NALA SFLT Licensing Agreement

LICENSING AGREEMENT TERMS & CONDITIONS

 

As a participant (the “Licensee”) in the NALA School for Lash Trainers licensing program (the “Program”) offered by 1355050 Alberta Ltd o/a NALA (the “Licensing Program Operator”) at www.nala-lashassociation.com and any other Sites offered by the Licensing Program Operator (the “website”) you expressly agree to the terms of this licensing agreement (the “Agreement”).

 

NOTICE: Please read this agreement carefully. Unless you expressly agree and consent to this agreement, you may NOT participate in the licensing program. By participating in the licensing program, you are agreeing to comply with and be legally bound by the terms and conditions of this contract. You also agree to follow the Privacy Policy and Terms of Use outlined and provided on the website. 

 

If you do not agree to ALL of the terms of this agreement, please do not complete the application for the licensing program.

 

Each Licensee is an independent agent of the Licensing Program Operator and not an employee of the Licensing Program Operator. Nothing in this agreement is intended to create an employer-employee relationship between the Licensee and the Licensing Program Operator.

As a Licensee you must be:

  •  18 years or older to participate
  •  Legally eligible to conduct business in the country that you intend to hold the course
  •  Adequately insured
  •  Licensed to conduct business
  •  The owner of a NALA Accredited Academy with an active account

 

ACCEPTING THESE TERMS 

As the Licensee, you are entering into a legally binding agreement with the Licensing Program Operator, an Alberta registered company, according to the following terms and conditions, when you do any of the following:

  •  Click “I Agree”
  •  Email your statement of agreement
  •  Enter your credit card or other payment information
  •  Sign this agreement on this page, or reverse
  •  Enrol electronically in the PROGRAM
  •  Enrol verbally, or otherwise, in the PROGRAM 

 

With this acceptance, the PARTIES agree that any individual, associate, and or assign are bound by the terms of this AGREEMENT. A facsimile, electronic, or emailed executed copy of acceptance of this AGREEMENT is legally binding with either a written or electronic signature and has the same result as an originally signed copy.  

 

CONFIDENTIALITY AGREEMENT

As a Licensee, you agree not to copy, alter, share, use, duplicate, distribute, or adapt any of the Licensing Program Operator’s confidential information which is not directly provided or approved by the Licensing Program Operator, or any confidential information – disclosed or otherwise—that comes into your possession under or in relation to this Agreement.

 

Confidential information includes, but is not limited to, the following types of private information and other proprietary information of a similar nature regarding the Licensing Program Operator’s business:

 

Sales figures, software passwords, Licensing Program Operator’s list size, list contents, ideas, stories, activities, curriculum, event format, presentation materials, presentation content, inventions, financial information, business plans, business processes, marketing plans, marketing strategies, marketing copy, financial projections, customer lists, customer financial information, personal information of executives, sponsorship strategies, relationships with other vendors, media delivery concepts and systems, including but not limited to, web-based delivery systems, technical data, software designs, drawings, specifications, models, source code, object code, documentation, diagrams, flow charts, and other similar information that is proprietary to and confidential information of the Licensing Program Operator. 

 

The Licensee shall not disclose the terms of this agreement to any third party other than to the Licensee’s employees and agents who (a) have a need to have access to such information (b) agree in writing to comply with the confidentiality provisions of this agreement.

 

In general, licensee may not disclose any financial, personal, or business information about the Licensing Program Operator without permission such disclosure is grounds for legal action, equitable relief, and termination of this agreement. 

 

NO TRANSFER OF INTELLECTUAL PROPERTY

Licensing Program Operator’s copyrighted and original materials are provided to the Licensee for your INDIVIDUAL USE ONLY and under a limited single-user license. 

Individual use only includes the following:

  • Licensee may print and distribute one copy of the NALA School for Lash Trainers workbook to each student who has enrolled in their class and fully paid their tuition.
  • All shared material is to be use in NALA School for Lash Trainers classes only.

Licensee is authorized to use any of Licensing Program Operator's intellectual property, trademarks and or copyrights, for purposes provided by the Licensing Program Operator. Licensee is authorized to share, copy, distribute, or otherwise disseminate any materials received from Licensing Program Operator electronically, or otherwise with their acceptance into the Program and in accordance with this Agreement. 

 

NONCOMPETE

Licensee agrees not to compete with the Licensing Program Operator or its successors or assigns.

