Terms and Conditions:

The Website, the Services, and the Content are owned and operated by Top Talent Training Ltd., a British Columbia limited company (referred to as “we” “us” “our” and “TTT”). Please read all of these Terms before using the Website. By using the Website, you agree to be bound by these Terms.

Definitions:

“Content” means all material, data, and information accessible through the Website or the Services, including without limitation all graphics, photographs, arrangements of words, logos, artwork, branding, Website design and layout, and Intellectual Property Rights.

“Services” means any product or service we offer through the Website, including without limitation training courses, newsletters, and email subscriptions.

“Terms” means these terms and conditions.

“Website” means toptalenttraining.com and any successor website.

Using the Website:

A. Age of Consent. To access or use the Website, you must be 19 years or older and have the requisite mental capacity to enter into these Terms. By using the Website, you represent that you are at least 19 years old, and that you agree to be bound by these Terms. Any use of the Website by anyone under 19 constitutes an unauthorized use and a violation of these Terms; we do not authorize use of the Website by anyone under 19.

B. Changes. These Terms are subject to change at any time, without prior notice to you. You are responsible to routinely check these Terms for updates. By continuing to use the Website or the Services, you agree to be bound by the Terms as they appear on the date of your use, whether or not you have read them. If you are not in agreement with these Terms, please do not use the Website or any of the Content.

Intellectual Property Rights:

A. Ownership. We own or license all intellectual property rights on the Website and in the Services. We reserve all intellectual property rights in the Website, the Content, and the Services. We own all proprietary rights in the Website, the Content, and the Services, except to the extent we have licensed the use of any parts of them from third parties. All trademarks and copyrights are owned by Top Talent Training Ltd. or its licensors.

B. Restrictions on use. You may not copy, repost, alter, publish, sell, assist others in selling, manipulate, distribute, or in any way exploit any of the Content on the Website or in the Services without our express written consent. If we discover or suspect you are doing so, we may immediately revoke your access to the Website and the Services, without refund, and reserve the right to bring legal claims against you for any applicable cause of action, including without limitation claims for infringement or misuse of our intellectual property rights.

Licensing:

A. Our Limited Licenses to You

1. We grant to you a limited, non-exclusive, revocable, non-transferrable, non-sublicensable license to use the Website and the Content for your personal, non-commercial, and educational use only. If you purchase Services, we grant to you a limited, non-exclusive, revocable, non-transferrable, non-sublicensable license to use the Services for education purposes only. These licenses are further limited as follows: (a) You may not copy, edit, distribute, or duplicate any Content, including that which has been posted by a third party, whether or not you have purchased the Services. (b) You may not use, post, distribute, copy, or otherwise use any portion of the Website or Services without our express, written permission. (c) You may not hold any Content out to be your own, and understand that doing so is a breach of intellectual property rights. (d) You may not share purchased Services or Content with others who have not purchased them. (e) You may not commercialize any portion of the Website or Services. 2. At times you may be offered a free download or printable, as a gift or opt-in offer, in exchange for your name and email address (“Free Resources”). If you download Free Resources we grant to you a limited, non-exclusive, revocable, non-transferable, non-sublicensable license to use the Free Resources for your personal, non-commercial use only. This license is further limited as follows: (a) You may not edit the Free Resources, except for your own use. (b) You may not copy, distribute, duplicate, or otherwise share the Free Resources other than in their original form. (c) If you copy, distribute, duplicate, or share the Free Resources you will provide us with credit for creating the Free Resources, you will not hold the material to be your own, and you will not share the Free Resources in exchange for consideration, including without limitation by charging a fee for them, obtaining a service or product in exchange for them, or giving access to them only after a person has purchased another product or service from you.

