TERMS AND CONDITIONS OF SALE
I – On-site training
The Client must fully agree with the following terms and conditions when registering for any on-site training or e-learning courses. The terms and conditions shall prevail over any other Client document or Terms and Conditions of Sale.
Moortgat shall provide two copies of a continuing vocational training agreement drafted according to articles L6353-1 and L6353-2 of the French Labour Code. The Client agrees to promptly return a signed copy of the aforementioned agreement stamped with the company seal.
A certificate of attendance shall be issued if requested by the Client.
1 – Inter-company training
1.2 Payment terms
Invoices will be issued upon the 30th day following the course start date. Payment to Moortgat is to be made, net and without discount. Prices with and without VAT are indicated in euros. Payment is to be made by check or wire transfer. Invoices are due for payment within 30 days from the invoice date. In the event of late payment, a penalty calculated according to the current legal interest rate, will be added. Moortgat will invoice the Client, whom in turn will invoice any third party. Payment by the Client must be made in full to Moortgat. Client will subsequently request refunding by the accredited collection organism (OPCA). In the case on non-payment by the OPCA for whatever reason, payment in full is due by the Client. The Client may not invoke non-payment by the OPCA as a reason for Client’s non-payment.
1.3 Substitute participants
The Client may choose to send a substitute Participant provided he/she is suitable (subject to eligibility and enrolment conditions). There will be no charge for the substitute if requested at least 48 hours prior to the course start date. All courses begun by a Participant will be due in full. Substitute participants are not allowed after the training course has begun.
1.4 Cancellations and rescheduling
Less than 30-day cancellation notice prior to course start date, 50% of the total including VAT is due.
Less than 15-day cancellation notice prior to course start date, 100% of the total including VAT is due.
Less than 30-day rescheduling notice prior to course start date, 50% of the total including VAT is due.
Less than 15-day rescheduling notice prior to course start date, 100% of the total including VAT is due.
1.5 Insufficient enrolment
Moortgat reserves the right to cancel a course in the case insufficient Participant numbers do not allow for properly giving the course. Moortgat reserves the right to cancel a course up to a week before the scheduled start date without concurring a penalty.
2 - Intra-company on-site courses and blended learning
2.1 Payment terms
Details of all intra-company training courses and procedures shall be specified. Prices with and without VAT are indicated in euros. Invoices are due for payment within 30 days from the invoice date. In the event of late payment, a penalty calculated according to the current legal interest rate, will be added. Payment by the Client must be made in full to Moortgat. Client will subsequently request refunding by the accredited collection organism (OPCA). Moortgat will invoice the Client, whom in turn will invoice any third party.
Invoice issue dates:
- 30% upon order approval
- 40% on the first day
- 30% on the last day
2.3 Travel and accommodation expenses
Consultant and Participant travel and accommodation expenses to regions in which Moortgat does not have its offices will incur additional fees and be invoiced separately.
3 - E-Learning Training
3.1 Digital Learning payment terms
Invoices are issued upon delivery date of e-learning tools (e-learning modules, capsules, etc…). Payment to Moortgat is to be made, net and without discount. Prices with and without VAT are indicated in euros. Invoices are due for payment within 30 days from the invoice date. In the event of late payment, a penalty calculated according to the current legal interest rate, will be added. Moortgat will invoice the Client, whom in turn will invoice any third party. The Client must make payment to Moortgat in full. The Client will subsequently request refunding by the accredited collection organism (OPCA). In the case on non-payment by the OPCA for whatever reason, payment in full is due by the Client. The Client may not invoke non-payment by the OPCA as a reason for Client’s non-payment.
3.2 Prior testing
The IT System Department will conduct prior testing of the equipment upon contract signature, in order to ensure Participants’ proper access. The Client agrees to the correct handling and usage during connection.
3.3 User rights
Collaborative platform access
The User may access the Moortgat platform by using the username and password sent to them by email.
The username and password sent by email are meant for the User only, are strictly personal and confidential and the Client’s sole responsibility. Thus, such information shall not be assigned, sold or shared with other Users.
Learning e-modules and other e-learning tools
Access to Learning e-modules is done through the Moortgat e-learning platform.
The Client will receive a username and password for each learner according to the information provided by the Client (Excel spread sheet with first and last names, email addresses).
usernames and passwords are confidential, personal, non-assignable and non-transferable.
3.4 Limitation of liability
The Client is solely responsible for the use and safekeeping of usernames and passwords. Moortgat shall provide each Participant with a User code by email. The Participant can choose to change the password when first connecting to the collaborative platform. The Client is responsible for Participant usage.
Moortgat shall not in any case be held liable for any unauthorised use of the Client’s or any learner’s username and/or password. The Client is required to immediately notify Moortgat of any unauthorized use of account details regarding one or several learners. Moortgat shall not be held liable for any inappropriate User usage or non-usage of e-learning tools, of the collaborative platform or of any e-learning modules.
Moortgat shall in no case be held liable for services beyond those stated in the contract with the concerned party.
Liability shall be limited to the non-VAT price paid by the Client for the stated services.
