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b. Unless otherwise set forth in a writing signed by both parties,standard CSA published rates apply. CSA published rates are subject to change v 8.D.b I
<br /> Customer is responsible for Customer's travel and lodging expenses.CSA will bill Customer,and Customer agrees to pay,CSA's reasonable t.a. .,.. .�. ..
<br /> other reasonable expenses in connection with Customer on-site training sessions.
<br /> c. Training materials for each training session are provided to Customer and/or Customer's registrants as set forth under CSA's then current policy. Such traini
<br /> materials are CSA Confidential Information.
<br /> d. Unless otherwise agreed in writing, Educational Services must be completed within sixty (60) days after the date of Installation. In the event Educatioi
<br /> Services are not completed within this time period and provided the delay is not due to CSA,Customer's Educational Services shall automatically termini
<br /> with no further obligation on the part of CSA,in which case Customer shall not be entitled to a refund. Monies paid towards a training session in connecti
<br /> with a specific model of Equipment or software is not transferrable to any other model of Equipment or software and may not be used by Customer to pay
<br /> any other Equipment,Maintenance,Professional Services or training offering. s-
<br /> e. Cancellation. (i)CSA may cancel an on-site training session by providing notice to Customer no less than five(5)business days prior to the scheduled date a1
<br /> training. If a training session is cancelled by CSA and CSA and Customer do not agree to reschedule such session,upon request of Customer,CSA will refu 0
<br /> the purchase price for the cancelled training session.CSA is not responsible for any expenses incurred by Customer or Customer's registrant in connection w d
<br /> such cancellation. (ii)CSA may reschedule a training session by providing notice to Customer no less than five(5)business days prior to the scheduled date v
<br /> training.CSA is not responsible for any expenses incurred by Customer or Customer's registrant in connection with such rescheduling. (iii)Upon written not 0
<br /> to CSA received no less than five business days prior to the date of a scheduled training session,Customer may cancel such training session and receive a f w.
<br /> refund of Customer's purchase price for such training session;or,Customer may reschedule such training session at a mutually agreeable time and place. 0
<br /> CSA and Customer do not agree on dates and location for a rescheduled session,upon request of Customer,CSA will refund the purchase price for the cancel] N
<br /> training session. In the event that CSA has incurred any non-refundable costs or expenses,such as travel,lodging and related expenses,in anticipation of su L
<br /> training session,Customer shall reimburse CSA for such costs and expenses. (iv)Monies received for a training session,the cancellation notice of which ci
<br /> received by CSA within five business days of the scheduled date for such training session,are not refundable. However,CSA may,within its sole discretic
<br /> apply such monies to a rescheduled training session. In any event,to the extent CSA has incurred any non-refundable costs or expenses,such as travel,lodgi d
<br /> and related expenses,in anticipation of such training session,Customer shall reimburse CSA for such costs and expenses. (v) CSA is not obligated to refu
<br /> any monies paid for registrants not attending any scheduled training session. r
<br /> Miscellaneous
<br /> 25.0 This Agreement shall constitute the entire agreement between Customer and CSA with respect to product(s), services and software. A <
<br /> variance from or additions to the terms and conditions of this Customer Agreement,or any amendments, schedules or addenda, in any purchase order Ly
<br /> other written notification from Customer will be of no effect. This Agreement may not be assigned by Customer without the written consent of CSA and sh E
<br /> be binding upon and inure to the benefit of the parties hereto, their legal representatives, permitted successors and assigns. Customer may deliver t: ,
<br /> signed Agreement to CSA by facsimile or electronic transmission. By delivering the Customer signed Agreement to CSA by facsimile or electror
<br /> transmission, Customer intends and agrees that such facsimile or electronic transmission shall constitute an original of the Agreement, shall be lega U
<br /> binding on Customer as if the Agreement were manually signed by Customer and personally delivered to CSA,shall be the best evidence of the Custome a,
<br /> agreement and shall be admissible in any legal proceeding. CSA shall have no duty or obligation whatsoever to verify or inquire as to the validi
<br /> execution, signer's authority, or any other matter concerning the propriety of the facsimile or electronic transmission. No amendment hereunder shall I
<br /> effective unless in writing,signed by the parties hereto and no waiver shall be effective unless in writing, signed by the party to be charged. Any provisl 3
<br /> of this Agreement which is unenforceable in any jurisdiction shall,as to such jurisdiction, be ineffective to the extent of such prohibition or unenforceabili
<br /> without invalidating the remaining provisions hereof. Except for obligations of payment, neither CSA nor Customer shall be liable for nonperforman
<br /> caused by circumstances beyond their control, during the time such circumstances exist including, but not limited to,work stoppages, floods, and Acts R
<br /> God. Customer agrees that CSA may use Customer's name and/or logo in connection with press releases, marketing literature, advertising and oth
<br /> public announcements or publicity materials concerning the Products acquired by Customer from CSA.CSA does not acquire any ownership interest in a r
<br /> Customer trademarks. CSA shall properly attribute ownership of Customer's trademarks to Customer.The captions in this Agreement are for convenien aNi
<br /> only and shall not define or limit any of the terms hereof. This Agreement is the result of negotiation between the parties and, accordingly, shall not 0
<br /> construed for or against either party regardless of which party drafted this Agreement or any portion thereof. THIS AGREEMENT SHALL BE GOVERNE .Z
<br /> AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK WITHOUT REGARD TO ITS CHOICE OF LAW RULES. Ea a>
<br /> party expressly and irrevocably agrees: (a) that any and all legal disputes whatsoever concerning this Customer Agreement and any amendmen
<br /> schedules or addenda entered into hereunder, must be brought in the State or Federal courts located in New York, New York and that such courts sh C
<br /> have the exclusive jurisdiction and authority to resolve such disputes; (b)to submit to the jurisdiction of the State and Federal courts located in New Yol
<br /> New York, for purposes of resolving legal disputes concerning this Agreement and any Schedules entered into hereunder, and to waive any and
<br /> objections to personal jurisdiction and/or to venue; and (c) to waive any right to trial by jury in legal disputes concerning this Agreement and a c
<br /> amendments,schedules or addenda entered into hereunder. C)
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<br /> Customer Agreement Terms and Conditions Form#USA9500 rev 12/18/12
<br /> I Packet Pg.93 I
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