MMI Continous Learning Center Terms of Service

This version of the Agreement is effective December 11, 2020 and replaces with immediate effect the Agreement previously published.

IMPORTANT - PLEASE READ CAREFULLY: This Money Management Institute (“MMI”) License Agreement (the “Agreement”) is a legal contract between Licensee (either an individual or a single business entity (“Licensee”) and the Money Management Institute, a New York nonprofit corporation with its principal place of business at 1177 Avenue of the Americas, 7th Floor, New York, New York 10036.

BY CLICKING THE “ACCEPT” BUTTON BELOW, OR BY REGISTERING AND ENROLLING IN ANY OF THE COURSES OFFERED IN THE MMI CONTINUOUS LEARNING CENTER, LICENSEE AGREES TO BE BOUND BY THE TERMS OF THIS AGREEMENT. IF LICENSEE DOES NOT AGREE TO THE TERMS OF THIS AGREEMENT, DO NOT REGISTER AND ENROLL IN ANY OF THE COURSES/OR LOGON TO THE MMI CONTINUOUS LEARNING CENTER WEBSITE AS A STUDENT.

Summary of MMI Proprietary Rights

All content on the MMI Continuous Learning Center is the property of MMI or its licensors, partners or third-party providers and is protected by national and international copyright laws. MMI provides the user a limited use license to access, display, download and print portions of the content solely for internal and non-commercial use only. Licensee may not reproduce, publish, translate, merge, sell, rent, distribute the content, or create a derivative work of the content on any other website or as part of any educational, training or reference materials. Licensee may not frame or utilize framing techniques to enclose any content on this site.

Any testimonials, opinions, advice, product or service offers, or other information or content made available on or through these Services by third party contributors (third party content) are solely those of their respective providers and not of MMI, which does not guarantee the accuracy, completeness, reliability or usefulness of third party content. It is the responsibility of the user to evaluate third party content and MMI shall not be liable for any damage or loss caused by user’s reliance on or other use of third party content.

Terms and Conditions

l. LICENSE TERMS

a. Grant of License. MMI hereby grants to the Licensee a non-exclusive, non-transferable, limited license to access, view and use online, and to download or print for Licensee’s personal use only, one (1) copy of the course(s) and related materials for which Licensee is registering and paying the applicable fee for (the “Course(s)”).

b. Term of License. Unless otherwise terminated as set forth herein, the term of the License granted above shall extend until the completion or termination of all of the Course(s) that Licensee has registered and paid for. In circumstances when the Licensee is authorized to access the Courses under an enterprise-level agreement, the term of the license granted above shall extend until the completion or termination of said enterprise-level agreement.

c. Reservation of Rights. MMI reserves the right, from time to time during the term of this Agreement to (a) add to or delete from the Course(s) offered; (b) discontinue any Course(s); (c) disclose Continuing Professional Education results and Course(s) information to the appropriate reporting agencies; and (d) amend this Agreement by posting such amended Agreement on the MMI Continuous Learning Center website referenced above. Continued use of the Courses following the posting of the revised Agreement shall constitute acceptance of and agreement to the changes. If Licensee does not wish to be bound by the terms of such amended Agreement, Licensee may terminate this Agreement as set forth below.

d. Transfer, Assignment and Sublicense. The License granted herein is personal to the Licensee and non-transferable, without the express written consent of MMI. Licensee may not assign, transfer or sublicense this Agreement, the License or any of the rights arising therefrom, in whole or in part, whether by operation of law or otherwise, to any third party, except with express written consent of MMI. MMI may transfer or assign this Agreement, at its sole discretion.

2. REPRESENTATIONS AND WARRANTIES BY LICENSEE.

By accepting this Agreement and/or by enrolling in the Course(s), Licensee represents and warrants the following: (a) that all information supplied by Licensee during the registration process for the Course(s) is true and accurate and current and complete in all material respects; (b) that Licensee will not register under the name of, nor attempt to enter or use in any way, a License granted to another person, business or corporation; (c) that Licensee has been duly authorized to enter into this Agreement for and on behalf of any person, company, or other entity specified during the registration process for the Course(s). Should any of the above representations prove false at any time, Licensor may, in Licensor’s sole discretion, immediately discontinue Licensee’s access to and disable Licensee’s use of the Course(s) without notice and without recourse by Licensee.

