Venture Simulations Ltd – Terms and Conditions
Venture Simulations is a Private Limited Company
Company Registration Number: 05035078
VAT Number: 869764256
Document Last updated: February 2018
These Terms and Conditions incorporating a Service Level Agreement underpin all contracts held between Venture Simulations Ltd (VSL – hereby the company) and clients paying for services provided by the company. All clients, suppliers and buyers of SimVenture products are advised to read all the information provided within this web-page prior to trading with VSL.Service Level Agreement
Venture Simulations Ltd (VSL) provides its business simulation learning solutions services (SimVenture Classic, SimVenture Evolution & SimVenture Validate and related training) as well as the information on its website(s) (the “Site”) under the following terms and conditions.
VSL reserves the right to make changes or updates with respect to or in the Content of the Site or the format thereof at any time without notice. VSL reserves the right to terminate or restrict access to the Site for any reason whatsoever at its sole discretion.
- LAWS AND REGULATIONS. Your access to and use of this Site is subject to all applicable international, federal, state and local laws and regulations. You agree not to use the Site in any way that violates such laws or regulations.
- Copyright notice. Copyright and all other proprietary rights in the Content (including but not limited to software, audio, video, text and photographs) rest with VSL or its licensors. All rights in the Content not expressly granted herein are reserved. Except as stated herein, none of the material may be copied, reproduced, modified, distributed, republished, downloaded, displayed, posted or transmitted in any form or by any means, including, but not limited to, electronic, mechanical, photocopying, recording, or otherwise, without the prior written permission of VSL or the copyright owner. All copyright and other proprietary notices shall be retained on all permitted reproductions. Permission is granted to display, copy, distribute and download the materials on this Site for personal, non-commercial use only, provided you do not modify the materials and that you retain all copyright and other proprietary notices contained in the materials. You also may not, without VSL’s permission, “mirror” any material contained on this Site on any other server. This permission terminates automatically if you breach any of these terms or conditions. Upon termination, you must immediately destroy any downloaded and/or printed materials. Any unauthorized use of any material contained on this Site may violate copyright laws, trademark laws, the laws of privacy, communications, regulations and statutes.
Any material or information sent through or in connection with this Site by you (“User Materials”) will be treated as non-confidential and non-proprietary, and immediately become the property of VSL, subject to the applicable Privacy Statement posted on this Site. VSL may use such User Materials as it deems fit, anywhere in the world, without obligation for compensation, and free of any moral rights, intellectual property rights and/or other proprietary rights in or to such User Materials.
This Site may contain references to specific VSL products and services that may not be (readily) available in a particular country. Any such reference does not imply or warrant that any such products or services shall be available at any time in any particular country. Please contact your local VSL business contact for further information.
- TRADING – VSL is responsible for:
Providing written quotes prior to the supply of any goods/services
Recommending the best option or options with regards to software licences, accounts and/or training
Providing the services to the customer in accordance with the quote.
Notifying the customer of any changes to the quote during the supply of the services, and ensuring the customer’s agreement with the changes prior to continuing.
Notifying the customer of any delay in the performance of the VSL’s obligations.
Supplying the necessary personnel to provide the services, and may increase or change the personnel as necessary.
Requesting payment in advance or providing a 30-day invoice following delivery of the service unless payment is required in advance.
Licence and Account Terms. (SimVenture Classic) SimVenture Classic Licences are defined as follows:
Personal and Student licences must be installed on personal computers. Personal and Student licences must not be installed on computers belonging to an organisation or institution and cannot be used within a teaching or commercial environment without the express written permission of VSL.
School licences can be installed on School, Academy or Sixth Form College computers. School licences must not be installed on College, University or computers belonging to a public or commercial organisation or institution without the express written permission of VSL.
College licences can be installed on School, Academy, Sixth Form College or Further Education College (or equivalent) computers. College licences must not be installed on University or computers belonging to a public or commercial organisation or institution without the express written permission of VSL.
Higher Education licences can be installed on School, Academy, Sixth Form College, Further Education College (or equivalent) or computers used within a Higher Education environment. Higher Education licences must not be installed on computers belonging to a public or commercial organisation or institution without the express written permission of VSL.
Public Sector/NGO licences can be installed on School, Academy, Sixth Form College, Further Education College (or equivalent), Higher Education and computers used within a Public Sector/NGO environment. Public Sector/NGO licences must not be installed on computers belonging to a commercial organisation or institution without the express written permission of VSL.
Commercial licences can be installed on any computer belonging to an individual or organisation and used for any purpose.
Licence and Account Terms. (SimVenture Evolution) SimVenture Evolution Accounts are defined as follows:
Education Accounts are accounts that must be used within a formal and registered educational environment where users of the software are working towards a recognised qualification.
Corporate Accounts are accounts for use within any commercial environment.
PRICE AND PAYMENT
The price for software and related services will be as quoted in sterling by VSL for the Services.
The price may increase where the services or the quote are altered in accordance with the customer’s instructions.
All prices quoted will be exclusive of VAT.
All prices quoted by VSL will be valid for 30 days from the date of the agreed quote.
