The following terms and conditions constitute a legal and enforceable contract between:
BUTTERFLY TRAINING Ltd,
A Private Company limited by shares, registered with the Companies Registration Office under the reference 528400,
And located at SUITE 4, OMEGA HOUSE, COLLINSTOWN CROSS, CLOGHRAN CO, DUBLIN, IRELAND
reachable at +45 22257785,
represented in Spain by Escola Aeronáutica de Catalunya – Travessera de Grácia, 58 1º 2ª – 08006 Barcelona – España Tél: +34 93 667 1372 / +34 93 209 3992, e-mail: [email protected]”, designated as “BUTTERFLY” in the present Partnership Agreement,
on the one hand,
The Client, on the other hand
ARTICLE 1: DEFINITIONS
Within the framework of these present terms and conditions as well as on the BUTTERFLY website, the following words are defined as follows:
- « Client »: co-contracting party with BUTTERFLY. The Client could be both a natural and a legal person.
- «User»: natural person designated by the Client to BUTTERFLY as a website user. The user could be a manager or an invoice manager. He could also be the Client himself.
- «Trainee »: natural person designated by the Client or the User to BUTTERFLY as the beneficiary of BUTTERFLY’s online course. The Trainee could be the Client himself.
- «Website »: e-learning platform made available for the Client/User/Trainee by BUTTERFLY under the framework of these present terms and conditions. The dedicated URL of this website is as follows: https://www.butterfly-training.es. This website is owned by Butterfly Aero Training SARL, (registered at the company register of Paris under the reference number 482064110 and located at 33 avenue de Wagram – 75017 Paris, France) and operated by Butterfly Training Ltd.
- «Training»: distance learning tool provided to trainee by BUTTERFLY. BUTTERFLY’s courses are exclusively available online.
ARTICLE 2: THE CONTRACT
These terms and conditions as presented describe contractual provisions relating to the rights and obligations of all parties in the sale of online training performed by BUTTERFLY to the Client.
ARTICLE 3: TERMS AND CONDITIONS ENFORCEMENT
The terms and conditions are brought to the attention of the Client prior to registration (when the Client chooses to create an account) and order validation. The terms and conditions are brought to the attention of the User prior to validation of any order.
Consequently, either the act of registering, ordering or by submitting an order the Client expressly undertakes to fully accept all of the mentioned conditions in these terms and conditions. The Client is asked to tick the box ‘I have read and agree to the terms and conditions’ to formalise the Client commitment. The full terms and conditions are available on a dedicated page of this website.
All or any conditions that are not expressly accepted remain unappeasable in respect of BUTTERFLY, regardless of when or at what particular moment that it could have come to the knowledge, or carried any commercial significance to the party.
All of the paragraphs that make up the whole of this contract, have relevance even if they are not all applicable, neither is it possible to either selectively interpret or oppose a clause without engendering a renunciation by Butterfly given the conditional clauses that make up the below mentioned agreement (null & void conditions).
ARTICLE 4: AMENDMENTS OF TERMS AND CONDITIONS
The contents of this website, including these terms and conditions, any information contained on this website are subject to change and to being updated without notice from time to time. These modifications come into force as soon as the updated terms and conditions are published on the website. The Client will be subject to the terms and conditions in effect at the time the Client registers/orders from the website.
ARTICLE 5: BUTTERFLY’s OBLIGATIONS AND RESPONSIBILITY
5.1. Continuity and consistence of service
BUTTERFLY expressly agrees to provide all of its resources in the delivery, availability and in its overall provision of services and herein, it undertakes to fulfil its obligation as a service provider to the best of its means.
BUTTERFLY agrees to act with as much due care and attention as possible and to engage in due diligence in order to provide a quality service in conformity with generally recognised practices: excluding in the hypothetical example of where service is withheld, under special instructions demanded by either / or an administrative or legal entity/entities that are deemed to be competent.
