TERMS & CONDITIONS TRAINING SERVICES ( V1.6)
1. About us
1.1 Company details. Swiss Re Management Ltd. (company number CHE-428.449.283) (we and us) is a company registered in Switzerland and our registered office is at Soodring 6, Adliswil 8134, Switzerland. Our VAT number is CHE-113.291.855 MWST.
1.2 Contacting us. To contact us, telephone our customer service team at below listed numbers or email us via campus_support@swissre.com. How to give us formal notice of any matter under the Contract is set out in clause 16.2.
Please find the best number for your country below:
Americas:
United States: +1 914 828 2170
Brazil:+55 113 073 8443
Mexico:+52 555 322 4110
Asia Pacific:
Hong Kong SAR:+852 227 750 03
Europe Middle East & Africa:
Switzerland: +41 43 285 3933
Germany:+49 893 844 1010
2. Our contract with you
2.1 Our contract. These terms and conditions (Terms) apply to the order by you and supply of Services by us to you (Contract). They apply to the exclusion of any other terms that you seek to impose or incorporate, or which are implied by law, trade custom, practice or course of dealing.
2.2 Entire agreement. The Contract is the entire agreement between you and us in relation to its subject matter. You acknowledge that you have not relied on any statement, promise or representation or assurance or warranty that is not set out in the Contract.
2.3 Language. These Terms and the Contract are made only in the English language.
3. Placing an order and its acceptance
3.1 Placing your order. Please follow the instructions you receive from us to place your order. You may only submit an order using the method set out on the site. Each order is an offer by you to buy the services specified in the order (Services) subject to these Terms.
3.2 Accepting your order. Our acceptance of your order takes place when we send an email to you to accept it (Order Confirmation), at which point and on which date (Commencement Date) the Contract between you and us will come into existence. The Contract will relate only to those Services confirmed in the Order Confirmation. We may withdraw our confirmation within 7 days should we be unable to provide the service to you for any reason.
3.3 If we cannot accept your order. If we are unable to supply you with the Services for any reason, we will inform you of this by email and we will not process your order. If you have already paid for the Services, we will refund you the full amount.
4. Order cancellation and rescheduling of events
4.1 You may cancel an Order Confirmation in writing at any time before the scheduled performance date. If we receive your cancellation more than 45 days before the scheduled performance date we will reimburse the full Fees but may charge a service fee of CHF 50 (or equivalent amount in other currency; Service Fee) per participant, even if a Service was anticipated to be provided free of charge. If we receive your cancellation more than 15 to 45 days before the scheduled performance date we will reimburse the 50% of the agreed Fees minus the Service Fee. No refund will be granted in the event of cancellation of less than 15 days before the scheduled performance date or if a participant does not appear for the event.
4.2 In case of a no-show a full list price might be charged.
4.3 You may reschedule an event or replace a registered participant with another participant from your organization until 3 days before the scheduled start date of an event subject to payment of the Service Fee as set out in clause 4.2. No Service Fee is due in case you reschedule/ replace due to a force majeure event.
4.4 To cancel the Contract, you can revoke your request through our site (if available) or by sending us an e-mail as mentioned in clause 1.2.
4.5 Swiss Re reserves the right to cancel or reschedule an event if an insufficient number of participants sign up for a course or event or in case of force majeure, natural disaster, lecturer’s illness or any other circumstances beyond its reasonable control. The registered participants will be contacted and informed about the change of the date. If the event cannot be rescheduled to a reasonable alternative date, you may request a full reimbursement of Fees already paid for the cancelled or rescheduled Service. Clause 11 applies regarding damages incurred as a result of a cancellation or rescheduling.
5. Our services
5.1 Services. Swiss Re will provide training services such as onsite or virtual conferences, client executive programs, webinars, publications, e-learnings and other educational and related Services. The Services may be accompanied by training material in verbal or written form and may contain video or audio files.
5.2 Participants. Swiss Re may set a minimum or maximum number of participants for certain courses.
5.3 Descriptions and illustrations. Any descriptions or illustrations on our site are published for the sole purpose of giving an approximate idea of the services described in them. They will not form part of the Contract or have any contractual force.
5.4 Compliance with specification. Subject to our right to amend the specification (see clause 5.4) we will supply the Services to you in accordance with the specification for the Services appearing on our website at the date of your order in all material respects or in a client-specific offer.
5.5 Changes to specification. We reserve the right to amend the specification of the Services if required by any applicable statutory or regulatory requirement or if the amendment will not materially affect the nature or quality of the Services. Material changes will be notified at least 30 days prior to the course or event taking place. We may change the course instructor or appoint a substitute and reserve the right to convert classroom teaching to distance learning under the same conditions if classroom teaching cannot be performed for important reasons (e.g. due to a force majeure events, unforeseeable availability of an instructor or Event Outside Our Control as per clause 14).