B. Your License to Us

1. You might be able to post your original content to the Website, including but not limited to blog comments, testimonials, or photos. You may also have the opportunity to respond to generated emails with comments or feedback, comment on a social media live stream, webinar, or any other medium where Content is distributed in a manner that allows for participation or feedback. 2. When you submit or post any such information, you thereby grant to us and to our successors and assigns an irrevocable, unlimited, royalty-free, fully-paid, perpetual, non-exclusive, unrestricted, worldwide license to use, distribute, sell, copy, edit, exploit, or otherwise publicly disseminate any information or content you post, in whole or in part, with or without identifying you as the author of the original post or comment. If we so choose to identify you, you also grant us the right to identify you as the author of any comments, posts, or the like by name, email address, screen name, or any other reasonable manner of identification.

Your Conduct:

• Harmful Posts. You agree not to post anything on the Website or in the Services that could harm us or another user, or include anything defamatory, harmful, hurtful, bullying, vulgar or otherwise is objectionable in our sole discretion. If we believe you have posted anything in breach of this, we reserve the right to delete your post and to terminate your use of the Services.

• Lawful Posts. You may use the Website for lawful purposes only, and agree you will not post, comment, or otherwise transmit any content which infringes the rights of another, and agree to indemnify and hold us harmless from any losses or liabilities we suffer (including legal fees on a solicitor-client basis) if you do so. You will not post any content which would constitute a criminal offense, or use the Website, Services, or Content for fraudulent or unlawful purposes, or in conjunction with a violation of another’s intellectual property rights. If we believe you have posted anything in breach of this, we reserve the right to delete your post and to terminate your use of the Services. If a third party takes legal action against you as a result of something you posted on the Website or the Services, you agree to indemnify and hold us harmless from all losses and liabilities we suffer as a result of that legal action or any related demands.

Disclaimer:

A. Educational Use. The purpose of the Website is solely to provide educational information to those wishing to view it. All Content is intended only for educational and informational purposes. We cannot and do not guarantee any specific results, outcomes, changes, or gains through use of the Website or the Services, nor are we making any guarantees regarding the success of your business, any coaching program, or any results stemming therefrom.

B. Voluntary Use. Your decision to visit the Website, use Content, or purchase or subscribe for the Services is purely voluntary, and we are not responsible or liable for any harm or damage to you or your business resulting from direct or indirect use of the Website, the Services, or the Content. You agree to indemnify and hold us harmless from any damages directly or indirectly resulting from your use of the Website, the Services, and the Content.

C. Testimonials. Any testimonials on the Website or the Services are not a guarantee that current or future clients will experience the same results, nor a guarantee that all clients will have the same experience.

D. No Warranties or Conditions. THE SERVICES AND THE WEBSITE ARE PROVIDED “AS-IS.” TO THE MAXIMUM EXTENT PERMITTED BY LAW, WE DISCLAIM ALL WARRANTIES AND CONDITIONS—EXPRESS OR IMPLIED—INCLUDING THE IMPLIED WARRANTIES OF NON-INFRINGEMENT, MERCHANTABILITY, SATISFACTORY QUALITY, AND FITNESS FOR A PARTICULAR PURPOSE. WE MAKES NO COMMITMENTS ABOUT THE CONTENT.

E. Disclaimer. WE DISCLAIM ANY WARRANTY THAT: (1) THE WEBSITE OR THE SERVICES WILL MEET YOUR REQUIREMENTS OR WILL BE CONSTANTLY AVAILABLE, UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE; (2) THE RESULTS OBTAINED FROM THE USE OF THE SERVICES WILL BE EFFECTIVE, ACCURATE, OR RELIABLE; (3) THE QUALITY OF THE SERVICES WILL MEET YOUR EXPECTATIONS; (4) ANY ERRORS OR DEFECTS IN THE SERVICES OR THE WEBSITE WILL BE CORRECTED; OR (5) THAT THE SERVER THAT MAKES THE SERVICES OR THE WEBSITE AVAILABLE WILL BE FREE FROM VIRUSES OR OTHER HARMFUL COMPONENTS. WE SPECIFICALLY DISCLAIM ALL LIABILITY FOR ANY ACTIONS RESULTING FROM YOUR USE OF THE SERVICES AND THE WEBSITE. YOU MAY USE AND ACCESS THE SERVICES OR THE WEBSITE AT YOUR OWN DISCRETION AND RISK, AND YOUR ARE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM THE USE OF AND ACCESS TO THE SERVICES OR THE WEBSITE.