As a consequence, BUTTERFLY will be contractually obliged to offer “always on” access (24/24), and continuously week in, week out (7/7), and conditional only on being able to guarantee its service given supply conditions (subsequent network performance).
BUTTERFLY retains the right to interrupt the service via its server in order to undertake essential maintenance, in order to improve network performance, or for that matter any other operational reason relating to maintenance.
BUTTERFLY, while not impinging on any of its rights & responsibilities would promise to inform the Client, within a reasonable timeframe, and not withstanding any impossibility to the contrary, would alert the Client and notify a date when it intends to undertake the maintenance in order that the Client can make alternative arrangements.
The client acknowledges that the training may not be available in the event that the client is denied access or unable to access the Internet or this website. BUTTERFLY shall not be responsible for the client’s inability to access training under these circumstances.
In particular, it is up to the Client to maintain its own virus protection, as well as the version of its Web browser. BUTTERFLY cannot be responsible for any viruses’ transmitted through its website.
Similarly, BUTTERFLY disclaims any liability for unauthorised access to computer systems or for the pillage of any data that may result. However, BUTTERFLY implements appropriate means to prevent illegal intrusions.
BUTTERFLY shall in no event be liable for consequential damages related to it such as operating loss, loss of profit, loss rates, damages or expenses.
5.2. Quality of Service
BUTTERFLY undertakes to exercise due care and diligence in its supply, by providing a quality service in accordance with normal industry practices subject to interruption of services explicitly requested by administrative or judicial authorities.
If training, set by the Client, is suspended following a decision by a competent authority, BUTTERFLY will refund the Client or offer him/her credit valid for a year equal to the amount of any such training.
The Parties agree that BUTTERFLY has the right to modify services without notice.
5.3. After-sale services
BUTTERFLY commits to providing the Client with necessary help with regards to the training purchased online. The client can reach BUTTERFLY for any request related to training at:
Office number: +45 22257785
Mobile number: +45 22257785
5.4. Prolonged non-use of the website
BUTTERFLY reserves the right to remove information about the Client in case of prolonged non-use of these services corresponding to a period of eighteen months or longer.
ARTICLE 6: CLIENT’s OBLIGATIONS AND RESPONSABILITY
The Client expressly accepts to having verified the compatibility between his demand and the supply of services and fully acknowledges having received all the necessary information and advice from BUTTERFLY in order that the present agreement can be entered into with binding knowledge and certainty.
The Client agrees to verify the identity of any user or student prior to their appointment to BUTTERFLY.
The Client expressly warrants to act within their sole responsibility if, as a result of accessing the service, that it is not carried out in conformity to what can be deemed reasonable acts of utilisation undertaken by the User, Trainee or any other personnel working on behalf of the Client that are in possession of his/ her login / and password and that as a group or individually do not respect the general guidelines or instructions for correct operational usage that were supplied initially by BUTTERFLY.
The Client is responsible to maintain control over the conduct of its personnel in terms of its relationship with BUTTERFLY that necessitate an orderly functioning via services delivered via the Internet. The relevant parties to the contract also acknowledge that BUTTERFLY is able to modify with full transparency the service provision without needing to undertake any formality in advance notice, other than to inform the Client that the level of service provision already supplied is going to be adjusted.
The Client must inform users and trainees about these terms and shall be liable in respect of these matters. Moreover, each user submitted for training will be asked to recognise that they have read and accepted these terms and conditions of sale.
The Client acknowledges, if a legal person, that the provisions related to European Communities (Protection of Consumers in Respect of Contract Made by Means of Distance Communication) Regulations, 2001 does not apply in the Client.
The Client recognises to be informed of the provisions of the regulations relating to safety and security. The Client shall be solely responsible for the consequences of non-compliance with these regulations and these Terms.
6.2. Conduct of the training
The Client agrees to check beforehand that the student has the necessary prerequisites for attending online training.
