These Terms of Service (these "Terms
") are a legally binding agreement between you and Essential CEU Institute, LLC
, a California limited liability company (referred to in these Terms as "Essential" "we," "our," "us" and similar terms) and each person who accepts these Terms (referred to as "you," and similar terms).
By accepting these Terms, you expressly acknowledge that you understand and accept these Terms. IF YOU DO NOT AGREE TO BE BOUND BY THIS AGREEMENT, YOU MAY NOT USE OR ACCESS THE Essential PLATFORM.
These Terms govern your use of www.essentialceu.institute
") and all related mobile applications and technology platforms that we provide to you in connection with your use of the Site (collectively, the "Essential Platform
- The Essential Platform. The Essential Platform provides online continuing education training, including, but not limited to, training relating to operation of group homes and facilities that provide services to adults with disabilities (the "Services").
- Subscription. In order to use the Essential Platform and the Services, you must purchase a subscription (the "Subscription") unless you are an authorized Team Account (defined below) under an existing Subscription. Each Subscription will provide for one or more Administrator Users (each, an "Administrator") and may include one or more team member Users (each a "Team Member"). "Team Accounts" refers to all User Accounts under the same Subscription.
- Courses. We will make units of education content available through the Essential Platform (each a "Course"). We will identify on the Essential Platform which courses are certified by a governmental agency or professional organization, and which agency or organization has provided the certification. You can view a current list of certified Courses here https://essentialceu.institute/courses/all. We use reasonable efforts to ensure that the list of Courses is accurate, but we cannot guaranty that it will always be up to date. We may add, remove or change the available Courses at any time in our sole discretion without notice to you. We do not guaranty that all, or any certain number or percentage of Courses will be certified by state agencies, professional organizations or other licensing agencies or organizations.
- Certificates. Some Courses may enable you to earn a certificate or other continuing education credit (each, a "Certificate") upon satisfying certain requirements. Requirements to earn the applicable Certificate will be identified on the Essential Platform. Some Certificates may satisfy certain licensing requirements or other requirements of governmental agencies or other organizations. We do not guaranty that all Courses will enable you to earn a Certificate. We do not Guaranty that any or all Courses or Certificates will be accepted by or satisfy the requirements of any governmental agency or other organization. It is your responsibility to determine if the Certificates will satisfy any applicable requirement. We use reasonable efforts to ensure that the list of Certificates at this link is accurate, but we cannot guaranty that it will always be up to date. We may add, remove or change the available Certificates at any time in our sole discretion without notice to you. You understand that a governmental agency or other organization may change its acceptance of a Course or Certificate after you begin taking the Course or Certificate; you acknowledge and agree that we have no obligation to determine if there has been such a change, and we have no obligation to notify you of any such change.
- User Accounts. Each user (each, a "User") must create a user account (a "User Account") in order to use the Essential Platform and access the Services. In order to create a User Account, (i) the User must be at least 18 years old, (ii) the User must provide accurate and complete information that we require or request, (iii) the User must specify whether the User is an Administrator or a Team Member, and (iv) the identified User must read and accept these Terms. EACH USER ACCOUNT SHALL OCCUPY ONE USER PLACEHOLDER FOR THE DURATION OF THE SUBSCRIPTION PERIOD. ECEUI ALLOWS FOR ONE USER DELETION AND NEW USER ASSIGNMENT WITHIN EACH GROUP TYPE, BUT DOES NOT PERMIT DELETING AND REASSIGNMENT (A) WITHIN A GIVEN SUBSCRIPTION PERIOD OR (B) ONCE A GIVEN USER HAS COMPLETED CONTINUING EDUCATION ON THEIR USER ACCOUNT. PLEASE MAKE CAREFUL PLANS TO SELECT A SUBSCRIPTION SIZE TO ACCOMMODATE ANY CHANGES IN YOUR TEAM IN AN ANNUAL PERIOD.
- Administrators. Administrators can create, delete and modify each Team Account, to the extent permitted by the Essential Platform and the Subscription. If you create a User Account for another individual, you agree that you have the permission of the applicable individual(s) to share their information with us. If you are an Administrator, you are responsible for, and legally liable for, the acts of all Team Members and Administrators through their Team Accounts. If you are an Administrator, you agree, on behalf of your employer identified in your User Account, that your employer is liable for and obligated to pay all Subscription Fees on the User Account and is liable for all actions of all Team Members and Administrators.
- Changing the Subscription. An Administrator may modify the Subscription at any time by providing to us at least 15 days written notice using the features provided on the Essential Platform. The modification will take effect at the beginning of the next Subscription Term unless we agree for the modification to take effect sooner. All changes to the Subscription apply to all Team Accounts at the same time as the modification takes effect. If the modification reduces the number of authorized Administrators and Team Members to a number that is less than the number of created Team Accounts, the Administrator will have to designate enough User Accounts to inactivate before the scheduled modification will take effect, or we will inactivate enough User Accounts, selecting the User Accounts to inactivate in our sole discretion. The Users assigned to the inactivated User Accounts will not have access to the Essential Platform and will not have access to their User Accounts again unless and until the Subscription is modified to include enough authorized Administrator and Team Member User Accounts. If the User Accounts are inactive for at least 30 days, we may permanently delete all information relating to the inactive User Accounts, including, but not limited to, Performance Data and Certificates.