Information You Provide:

A. In order to gain access to the Services, you may be required to provide information about yourself, including your name, email address, and other personal information. In order to purchase the Services, you will also be required to submit payment information and a billing address, and may be asked to create a username and password to gain access to the Services. You are responsible for keeping track of your username and password, and agree not to share it with anyone.

B. You acknowledge and understand that any information provided to us is done so on a purely voluntary basis. By choosing to provide us with this information, you agree and represent that any information provided to us through the Website or a third-party payment processor will be accurate and current, and belong to you. You will not hold yourself out as someone else or use anyone else’s information.

Online Purchases:

A. Collection of Information. If you make a payment through our website, information obtained during your purchase, including name, address, credit card information, method of payment, billing information, and other personally identifiable information may be collected by us, as well as our payment processing company.

B. Accuracy of Submitted Information. You agree to only submit information that is true and accurate, to be relied upon by TTT and our team in processing payment and delivering our products to you.

C. Payment Authorization. By confirming purchase of the Services, you authorize TTT or our third-party payment gateway provider, to charge or debit the purchase price, plus any applicable taxes, to the payment method you provided. If for any reason your credit card company refuses to pay the amount billed for the Services, we may refuse to grant or otherwise terminate your access to the Services. If we use a third-party payment gateway provider, you will be required to agree to their terms of service, and we reserve the right to request additional information from you to verify your payment.

D. Taxes. You are responsible for all applicable sales, value-added, use, transfer, or other taxes and duties—whether international, national, state, provincial, or local—however designated, which are levied or imposed by reason of the purchase of access to the Services.

E. Chargebacks. If you falsely, fraudulently, or otherwise dishonestly dispute the payment for the Services, to the extent a chargeback is issued against us, you will indemnify and hold us harmless for the full amount of the chargeback, plus any associated fees, fines, expenses, or penalties (including any assessed by our payment processor or the financial institutions who handled the transaction).

Indemnification and Liability Limits:

A. Indemnity. You will indemnify and hold us and our directors, officers, employees, and subcontractors harmless from any causes of action, damages, losses, costs, expenses (including legal fees on a solicitor-client basis) suffered by any third party as a result of your use of the Website, the Content, or the Services, or your breach of these Terms. If we are required to defend ourselves in any action directly or indirectly involving you, or an action where we decide your participation or assistance would benefit our defense, you agree to participate and provide any evidence, documents, testimony, or other information deemed useful by us, free of charge.

B. Exclusion of Consequential Damages. Despite any other provision of these Terms or any other related agreements, in no event will we be liable to you, your clients, your ‘affiliates’ (within the meaning of section 2(1) of the Business Corporations Act (BC), or any other person under or in relation to these Terms for any special, indirect, incidental, consequential, punitive damages, or loss of use, loss of production, loss or corruption of data, loss of profits or revenues, loss of business, loss of markets, economic loss, loss of good will, exemplary loss, anticipated or otherwise, that may be suffered or incurred by any person, resulting from any matter under or related to these Terms or the use of, inability to use or access, or performance of any of the Website, the Content, or the Services, even if we have been advised of the possibility of any such damages and regardless of whether any of the foregoing is determined to constitute a fundamental breach or failure of essential purpose.