Access to training is made directly from a computer connected to the Internet. BUTTERFLY cannot be held responsible in case of the absence or deficiency of said connection.
To access the training, it may be necessary for the client’s browser to accept pop-ups.
6.2.2. Transmission of login data
The Trainee will receive his login details (username/ password) from the Client and / or BUTTERFLY. Access to online training granted by BUTTERFLY is strictly private. The transmission of login data (username / password) to a third party is strictly prohibited. The Client agrees that itself, the user and the trainee will not, under any circumstances, give for free or for a fee, access to third parties in any form whatsoever. If the client is a corporation and if the user / trainee leaves the company, the Client agrees to deactivate their accounts or to contact BUTTERFLY to remove outdated profiles.
6.2.3. Conduct of the training
The Client agrees that the trainee will pursue the training diligently.
As part of the final evaluation in order to complete the training, the Client expressly agrees to the fact that the assessment is carried out under its own control and that the student benefits from no help or assistance from any other person. Similarly, BUTTERFLY asks each student to commit itself to this fact before each final exam.
6.3. Responsibility of the Client towards user and trainee
The client, when creating a user profile on the website, expressly agrees to pay any registration initiated by the designated user.
ARTICLE 7: TRAINING VALIDATION
Training is validated when the student has achieved the minimum score required for the final exam. In this case, a certificate validating the knowledge acquired will be sent to the user who registered the student.
ARTICLE 8: TRAINEE ATTENDANCE
In order to fulfil obligations under Article 6.2.3. of these terms and conditions, BUTTERFLY is collecting and archiving some data information for the compliance within the provisions of Article 13 of these terms and conditions. This statement of connection contains, among other things, IP addresses as well as the date, time and duration of connection of the Trainee. This information constitutes the trainee’s attendance sheet and certifies his/her participation. This connection report is sent to the User who registered the student at the end of each course.
The Client hereby authorizes BUTTERFLY to collect and archive the data and acknowledges having read his rights of access and rectification referred to in Article 13 of these conditions. Similarly, the Client shall be liable to obtain the consent of its User and Trainees.
The Client is hereby informed that BUTTERFLY keeps this information available for any relevant authority for investigation.
ARTICLE 9: FINANCIAL PROVISIONS
9.1. Pricing and invoicing
BUTTERFLY is committed to displaying its training prices in the most transparent way. The applicable prices are those displayed on the website at the time of the order. They are quoted in euros and do not include taxes. They can be changed at any time without notice.
All orders are invoiced in euros and paid in euros.
The Client is solely responsible for the payment of invoices addressed to him.
All training is billable, including when the Trainee fails, at the completion of purchased training.
9.2. Payment method
9.2.1. Express Buy
In Express Buy, the Client can only pay using his bankcard. All payments should be made at once and at the time of the training purchase.
Accepted bankcards are VISA, MASTERCARD and AMERICAN EXPRESS. The Client guarantees to BUTTERFLY that he has all rights to use this payment method when validating the order. The client recognises that by filing in the appropriate fields with payment information, this provides his full acceptance of this payment to BUTTERFLY for all due amount.
9.2.2. Deferred payment
The method of payment by default is bankcard. If the Client wants to change the method of payment (cheque or bank transfer), he has the possibility to request a payment change to BUTTERFLY from his account in the dedicated area.
In case of deferred payment and in the event of late or non-payment BUTTERFLY could without any formal notice take measures as described in article 9.7. of these terms and conditions.
9.3. Secure payment
When purchasing training on the website, the client is redirected to Ogone as a payment system. At this stage, the client will be asked to fill in corresponding fields with his bankcard number, expiry date and control number. The various stages of the payment process between the Client and Ogone are fully encrypted and protected. The protocol used is SSL (Secure Sockets Layer) linked with e-banking. This means that information linked to the order and the bankcard number do not circulate unencrypted on the internet. The bankcard number is not printed out onto documents, invoices, credit card receipts or other print-outs. Besides, BUTTERFLY will never access the Client payment information. Ogone does not keep card numbers once the payment transaction has been transmitted to BUTTERFLY.
