Terms and Conditions of Business


1 Definitions and Interpretation

1.1 The definitions and rules of interpretation in this Condition 1 apply in these terms and conditions of business (the "Conditions") unless otherwise stated:-
Agreement means the entire agreement between SMART Majority and the Customer comprising these Conditions, the Enrolment Form and any Credit Agreement that may be entered into.
Business Day means any day other than Saturday or Sunday that the clearing banks are open for business in the City of London;
Credit Agreement means any agreement for credit facilities entered into between the Customer and SMART Majority;
Customer means the person named on the Enrolment Form and to whom SMART Majority shall provide the Learning;
Online Learning means the provision of the Services in respect of the course(s) identified in the Enrolment Form (or such other course(s) as SMART Majority may from time to agree in writing) and all related Materials, support and tuition where applicable whether supplied by SMART Majority or a Third Party Seller;
Document means, without limitation, in addition to any books and other documents in writing, any drawing, map, plan, diagram, design, picture or other image, tape, disk or other device or record embodying information in any form regardless of the media on which it is contained;
Enrolment Form means the enrolment form completed by the Customer and submitted to SMART Majority (together with payment) detailing the course(s) which the Customer has enrolled on and specifying the Fees payable by the Customer to SMART Majority;
External Examination means any examination which is not operated or run by SMART Majority that may be available to the Customer in respect of Online Learning;
Fees means the fees payable by the Customer to SMART Majority in accordance with Condition 6.1;
Group Companies means SMART MAJORITY and its subsidiaries, SMART MAJORITY's ultimate holding company and its' subsidiaries, as defined in section 1159 of the UK Companies Act 2006;

Intellectual Property Rights means all patents, rights to inventions, utility models, copyright and related rights, trade marks, service marks, trade, business and domain names, rights in trade dress or get-up, rights in goodwill or to sue for passing off, unfair competition rights, rights in designs, rights in computer software, database right, topography rights, moral rights, rights in confidential information (including know-how and trade secrets) and any other intellectual property rights, in each case whether registered or unregistered and including all applications for and renewals or extensions of such rights, and all similar or equivalent rights or forms of protection in any part of the world;

Materials means the learning and training materials comprising all Documents, information, data, records and materials provided by SMART MAJORITY relating to a Online Learning and shall include any replacement learning and training materials and books if the Customer transfers Online Learning in accordance with condition 15;
"Non-Transferable Courses" means CD Rom courses, reseller courses and Non tuition based courses;
Services means the distance learning services to be provided by SMART MAJORITY, or a Third Party Seller (as applicable), to the Customer in respect of the Online Learning as more particularly described in Condition 10;
Support Period means the period during which SMART MAJORITY shall provide the Customer with support in relation to the Online Learning as advertised;
Software means any software provided by SMART MAJORITY to the Customer as part of the Online Learning; and

Third Party Seller means a partner organisation which SMART MAJORITY has entered into an arrangement with to provide certain Online Learnings.
1.2 A person includes a natural person, corporate or unincorporated body (whether or not having separate legal personality).
1.3 A reference to a statute or statutory provision is a reference to it as it is in force for the time being, taking account of any amendment, extension, or re-enactment and includes any subordinate legislation for the time being in force made under it.
1.4 A reference to writingor writtenincludes faxes and e-mail.
1.5 Singular words shall include the plural and vice versa.
1.6 Headings are included for convenience only and shall not affect the construction or interpretation of this Agreement.

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