5.6 Reasonable care and skill. We warrant to you that the Services will be provided using reasonable care and skill.
5.7 Time for performance. We will use all reasonable endeavors to meet any performance dates specified in the Order Confirmation, but any such dates are estimates only and failure to perform the Services by such dates will not give you the right to terminate the Contract.
6. Your obligations
6.1 It is your responsibility to ensure that:
a) the terms of your order are complete and accurate;
b) you cooperate with us in all matters relating to the Services;
c) you provide us, our employees, agents, consultants and subcontractors, with access to your premises, office accommodation and other facilities if required for performance of the Services;
d) you provide us with such information and materials (incl. personal laptops if required) we may reasonably require in order to supply the Services, and ensure that such information is complete and accurate in all material respects;
e) you obtain and maintain all necessary licences, permissions and consents which may be required for the Services before the date on which the Services are to start;
f) you keep all of our materials, equipment, documents and other property (Our Materials) at your premises in safe custody at your own risk, maintain Our Materials in good condition until returned to us, and not dispose of or use Our Materials other than in accordance with our written instructions or authorisation;
g) none of the Participants you appoint to receive the Services on your behalf is subject to any applicable trade sanctions or similar restrictions and you agree to hold us harmless against any damage or cost suffered by us as a consequence of you breaching this obligation.
6.2 If our ability to perform the Services is prevented or delayed by any failure by you to fulfil any obligation listed in clause 6.1 (Your Default):
a) we will be entitled to suspend performance of the Services until you remedy Your Default, and to rely on Your Default to relieve us from the performance of the Services, in each case to the extent Your Default prevents or delays performance of the Services. In certain circumstances Your Default may entitle us to terminate the Contract under clause 15 (Termination);
b) we will not be responsible for any costs or losses you sustain or incur arising directly or indirectly from our failure or delay to perform the Services; and
c) it will be your responsibility to reimburse us on written demand for any costs or losses we sustain or incur arising directly or indirectly from Your Default.
7. Fees
7.1 In consideration of us providing the Services you must pay our fees (Fees) in accordance with this clause 7. All Fees are payable in CHF, EUR or USD or as explicitly agreed in an Order Confirmation.
7.2 The Fees are the prices quoted on our site at the time you submit your order or in a binding offer issued to you. Alternatively, you may have received an invitation from Swiss Re with special conditions applicable to you.
7.3 If you wish to change the scope of the Services after we accept your order, and we agree to such change, we will modify the Fees accordingly.
7.4 Our Fees may change from time to time, but changes will not affect any order you have already placed.
7.5 Our Fees are exclusive of VAT. Where VAT is payable in respect of some or all of the Services you must pay us such additional amounts in respect of VAT, at the applicable rate, at the same time as you pay the Fees.
8. How to pay
8.1 Payment for the Services is in advance. We will take your payment upon acceptance of your order.
8.2 You can pay for the Services by wire transfer to an account provided by Swiss Re or payment gateway provides nominated by Swiss Re (e.g. Stripe).
8.3 All payments must be made within 30 days form receipt of the relevant invoice or payment instruction or before the schedule performance date, whichever occurs earlier.
8.4 If you fail to make a payment under the Contract by the due date, then, without limiting our remedies under clause 15 (Termination), you will have to pay interest on the overdue sum from the due date until payment of the overdue sum, at an amount of 1% per day (up to an amount equal to 100% of the Fees).
9. Intellectual property rights
9.1 All intellectual property rights in or arising out of or in connection with the Services (other than intellectual property rights in any materials provided by you) will be owned by Swiss Re. You acknowledge that we may use 3rd party intellectual property rights to perform our services and agree to comply with any such 3rd party rights and license terms which may apply.
9.2 We agree to grant you a fully paid-up, worldwide, non-exclusive, royalty-free licence to copy the deliverables specified in your order for the purpose of receiving and using the Services and such deliverables in your business. You may not copy, sub-license, assign or otherwise transfer the rights or materials granted in this clause 9.2 to any other person or entity.
9.3 You agree that we may record the event through images, video or audio and may use such materials publicly for marketing or similar purposes, except if you request in writing and prior to the event that you don't appear in any such recording.
10. How we may use your personal information
10.1 We will use any personal information you provide to us to:
a) provide the Services;
b) process your payment for the Services, fraud detection and other operational matters; and
c) inform you about similar services that we provide.
10.2 We will process your personal information in accordance with our privacy policy (www.campus.swissre.com/privacy-policy), the terms of which are incorporated into this Contract.
11. Limitation of liability / warranties
11.1 Swiss Re makes no warranty, express or implied, as to the accuracy, completeness, timeliness, availability, reliability of the Services, including fitness for any particular purpose and any conclusions drawn by you from the usage thereof.
11.2 Nothing in the Contract limits any liability which cannot legally be limited, including liability for:
a) death or personal injury caused by negligence; or
b) fraud or fraudulent misrepresentation.