- Pricing and Payment. The amount we charge for the Subscription (the "Subscription Fees") will be the amount stated on the Essential Platform based upon the Subscription that you select when you create your User Account. You can see our current pricing here https://essentialceu.institute/#pricing. All Subscription Fees will be due on the first day of the Subscription Term. All payments will be made using the credit card information or other payment information stored in the applicable Administrator User Account. If you are an account Administrator, you hereby authorize us to automatically charge the credit card or process any other payment information you provide to us, when the Subscription Fees are due. We may modify the Subscription Fees at any time by providing written notice to you by posting the new Subscription Fees on the Essential Platform or by emailing you. To determine current pricing, check our pricing often at this link https://essentialceu.institute/#pricing. All purchases of Subscriptions are final, and there are no refunds. You will not be entitled to a refund of all or any portion of your Subscription Fees paid for any Subscription Term, regardless of when your Subscription is terminated.
- Term. These Terms shall be in full force and effect for all Subscription Terms (defined below). Each Subscription will be for the term specified on the Essential Platform when the Subscription is purchased (the "Subscription Term"). The Subscription Term will automatically renew for an additional Subscription Term of the same length upon the expiration of the previous Subscription Term, unless you modify the Subscription as provided in these Terms, in which case the Subscription Term will automatically renew for the modified Subscription Term. The Subscription Term will terminate effective when your subscription is terminated under these Terms. All Team Accounts will have the same Subscription Term end date as the Subscription, even if the Team Account was created during a Subscription Term.
- Our Right to Modify these Terms. We may modify these Terms at any time by providing you a modified copy of these Terms by email or by posting on the Essential Platform. The modified Terms will be effective when provided to you, unless we specify a later date. If you do not agree to the modified Terms, your only option is to stop using the Essential Platform or the Services after the effective date of the modified Terms. Your continued use of the Essential Platform or the Services after the effective date of the modified Terms will be your affirmative agreement to the modified Terms. We may modify any information referenced in the hyperlinks from these Terms from time to time, and such modifications will become effective upon posting, unless a later date is specified. Continued use of the Essential Platform or Services after the effective date of any such changes shall constitute your consent to the changes. These Terms may only be modified as provided in this Section.
- Our Right to Suspend Your Account. If Subscription Fees are not paid within 7 days of when due, for any reason, then we may indefinitely suspend all Team Accounts in our sole discretion, without notice to you. If any Administrator or Team Member violates these Terms, we reserve the right to indefinitely suspend all Team Accounts in our sole discretion upon providing notice of the violation to you. During any suspension of your User Account, you will not have access to your User Account, the Services or any Certificates you received in connection with the Services.
- Terminating the Subscription. An Administrator may terminate the Subscription at any time, effective at the end of the then-current Subscription Term, by providing us at least 15 days' advance written (unless we permit or require a different amount of time on the Essential Platform) notice using the account cancellation features that we provide through the Essential Platform. At the time of account termination request, account Administrator will be required to pay all fees up to the end of the pre-selected Subscription term. We reserve the right to terminate any and all Team Accounts, effective at any time upon providing written notice to you if you or any Administrator or Team Member violates these Terms. We reserve the right to terminate all User Accounts and the Subscription effective at the end of the then current Subscription Term for any reason or no reason. Upon termination of the Subscription, you will no longer have access to your User Account, the Essential Platform, the Services nor any Certificates you received through your User Account. After your User Account is terminated, we have no obligation to maintain any information stored in or related to your User Account, including, but not limited to, any Certificate you received or your Performance Data. We reserve the right to permanently erase all of your Performance Data and Certificates at any time after your account is terminated.
- Communications. By becoming a User, you agree to receive communications from us, including via e-mail. Communications from us may include but are not limited to: operational communications concerning your User Account or use of the Essential Platform or Services, updates concerning new and existing features on the Essential Platform, communications concerning promotions run by us or our third- party partners, and news concerning Essential and industry developments. You may opt out of receiving promotional emails by following the unsubscribe options in the promotional email itself, or by adjusting your settings in your User Account.
- Disclaimers. The following disclaimers are made on behalf of Essential, our affiliates, subsidiaries, parents, successors and assigns, and each of our respective officers, directors, employees, agents, and shareholders. The Essential Platform is provided on an "as is" basis and without any warranty or condition, express, implied or statutory. We do not guarantee and do not promise any specific results from use of the Essential Platform and/or the Services, including the ability to provide or receive Services at any given location or time. We specifically disclaim any implied warranties of title, merchantability, fitness for a particular purpose and non-infringement. Some states do not allow the disclaimer of implied warranties, so the foregoing disclaimer may not apply to you. We do not warrant that your use of the Essential Platform or Services will be accurate, complete, reliable, current, secure, uninterrupted, always available, or error-free, or will meet your requirements, that any defects in the Essential Platform will be corrected, or that the Essential Platform is free of viruses or other harmful components. We disclaim liability for, and no warranty is made with respect to, connectivity and availability of the Essential Platform or Services. We expressly disclaim all liability arising from the unauthorized use of your User Account. Should you suspect that any unauthorized party may be using your User account or you suspect any other breach of security, you agree to notify us immediately.
