracies, or omissions will be corrected.
These Terms constitute the entire agreement between you and us relating to our Services, the Site, and the Content, replacing any prior or contemporaneous agreements, whether written or oral, unless you have signed a separate written agreement with us relating to our Services, the Site, or the Content. If there is any conflict between these Terms and a separate signed written agreement between you and us relating to our Services, the Site, or the Content, the signed written agreement will control.
Third Party Beneficiaries
Our licensors may be entitled to enforce these Terms as third party beneficiaries. There are no other third party beneficiaries to these Terms.
The failure by us to enforce any provision of these Terms will not constitute a waiver. If any court of law, having the jurisdiction to decide the matter, rules that any provision of these Terms is invalid or unenforceable, then the invalid or unenforceable provision shall be removed from these Terms or reformed by the court and given effect so as to best accomplish the essential purpose of the invalid or unenforceable provision, and all of the other provisions of these Terms shall continue to be valid and enforceable. Nothing contained in these Terms shall limit the ability of a party to seek an injunction or other equitable relief without posting any bond.
Governing Law, Jurisdiction and Venue
THESE TERMS AND OUR RELATIONSHIP WITH YOU SHALL BE GOVERNED BY THE LAWS OF NEW ZEALAND, EXCLUDING ITS CHOICE OF LAWS RULES. YOU IRREVOCABLY AGREE THAT THE EXCLUSIVE VENUE FOR ANY ACTION OR PROCEEDING ARISING OUT OF OR RELATING TO THESE TERMS OR OUR RELATIONSHIP WITH YOU, REGARDLESS OF THEORY, SHALL BE THE NEW ZEALAND COURTS LOCATED IN NEW ZEALAND. YOU IRREVOCABLY CONSENT TO THE PERSONAL JURISDICTION OF THESE COURTS AND WAIVE ANY AND ALL OBJECTIONS TO THE EXERCISE OF JURISDICTION BY THESE COURTS AND TO THIS VENUE. NOTWITHSTANDING THE FOREGOING, HOWEVER, YOU AGREE THAT WE MAY COMMENCE AND MAINTAIN AN ACTION OR PROCEEDING SEEKING INJUNCTIVE OR OTHER EQUITABLE RELIEF IN ANY COURT OF COMPETENT JURISDICTION.
These Terms are expressly made subject to any laws, regulations, orders or other restrictions on the export of data from New Zealand. You agree that these Terms will not be construed against Smart and Wise by virtue of having drafted them. You hereby waive any and all defenses you may have based on the electronic form of these Terms and the lack of signing by the parties hereto to execute these Terms.
Modification of Terms
We reserve the right to change these Terms at any time. Any changes that we make will become a part of our agreement with you when they are posted to the Site. Your continued use of our Services, or the Site will constitute your agreement to the changes we have made. The last date these Terms were revised is set forth at the end of this document.
We encourage you to contact us at firstname.lastname@example.org if you have any questions concerning these Terms. Please note that email communications will not necessarily be secure; accordingly, you should not include credit card information or other sensitive information in your email correspondence with us.
Last Revised: 11 November 2021