Unless otherwise agreed, on acceptance of the quotation, fees will be invoiced as to 100% of the work.
VSL will inform the customer of any changes to the price and the reason for those changes.
The customer must give permission for the change in price (such permission not to be unreasonably withheld).
VSL may terminate this contract where such permission is not given.
VSL reserves the right to charge the customer for any delay in the provision of the services caused by the customer.
All invoices will be issued in Sterling and are payable within 30 days of the date of the invoice.
All payments must be made in Sterling currency unless otherwise agreed in advance with VSL.
Notwithstanding the above any Services provided to first time customers must be paid for in full on receipt. VSL reserves the right to request references in respect of the customer where any credit is to be given. Where payment is not made in accordance with this contract VSL reserves the right to charge interest at a minimum rate of 4% above the Bank of England base rate on any late payment, until such time as the payment is made in full. In addition to the interest charge and to cover all administration of any late payment, VSL will charge £15 for every monthly statement generated as a result of payment being late.
In the event of cancellation or postponement of a project once commissioned, a fee will be charged by VSL to cover costs of all work undertaken, services provided, expenses and overheads, and commitments made up to the time of cancellation. If VSL has occurred costs from third parties to supply the work e.g. sub-contracting, then this element of the agreed quotation must be paid in full.
In the event of the customer cancelling a training course or a place on a training course run by VSL, payment will be required in full from the customer if the cancellation is made within 7 working days or less of the course taking place.
In the event of VSL having to cancel or postpone a training course run for the customer, the customer will be allowed to claim for any proven out of pocket expenses that may have been incurred at the time of cancellation. VSL will not be liable to pay the customer for any consequential costs arising from the cancellation of a course.
- TRADEMARKS. Unless otherwise indicated, all trademarks, service marks and logos displayed on the Site are registered and unregistered trademarks of VSL (or its affiliates, subsidiaries or divisions). These include each of VSL’s primary product brands and service offerings and its corporate logos and emblems.
- TAMPERING. User agrees not to modify, move, add to, delete or otherwise tamper with the information contained in VSL’s Site. User also agrees not to decompile, reverse engineer, disassemble or unlawfully use or reproduce any of the software, copyrighted or trademarked material, trade secrets, or other proprietary information contained in the Site.
- INDEMNITY. You agree to defend, indemnify, and hold harmless VSL, its affiliates, subsidiaries, and divisions, and each of their officers, directors, employees and agents, from and against any claims, actions or demands, including without limitation reasonable legal and accounting fees, alleging or resulting from your use of the Content (including software) or your breach of the terms of this Agreement. VSL shall provide notice to you promptly of any such claim, suit, or proceeding and shall assist you, at your expense, in defending any such claim, suit or proceeding.
- THIRD PARTY INFORMATION. Although VSL monitors the information on the Site, some of the information may be supplied by independent third parties. While VSL makes every effort to ensure the accuracy of all information on the Site, VSL makes no warranty as to the accuracy of any such information.
- LINKS TO THIRD PARTY SITES. This Site may contain links that will let you access other Web sites that are not under the control of VSL. The links are only provided as a convenience and VSL does not endorse any of these sites. VSL assumes no responsibility or liability for any material that may accessed on other Web sites reached through this Site, nor does VSL make any representation regarding the quality of any product or service contained at any such site.
- LINKS FROM THIRD PARTY SITES. VSL prohibits unauthorized links to the Site and the framing of any information contained on the site or any portion of the Site. VSL reserves the right to disable any unauthorized links or frames. VSL has no responsibility or liability for any material on other Web sites that may contain links to this Site.
- NO WARRANTIES. Although care has been taken to ensure the accuracy of information on this Site, VSL assumes no liability therefore. Information and documents provided on this Site are provided “AS IS” and “AS AVAILABLE”. VSL hereby disclaims any representations and warranties of any kind, either express or implied, including without limitation warranties of merchantability, fitness for a particular purpose, non-infringement, title or as to operation or content. VSL uses reasonable efforts to include accurate and up-to-date information on this Site; it does not, however, make any warranties or representations as to its accuracy or completeness. VSL periodically adds, changes, improves, or updates the information and documents on this Site (including but not limited to products, pricings, programs, events, and offers) without notice. VSL assumes no liability or responsibility for any errors or omissions in the content of this Site. Your use of this Site is at your own risk.
- LIMITATION OF LIABILITY. UNDER NO CIRCUMSTANCES SHALL VSL OR ANY OF ITS AFFILIATES, SUBSIDIARIES, OR DIVISIONS, BE LIABLE FOR ANY DAMAGES SUFFERED BY YOU, INCLUDING ANY INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES (INCLUDING, WITHOUT LIMITATION, ANY LOST PROFITS OR DAMAGES FOR BUSINESS INTERRUPTION, LOSS OF INFORMATION, PROGRAMS OR OTHER DATA) THAT RESULT FROM ACCESS TO, USE OF, OR INABILITY TO USE THIS SITE, SERVICES PROVIDED BY VSL OR DUE TO ANY BREACH OF SECURITY ASSOCIATED WITH THE TRANSMISSION OF INFORMATION THROUGH THE INTERNET, EVEN IF VSL WAS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. ANY ACTION BROUGHT AGAINST VSL PERTAINING TO OR IN CONNECTION WITH THIS SITE MUST BE COMMENCED AND NOTIFIED TO VSL IN WRITING WITHIN ONE (1) YEAR AFTER THE DATE THE CAUSE FOR ACTION AROSE.