- Limitation of Liability. IN NO EVENT WILL ESSENTIAL, INCLUDING OUR AFFILIATES, SUBSIDIARIES, PARENTS, SUCCESSORS AND ASSIGNS, AND EACH OF OUR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, OR SHAREHOLDERS (COLLECTIVELY "ESSENTIAL" FOR PURPOSES OF THIS SECTION), BE LIABLE TO YOU FOR ANY INCIDENTAL, SPECIAL, EXEMPLARY, PUNITIVE, CONSEQUENTIAL, OR INDIRECT DAMAGES (INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR DELETION, CORRUPTION, LOSS OF DATA, LOSS OF PROGRAMS, FAILURE TO STORE ANY INFORMATION OR OTHER CONTENT MAINTAINED OR TRANSMITTED BY THE ESSENTIAL PLATFORM, SERVICE INTERRUPTIONS, OR FOR THE COST OF PROCUREMENT OF SUBSTITUTE SERVICES) ARISING OUT OF OR IN CONNECTION WITH THE ESSENTIAL PLATFORM, THE SERVICES, OR THIS AGREEMENT, HOWEVER ARISING INCLUDING NEGLIGENCE, EVEN IF WE OR OUR AGENTS OR REPRESENTATIVES KNOW OR HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. CERTAIN JURISDICTIONS MAY NOT ALLOW THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES. IF THESE LAWS APPLY TO YOU, SOME OR ALL OF THE ABOVE DISCLAIMERS, EXCLUSIONS OR LIMITATIONS MAY NOT APPLY TO YOU, AND YOU MAY HAVE ADDITIONAL RIGHTS.
- Intellectual Property. All intellectual property rights in the Essential Platform are owned by Essential absolutely and in their entirety. These rights include and are not limited to database rights, copyright, design rights (whether registered or unregistered), trademarks (whether registered or unregistered) and other similar rights wherever existing in the world together with the right to apply for protection of those rights.
- Confidentiality. You agree not to use and not to disclose any Confidential Information. "Confidential Information" means all technical, financial, strategic and other proprietary and confidential information relating to our business, operations and properties that we disclose to you. You agree to take all reasonable measures to protect the secrecy of and avoid disclosure or use of Confidential Information in order to prevent it from falling into the public domain.
- General. These Terms shall be governed by the laws of the State of California without regard to choice of law principles. If any provision of these Terms is or becomes invalid or non-binding, the parties shall remain bound by all other provisions of these Terms. In that event, the parties shall replace the invalid or non- binding provision with provisions that are valid and binding and that have, to the greatest extent possible, a similar effect as the invalid or non-binding provision, given the contents and purpose of these Terms. You agree that these Terms and all incorporated agreements may be automatically assigned by us, in our sole discretion by providing notice to you. Headings are for reference purposes only and in no way define, limit, construe or describe the scope or extent of such section. A party's failure to act with respect to a breach by the other party does not constitute a waiver of the party's right to act with respect to subsequent or similar breaches. These Terms contain the entire understanding and agreement between you and Essential with respect to the subject matter of these Terms, and supersede all previous written or verbal understandings and agreements between the parties.
- Notices. Except as explicitly stated otherwise, any notices to us shall be given by certified mail, postage prepaid and return receipt requested to:
Essential CEU Institute, LLC
Attn: Heidi Morgan
PO Box 157
Capitola, CA 95010
All notices to you shall be provided to you through the Essential Platform or given to you via the email address or physical you provide to Essential during the registration process.
- Course Registrations. Cancellations within 24 hours of initial registration are fundable without penalty. A full refund will be issued upon request, given that this request is made within that initial 24-hour period. Any refund requests received later than 72 hours prior to the onset of the course are not eligible for refund. Purchase cancellation and refund request must be made in writing and email to Heidi@essentialCEU.institute back on the original credit card utilized.
- Transfers. Essential CEU Institute, LLC is glad to transfer from one course to another for a given person, but does not transfer registration to another individual. Course transfers for one individual must be requested in writing, to Heidi@essentialCEU.institute within a 72 hour advance notice of the first day of a course. Thereafter, no refunds will be given. Transfers are limited to one transfer per original registration - and registrant.
- Late Arrival and Reservation Changes. Our courses start promptly at the published time. Attendees who arrive more than ten minutes late may lose their seat to take the class and a refund will not be given. Late arrivals will not be eligible to receive continuing education credit for the course. Similarly, attendees who miss more than ten minutes of a given hour of course time will not be eligible to receive course credit. Courses are subject to cancellation due to low enrollment.