Licensee recognizes that MMI may offer more than one level or type of subscription or access to the Content at any time and make different Content and services available depending on the level of subscription or access acquired. MMI reserves the right to change, suspend or discontinue any aspect of the Content, any level of subscription, the Course content and Course instructors at any time without notice and without further liability to Licensee.

Licensee must provide MMI with complete and accurate payment information and agree to pay at the rates in effect on the date of registration. By submitting card payment details to MMI, Licensee confirms entitlement to purchase a subscription or access to the Content using those card details. If MMI does not receive timely payment or payment authorization or any authorization is subsequently cancelled or refused, MMI may immediately terminate Licensee’s subscription or suspend Licensee’s access to the Content.

Course fees are based on the services purchased and not actual usage. Payment obligations are non-cancelable and fees paid are non-refundable.

3. INTELLECTUAL PROPERTY RIGHTS

a. Title. Licensee and MMI agree that MMI owns all the proprietary rights, including patent, copyright, trade secret, trademark and other proprietary rights, in and to the Course(s) and related materials along with any updates or other modifications, whether made by MMI or any third party. No title to the Course(s) is transferred hereby and Licensee’s rights hereunder are strictly limited as set forth herein.

b. Transfers. Under no circumstances shall Licensee sell, license, publish, display, distribute, or otherwise transfer to a third party the Course(s) or any copy thereof, in whole or in part, in any format (i.e., print or electronic form), without MMI prior written consent.

c. Third Party Websites and Content. MMI assumes no responsibility for any materials posted by third parties on the MMI Continuous Learning Center website or accessed on the website through hypertext or other computer links to sites hosted by third parties that are outside of MMI’s control (“Third-Party Sites”). MMI does not endorse products, services or information provided by such third parties and shall not be responsible or liable, directly or indirectly for any damage or loss caused or alleged to be caused by, or in connection with, use or reliance on any content, goods or services available on or through any Third-Party Site or otherwise posted by third parties on the MMI website.

4. PROTECTION OF LICENSEE’S DATA.

MMI shall seek to maintain administrative, physical and technical safeguards designed to protect the security, confidentiality and integrity of Licensee’s Data. MMI shall not knowingly (a) modify Licensee’s Data; (b) disclose Licensee’s Data except as compelled by law or as expressly permitted in writing by Licensee; or (c) access Licensee’s Data except to provide the Services, prevent or address service or technical problems, selectively promote other MMI products, services or other member benefits, or at Licensee’s request in connection with customer support matters.

a. Third Parties that Provide Content or Functionality. Some of the content and functionality of MMI’s Services may be provided by third party service providers. When Licensee uses these Services, such third parties may collect or receive certain information about Licensee and/or Licensee’s use of the Services, including through the use of cookies, beacons, and similar technologies. These third parties may use Licensee information to improve their own services. However, MMI does not permit such parties that receive or collect Licensee information in connection with their services to share or use Licensee information for other purposes.

b. Links to Other Web Sites. MMI may make content or services from other websites including MMI co-branded websites, or other MMI affiliated websites or managed educational institutions, available to Licensee from links located on this site. These other web sites are not subject to this Terms & Conditions nor the associated SmartPros Privacy Policy. MMI recommends that Licensee review the Privacy Policy at each such website to determine how that site protects Licensee’s privacy.

c. Direct Marketing. In some circumstances MMI may use Licensee’s personal information (such as Licensee’s contact details) to promote to Licensee other products, services or other member benefits of MMI. This marketing may be carried out in a variety of ways (including by direct marketing by mail, telephone or electronic message or by customizing on-line content and display advertising on MMI websites) and may continue for a period after Licensee cease acquiring any products or services from MMI. MMI does not sell or otherwise provide personal information to unrelated third parties for their direct marketing purposes.