11.3 Subject to clause 11.1, we will not be liable to you, whether in contract, tort (including negligence), for breach of statutory duty, or otherwise, arising under or in connection with the Contract for:
a) loss of profits;
b) loss of sales or business;
c) loss of agreements or contracts;
d) loss of anticipated savings;
e) loss of use or corruption of software, data or information;
f) loss of or damage to goodwill; and
g) any indirect or consequential loss.
11.4 Subject to clause 11.1, our total liability to you arising under or in connection with the Contract, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, will be limited to 100% of the total Fees paid under the Contract.
11.5 This clause 13 will survive termination of the Contract.
12. Confidentiality
12.1 We each undertake that we will not at any time during the Contract term and for a period of five years after termination of the Contract, disclose to any person any confidential information concerning one another's business, affairs, customers, clients or suppliers, except as permitted by clause 12.2.
12.2 We each may disclose the other's confidential information:
a) to such of our respective employees, officers, representatives, subcontractors or advisers who need to know such information for the purposes of exercising our respective rights or carrying out our respective obligations under the Contract. We will each ensure that such employees, officers, representatives, subcontractors or advisers comply with this clause 12; and
b) as may be required by law, a court of competent jurisdiction or any governmental or regulatory authority.
12.3 Each of us may only use the other's confidential information for the purpose of fulfilling our respective obligations under the Contract.
13 Termination, consequences of termination and survival
13.1 Termination. Without limiting any of our other rights, we may suspend the performance of the Services, or terminate the Contract with immediate effect by giving written notice to you if:
a) you commit a material breach of any term of the Contract and (if such a breach is remediable) fail to remedy that breach within five days of you being notified in writing to do so;
b) you fail to pay any amount due under the Contract on the due date for payment;
c) you take any step or action in connection with you entering administration, provisional liquidation or any composition or arrangement with your creditors (other than in relation to a solvent restructuring), being wound up (whether voluntarily or by order of the court, unless for the purpose of a solvent restructuring), having a receiver appointed to any of your assets or ceasing to carry on business or, if the step or action is taken in another jurisdiction, in connection with any analogous procedure in the relevant jurisdiction;
d) you suspend, threaten to suspend, cease or threaten to cease to carry on all or a substantial part of your business; or
e) your financial position deteriorates to such an extent that in our opinion your capability to adequately fulfil your obligations under the Contract has been placed in jeopardy.
13.2 Consequences of termination
On termination of the Contract you must return all of Our Materials and any deliverables specified in your order which have not been fully paid for and cease all use of the Services.
13.3 Survival. Any provision of the Contract that expressly or by implication is intended to come into or continue in force on or after termination will remain in full force and effect.
14. Events outside our control
14.1 We will not be liable or responsible for any failure to perform, or delay in performance of, any of our obligations under the Contract that is caused by any act or event beyond our reasonable control (Event Outside Our Control).
14.2 If an Event Outside Our Control takes place that affects the performance of our obligations under the Contract:
a) we will contact you as soon as reasonably possible to notify you; and
b) our obligations under the Contract will be suspended and the time for performance of our obligations will be extended for the duration of the Event Outside Our Control. We will arrange a new date for performance of the Services with you after the Event Outside Our Control is over.
14.3 You may cancel the Contract affected by an Event Outside Our Control which has continued for more than 60 days. To cancel please contact us. If you opt to cancel we will refund the price you have paid, less the charges reasonably and actually incurred us by in performing the Services up to the date of the occurrence of the Event Outside Our Control.
16. Communications between us
16.1 When we refer to "in writing" in these Terms, this includes email.
16.2 Any notice or other communication given by one of us to the other under or in connection with the Contract must be in writing (i.e. email to the address set out in clause 1.2).
16.3 The provisions of this clause will not apply to the service of any proceedings or other documents in any legal action.
17. General
17.1 Assignment and transfer
We may assign or transfer our rights and obligations under the Contract to another entity of the Swiss Re group but will always notify you by posting on this webpage if this happens.
You may only assign or transfer your rights or your obligations under the Contract to another person if we agree in writing.
17.2 Variation. Any variation of the Contract only has effect if it is in writing and signed by you and us (or our respective authorised representatives).
17.3 Waiver. If we do not insist that you perform any of your obligations under the Contract, or if we do not enforce our rights against you, or if we delay in doing so, that will not mean that we have waived our rights against you or that you do not have to comply with those obligations. If we do waive any rights, we will only do so in writing, and that will not mean that we will automatically waive any right related to any later default by you.
17.4 Severance. Each paragraph of these Terms operates separately. If any court or relevant authority decides that any of them is unlawful or unenforceable, the remaining paragraphs will remain in full force and effect.
17.5 Third party rights. The Contract is between you and us. No other person has any rights to enforce any of its terms.
17.6 Governing law and jurisdiction. The Contract is governed by Swiss law and we each irrevocably agree to submit all disputes arising out of or in connection with the Contract to the exclusive jurisdiction of the relevant courts of the Canton of Zurich, Switzerland.