Access Period to learning e-modules
The contract specifies a set period for access. If the period is not determined specifically, the Client is responsible to notify in writing, by email or otherwise, the start date and the duration period agreed upon with the consultant. The delivery of the Learning e-modules determines the start date. Upon agreement with Moortgat, the time period can be extended. Upon expiry of the time period stated in the contract, or formally agreed upon by email or any otherwise, the Client usage permission will terminate. The Client shall agree on further services and sign a new contract for renewed access.
3.5 Force majeure
Moortgat will not be held liable by the Client in the event of non-fulfilment of its obligations resulting from an event of force majeure. The following are considered cases of force majeure or fortuitous events, in addition to those usually recognized by the jurisprudence of the French Court and without this list being restrictive: sickness, accident, whether prior to or on the day of the consultant’s service, strikes blocking all traffic, air or rail strikes, social conflicts whether internal or external to Moortgat, natural disasters or fires. Also considered as force majeure are the refusal of visas, work permits or other permits, the implementation of subsequent laws or regulations, the interruption of telecommunications, the interruption of energy supply, the disruption of communications or transport of any kind, incidents related to the proper functioning of the server, or any other circumstances beyond Moortgat’s reasonable control.
Moortgat commits to do everything in its power to give Participants access to its LMS platform and to the various support tools covered by the contract. Access to the platform is 24/7 during the contractually agreed time period except for failure or technical constraints linked to technical or Internet-related restrictions or issues.
4.1 Technical Support
Moortgat shall provide Participants with telephone or email support from 9 a.m. to 6 p.m. Assistance can be requested by email. In the case support personnel is absent at the time of the call, they agree to return the call or send an email the same day.
Claims must be made within 8 days of the LMS platform delivery date. Claims must be officially notified and specify the problems encountered. Moortgat agrees to ensure proper functioning, provided the problem is not caused by the Client or usage which does not comply with Moortgat regulations.
- Intellectual Property
Moortgat is the sole owner of intellectual property rights for all the training courses provided to its Clients. Consequently, all content and educational material in any form (paper, electronic, digital), and for all the tools (LeMs, capsules, videos, written material, etc.) used by Moortgat and for Moortgat, may not be used, processed, reproduced or exploited without Moortgat’s explicit consent. The Client agrees not to use the training content, in any form, to train people other than company staff. Similarly, the Client assumes liability according to articles L. 122-4 and L. 335-2, and the subsequent articles of the French Intellectual Property Code in the event of non-authorized transfer or disclosure of content, internally to any person not concerned, and externally to any organization or individual. Total or partial reproduction, representation, modification, publication, transmission, distortion, of training course content is strictly forbidden. Digital learning tools include the following: Moortgat LMS platform, Learning e-modules, invitation capsules, from inter-session training to on-site post-training courses. Moortgat retains ownership of all its tools, methods and other know-how developed prior to or at the time of services provided at the Client location.
The parties agree to the confidentiality of the information and of any documentation concerning the other party, of whatever nature, economic, technical or commercial, to which they may have access during the contract’s duration or during exchanges which took place prior to the drafting of the contract, in particular all the information contained in the commercial and financial proposal transmitted by Moortgat to the Client. Moortgat agrees to the non-disclose of information provided by the Client, including information concerning the Participants, to third parties other than its affiliates, partners or required service suppliers.
The Client agrees to be referenced in Moortgat’s customer credentials as a Client of its services, at Moortgat’s cost. Moortgat is authorized, given it complies with the provisions of article 5 above, to mention the Client’s name, its logo and an objective description of the type the services covered by the contract in its credentials and proposals meant for its prospects and its clients, particularly on its website, during interviews with third parties, in staff communications, in-house management documents, annual reports to shareholders, and for legal, regulatory or accounting provisions which require it.
5.3 Protection of personal data
As the entity responsible for handling its personnel files, the Client agrees to inform each Participant that:- personal data concerning the Participant is collected and processed by Moortgat for the purpose of conducting and monitoring the training;- the connection, the training program and the monitoring of the User results are data accessible to its services;- in accordance with the January 6th, 1978 French Data Protection law n ° 78-17, amended by the August 6th, 2004 Law n ° 2004-801, Moortgat processes Personal data for the purpose of managing enrolments. The learner has the right to access, modify or rectify personal data concerning him/her. The Client shall be responsible for the retention and confidentiality of all Participant-related data to which it has access. Moortgat will retain the data related to the evaluation of the Participant acquired skills for the duration of the program, including a 1-month period after program termination for evaluation purposes and training appraisal.
- Applicable Law – Attribution of Jurisdiction
These general terms and conditions are governed by French law. Any litigation which cannot be settled amicably will be exclusively handled by the Créteil Court of Commerce, regardless of the Client’s headquarters or residence, notwithstanding plurality of defendants or call in guarantee. This clause-conferring jurisdiction will not apply to litigation with a non-professional Client, for whom the legal rules of material and geographical jurisdiction will apply. This clause is stipulated in the interest of Moortgat, who reserves the right to waive it at it sees fit. Moortgat has chosen its domicile at the office headquarters located 12 rue Mâchefer 94100 SAINT MAUR DES FOSSES, FRANCE.