C. Limit on Direct Damages. Our aggregate liability under these Terms to you, howsoever that liability might arise (including without limitation by breach of contract, misrepresentation, or negligence), will be limited to the greater of: (1) an amount equivalent to any fee paid to us for the Services; and (2) $10.00. This limit is cumulative and the existence of more than one event will not enlarge the limit. You acknowledge these limits of liability and the allocation of risk, including waiver of consequential damages, are an essential element of the bargain between you and TTT, and part of the consideration for your use of the Website or the Services, and in the absence of these limits the cost of using the Website and the Services would be substantially different.

D. Data Breach. We will take reasonable precautions and measures to keep this information private. While we will attempt to monitor and resist any third party hacking or third party ability to gain access to confidential information held by us, you agree and understand that despite our liability limit on direct damages, we are not liable for any third party’s unauthorized access to or use of your information or property, regardless of negligence, failures, tort, breach of implied or express contract, or any other causes of action or legal theories of liability, even if the unauthorized access could have been foreseeable or preventable, or if we were made aware of such a possibility.

E. Third Party Data Breach. We will have no liability to you for any unauthorized release of your personal or payment information held by our third party payment processor.

Termination:

A. Term. These Terms form an agreement between you and TTT, commencing on the date you begin using the Website and applying continuously with all subsequent modifications to these Terms made on one or more occasions.

B. Termination. We may terminate your access to the Website and the Services immediately without prior notice at any time if you breach these Terms or any other agreement between you and TTT.

C. Termination on Bankruptcy. Either party may terminate these Terms immediately if: (1) the other party, upon proof, is declared insolvent or adjudged bankrupt by a court of competent jurisdiction or makes an assignment for the benefit of creditors; or (2) a petition in bankruptcy or reorganization or an arrangement with creditors is filed by or against that party and is not dismissed within 60 days.

D. You agree and understand. we have the right to refuse or immediately terminate your access to the Website at any time, for any reason, with or without notice. Should this occur, we do not owe you an explanation, nor is this decision subject to any appeals or legal action. If you made any purchases and we determine you are entitled to receive or allowed continued use of the purchased information, we will make this information available to you in a way we see fit, which you agree will be satisfactory to you.

General:

E. Assignment. You may not assign your rights and obligations under these Terms without our prior written consent. Despite the foregoing, we may assign these Terms to an ‘affiliate’ (within the meaning of section 2(1) of the Business Corporations Act (BC)) or successor entity, including a third party acquiring our business, upon notice to you.

F. Enurement. These Terms bind and benefit you and TTT and our respective successors and permitted assigns.

G. Notices and Communications. All notices required or provided by way of these Terms must be in writing and delivered to us electronically at [email protected].

H. Entire Agreement. These Terms constitute the entire agreement between us with respect to your use of the Website, Content, and the Services, and supersedes any other agreement, with the exception of any separate agreements entered into by virtue of your decision to purchase any Services available on the Website.

I. Severability and Non-Waiver. If any part of these Terms is held unenforceable, the validity of all remaining parts will not be affected. Our failure to enforce or exercise any provision of this agreement is not a waiver of that provision.

J. Governing Law and Jurisdiction. The provincial laws of British Columbia govern all disputes arising out of these Terms, without regard to that body of law governing conflict of laws. You agree to attorn to the exclusive jurisdiction of the courts of British Columbia, sitting in Vancouver, with respect to any dispute, claim, or controversy arising out of these Terms. You agree that to the extent permitted by law, the provisions of the United Nations Convention on Contracts for the International Sale of Goods will not apply to these Terms.

K. Dispute Resolution. In the event of a dispute between you and TTT, the dispute will be escalated internally in good faith, through yourself and our designated personnel. All negotiations pursuant to this clause are confidential and must be treated as compromise and settlement negotiations for purposes of applicable rules of evidence. Any dispute arising out of or relating to these Terms, including the breach, termination or validity of these Terms, which has not been resolved by the foregoing negotiation procedure within 90 days of the initiation of that procedure, may then otherwise be dealt with according to the provisions of these Terms.

Any questions relating to these Terms or other information may be directed to [email protected].