- PRIVACY. Protecting the privacy of our clients and users of our Sites is important to VSL. The VSL Privacy Statement, as updated and amended from time to time, describes how we use and protect information you provide to us. Any contract provided by VSL to a client where software is supplied as part of that contract will provide further terms and conditions regarding the handling and storage of private user data.
- GENERAL DATA PROTECTION REGULATION (GDPR). Other than an email address, the first name and the last name of an individual user of SimVenture products, VSL does not require, hold and/or store personal data. VSL does hold data relating to customers representing organisations which purchase VSL products. In the same way, VSL does hold data relating to suppliers that provide goods or services. VSL only holds personal customer or supplier data for the purposes of conducting business and should a written request be received, all personal data is completely removed from VSL systems. VSL employs fewer than 250 people.
- SECURITY. The security of information transmitted through the Internet can never be guaranteed. VSL DOES NOT WARRANT OR MAKE ANY REPRESENTATIONS AS TO THE SECURITY OF OUR WEBSITE. YOU ACKNOWLEDGE ANY INFORMATION SENT MAY BE INTERCEPTED. VSL DOES NOT WARRANT THAT THE SITE OR THE SERVERS, WHICH MAKE THIS SITE AVAILABLE OR ELECTRONIC COMMUNICATIONS SENT BY VSL ARE FREE FROM VIRUSES OR ANY OTHER HARMFUL ELEMENTS. VSL is not responsible for any interception or interruption of any communications through the Internet or for changes to or losses of data. You are responsible for maintaining the security of any password, user ID, or other form of authentication involved in obtaining access to password protected or secure areas of VSL sites. In order to protect you and your data, VSL may suspend your use of a client site, without notice, pending an investigation, if any breach of security is suspected.
- TRANSMISSION OF PERSONAL DATA. You acknowledge and agree that by providing VSL with any personal information through the Site, you consent to the transmission of such personal information over international borders as necessary for processing in accordance with VSL’s standard business practices and the applicable Privacy Statement.
- ACCESS TO PASSWORD PROTECTED/SECURE AREAS. Access to and use of password protected and/or secure area of the Site is restricted to authorized users only. Unauthorized access to such areas is prohibited and may lead to criminal prosecution.
- FORWARD-LOOKING STATEMENTS. The information on this Site may contain certain projections or forward-looking statements with respect to the financial condition, results of operations and business of VSL or any of its affiliates and certain plans and objectives of VSL with respect to these items. By their nature, projections and forward-looking statements involve risk and uncertainty because they relate to events and depend on circumstances that will occur in the future. There are a number of factors that could cause actual results and developments to differ materially from those expressed or implied by these projections or forward-looking statements. These factors include, but are not limited to, levels of business spending in major economies, the levels of marketing and promotional expenditures by VSL and its competitors, raw materials and employee costs, changes in future exchange and interest rates (in particular, changes in the euro and the US dollar can materially affect results), changes in tax rates and future business combinations, acquisitions or dispositions and the rate of technical changes.
- SPECIFIC SOFTWARE AVAILABLE ON THIS SITE. Any software that may be made available to download from the Site (the “Software”) is the copyrighted work of VSL and/or a third party providing that Software. Software made available for downloading from or through this Site is licensed subject to the terms of the applicable license agreement, which may accompany or be included with the Software (“License Agreement”). An end user may be unable to install any Software that is accompanied by or includes a License Agreement, unless the end user first agrees to the License Agreement terms. Except as set forth in the applicable License Agreement, the Software is made available for use by end users only and any further copying, reproduction or redistribution of the Software is expressly prohibited. WARRANTIES, IF ANY, WITH RESPECT TO SUCH SOFTWARE SHALL ONLY APPLY AS EXPRESSLY SET FORTH IN THE APPLICABLE LICENSE AGREEMENT. VSL HEREBY EXPRESSLY DISCLAIMS ALL FURTHER REPRESENTATIONS AND WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR ANY PARTICULAR PURPOSE, TITLE OR NON-INFRINGEMENT WITH RESPECT TO THE SOFTWARE.
- JURISDICTION/GOVERNING LAW. These Terms and Conditions of Use shall be governed by and construed in accordance with English Law without regard to its principles of conflict of laws. You agree that any disputes in connection with this agreement or its enforcement shall be resolved in a court of competent jurisdiction in England.
In the event that any provision of the Terms and Conditions of Use are deemed by a court of competent jurisdiction to be invalid or unenforceable, the invalid portion of the Terms and Conditions of Use shall be considered to be modified as closely as possible to the intent of VSL and the remainder of the Terms and Conditions of Use shall remain in full force and effect.
For further information about Terms and Conditions not provided above, please contact the team.