The term ‘not to compete’ shall mean that the Licensee shall not directly or indirectly compete with the Licensing Program Operator by serving as an officer, owner, partner, director, agent, employee, or consultant to any firm or entity engaged in a business similar or competitive to the Licensing Program Operator.

This agreement shall be in effective during the term of the active agreement and shall remain in effect for three years after termination of agreement.

 

PAYMENTS AND FEES

Licensee agrees to pay Licensing Program Operator the stated annual licensing fees as well as a royalty fee per student (the “FEE”) according to the payment terms:

  •  Annual licensing fee, as well as,
  •  Royalties per student.
  •  Provided through email.
  •  According to the Payment Schedule and the payment plan selected by Licensee (the “FEE”), 
  •  Subject to change, or
  •  As otherwise noted in this AGREEMENT.

 

REFUNDS

Upon execution of this AGREEMENT, Licensee is responsible for the full Fee. If Licensee decides to cancel, not participate, or changes his or her mind, the Licensing Program Operator DOES NOT PROVIDE ANY REFUND FOR ANY REASON TO THE Licensee.

 

UNPROFESSIONAL CONDUCT

The Licensing Program Operator and their associated companies operate with the strictest codes of professional conduct. Any Licensee who brings the Licensing Program Operator or their employees, partners, or associates into disrepute, or who promotes any form of slander, racism, or unfair business practices, will have their licensing status canceled.

 

TERM & TERMINATION

This agreement will begin upon your sign-up and approval with the licensing program and will end when either you or the Licensing Program Operator terminates your licensing status. 

As a Licensee, you may not transfer this agreement, or any rights conveyed in this agreement, to any third party whatsoever. 

If Licensee seeks to terminate this agreement, notice of termination must be submitted via email to [email protected] with 30 days notice of termination.

The Licensing Program Operator may also terminate this agreement at any time, and for any reason, by writing to the Licensee at the email address listed in your profile, with 30 days notice.

  

RIGHTS TO MODIFY AGREEMENT

The Licensing Program Operator may in good faith, modify any of this agreement and/or the Terms and Conditions, at any time and at its sole discretion, by posting a change notice or sending a new Agreement via email. 

These changes are effective immediately and the Licensee may decide not to continue with the Licensing Program. 

The licensee’s continued participation in the licensing program following the said posting of a change notice or new agreement shall constitute binding acceptance by the licensing of the change. 

If any modification to this agreement is not acceptable to the licensee, the licensee’s only recourse is to terminate this agreement. 

Upon termination of this agreement, the former licensee must cease to use any portions of the Licensing Program.

 

WARRANTIES

There is no warranty or guarantee of any kind with respect to the Licensing Program Operator system as far as reliability, stability, quality or dependability. This means that the Licensing Program Operator, or its associates is not responsible for any loss or damage incurred directly or indirectly due to the use of the Licensing Program Operator website, products, services, or any other facet of the system. This shall include, but is not limited to, any system malfunction, period of being inoperative or unavailable, loss of data or discontinuation of service, other inconveniences.

 

CONTROLLING AGREEMENT

In the event of any conflict between the provisions contained in this AGREEMENT, any marketing materials used by Licensing Program Operator, Licensing Program Operator's representatives, or employees, the provisions in this AGREEMENT control.

 

ENTIRE AGREEMENT

This AGREEMENT is the entire AGREEMENT between the PARTIES relating to the subject matter and supersedes all prior and contemporaneous agreements, negotiations and understandings, oral or written. Modification to this AGREEMENT is by a writing signed by both PARTIES. 

 

CHOICE OF LAW/VENUE

This AGREEMENT is governed and interpreted in accordance with the laws of the Province of Alberta without giving effect to any principles of conflicts of law. 

The PARTIES agree to submit any dispute or controversy arising out of, or relating to this AGREEMENT to arbitration in the Province of Alberta according to the rules of the Canadian Arbitration Association. The arbitration is binding upon the PARTIES and their successors in interest. The prevailing party may collect all reasonable legal fees from the non-prevailing party in order to enforce the provisions of this AGREEMENT.

 

SURVIVABILITY

The ownership, non-circumvention, non-disparagement, proprietary rights, and confidentiality provisions, and any provisions relating to payment of Fees owed set forth in this AGREEMENT, and any other provisions that by their sense and context the PARTIES intend to have survive, shall survive the termination of this AGREEMENT for any reason.

 

SEVERABILITY

If any of the parts or provisions contained in this AGREEMENT are interpreted as invalid or unenforceable only that part or provision is affected. The invalidity or unenforceability does not affect the other parts or provisions of the AGREEMENT.