5. TERMINATION OF THIS AGREEMENT.

If, at any time after the acceptance of this Agreement, or the acceptance of the terms of any amended Agreement, Licensee wishes to terminate this Agreement, Licensee may do so by providing written notice of such termination to MMI either by electronic mail addressed to learning@mminst.org or in writing to MMI at the address specified above. Without prejudice to any other rights, MMI may terminate this Agreement at any time and without notice to Licensee, if Licensee fails to comply with the terms and conditions of this Agreement. In such event, MMI may deny access to the Course(s) and Licensee must discontinue use of the Course(s) and all rights granted to Licensee in this Agreement will immediately terminate. Further, in the event of such termination by MMI, Licensee agrees to indemnify and hold MMI harmless from and against any claims arising out of the termination of this Agreement.

Due to the electronic and digital nature of the Courses, fee payments are final and non-refundable. In no event shall any termination relieve Licensee of the obligation to pay any fees payable to MMI for the period prior to the effective date of the termination.

6. DISCLAIMER OF WARRANTIES.

IT IS EXPRESSLY UNDERSTOOD AND AGREED THAT MMI AND ITS LICENSORS PROVIDE ALL COURSE(s) AND RELATED MATERIALS "AS IS", WITHOUT ANY GUARANTIES OR WARRANTIES THAT THE COURSES AND RELATED MATERIALS ARE ERROR-FREE, AND WITHOUT REPRESENTATIONS OR WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, STATUTORY OR BY OPERATION OF LAW, INCLUDING WITHOUT LIMITATION, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT OF THIRD PARTY RIGHTS AND TITLE.

7. LIMITATION OF LIABILITY.

IN NO EVENT SHALL MMI OR ITS LICENSORS OR SUPPLIERS BE LIABLE TO LICENSEE OR ANY THIRD PARTY FOR ANY DAMAGES WHATSOEVER, INCLUDING, WITHOUT LIMITATION, DIRECT, INDIRECT, SPECIAL, INCIDENTAL OR CONSEQUENTIAL, EXEMPLARY OR OTHER SIMILAR DAMAGES, INCLUDING LOST PROFITS, ARISING FROM THE DELIVERY, PERFORMANCE, OR USE OR INABILITY TO USE THE COURSE(S) OR RELATED MATERIALS, WHETHER INCURRED BY LICENSEE OR ANY THIRD PARTY, EVEN IF MMI OR ITS LICENSORS OR SUPPLIERS HAVE BEEN ADVISED OR MAY OTHERWISE KNOW OF THE POSSIBILITY OF SUCH DAMAGES. NOTWITHSTANDIN G THE FOREGOING, IF ANY LIABILITY IS IMPOSED ON MMI OR ITS LICENSORS OR SUPPLIERS, MMI AND ITS LICENSORS' OR SUPPLIERS' AGGREGATE LIABILITY UNDER THIS AGREEMENT WILL BE LIMITED TO THE AMOUNT PAID BY LICENSEE FOR THE COURSE(S).

8. GENERAL PROVISIONS

a. Governing Law/Venue/Jurisdiction. This Agreement shall be governed by and construed in accordance with the laws of the State of New York, without regard to choice of law provisions, and the Licensee, by accepting this Agreement and availing itself of the rights granted hereunder, submits to the jurisdiction of the State of New York with regard to any dispute or controversy arising therefrom;

b. Entire Agreement. The parties agree that this Agreement constitutes the entire agreement between the parties, which supersedes and merges any prior agreements or understandings, oral or written, between the parties relating to the subject matter of the Agreement;

c. Waiver. Any failure or delay in enforcing any right or provision of this Agreement shall not be deemed awaiver of such provision or right with respect to any subsequent breach or a continuance of an existing breach;

d. Severability. Except as otherwise set forth in this Agreement, the provisions of the Agreement are severable, and if any of such provisions shall be held to be invalid, illegal or unenforceable, in whole or in part, that provision will be enforced to the maximum extent possible, and the remaining provisions of this Agreement will remain in full force and effect;

e. Arbitration. Any dispute between the Licensee and MMI that arises out of this Agreement shall be submitted to binding arbitration in accordance with the Commercial Arbitration Rules of the American Arbitration Association located in the New York City and/or New York City metropolitan area; and

f. Surviving Provisions. All of the terms of this Agreement that by their nature survive termination of this Agreement, including without limitation, all payment obligations, warranty disclaimers and limitations of liability, will continue in full force and effect after the termination of this Agreement.