9.4. Order process and validation
Registration can only be made online via the website.
Prior to order confirmation, the Client will be able to proofread his order summary and total amount due, as well as to modify possible mistakes.
The registration to training by the client actually constitutes an act of irrevocable acceptance of these conditions and can only be challenged in limited cases provided for in this contract under section 9.6.
Consequently, BUTTERFLY can in no event be held liable for non-performance or poor performance of contractual services due to the particular Client order data entry.
The effective date of enrolment into a service or training is the validation of the order.
9.5. Acknowledgement of receipt
The acknowledgement of receipt is sent to the Client by E-Mail as soon as the Client order is processed. It is legally binding proof of order when combined with the original invoice. The email could also contain trainee’s login details. This email shall further include a link to these terms and conditions.
Any order validation will results in the sending to the client a receipt via e-mail, as well as the order summary and a link to these terms and a reminder of the right of withdrawal. These items are also available in the client area of the site if the Client registers to the website.
9.6. Right of cancellation
If the Client is a natural person and pursuant to Regulation 6 of European Communities (Protection of Consumers in Respect of Contracts Made by Means of Distance Communication) Regulations, 2001, the Client benefits from a period of 14 working days in which to cancel the distance contract without giving a reason, and, if the Client exercises that right of cancellation, he or she shall not incur any charges or penalties for so doing. Subject to this provision, the 14 day period shall begin from the day the Client accepts these terms and conditions.
Unless there is agreement between BUTTERFLY and the Client to the contrary, the Client may not exercise the right of cancellation referred to in this paragraph once the purchased training has been opened/started.
BUTTERFLY reminds that this right does not apply to legal person.
9.7. Measures taken by BUTTERFLY in case of delay or absence of payment
Unless otherwise mentioned on the quote by BUTTERFLY, payment in full to BUTTERFLY shall be made no later than 30 days from the date of invoice. In the event of late payments and without any formal notice being required:
- The Client will be liable for late payment penalties of one and a half times the prevailing base legal interest rate applied to the entire sum in question
- If the delay is equal or greater to three months, all services and training in progress can be unilaterally interrupted until full payment is received
Moreover, in cases of returned or failed payment, BUTTERFLY could ask the client to pay 100 euro (tax excluded) for denied payment.
All disagreements concerning the issues of invoicing, and the nature of the services that are under reclamation must be sent in writing via Recorded Delivery with Proof of postal delivery or by fax, respecting a period of notice that is 8 days from the date that the invoice has been delivered. In the absence of these details, the Client acknowledges the acceptation of its invoice. In the cases of dispute, the total outstanding amount of unpaid invoices or debits (including the amount corresponding to the services that are disputed), must be paid by the due date. Once the period allotted for payment has effectively run out, the Client will be expected to honour all of their outstanding debts and to redress immediately their financial irregularities. From this point onwards, the client’s complaint or dispute will no longer be accepted as a valid contestation.
In case of disputes concerning the nature of BUTTERFLY’s services or Client use of the website, the information saved on the electronic payment tool and in the framework of automatic collection of information by BUTTERFLY could be used as evidence between both parties.
ARTICLE 10: FORCE MAJEURE
BUTTERFLY shall not be responsible for any failure to perform due to unforeseen circumstances or for causes beyond BUTTERFLY’s reasonable control, including but not limited to acts of God, riot, embargoes, acts of civil or military authorities, fire, floods, accidents, strikes, lockouts, or shortages of transportation, facilities, fuel, energy, labour or materials. In the event of any such delay, BUTTERFLY may be excused from such performance to the extent it is delayed or prevented by such cause and during all concerned period of time.
In case of force majeure exceeding two months, the contract between BUTTERFLY and the Client could be terminated unilaterally, without right to compensation for any of the two parties.
ARTICLE 11: ADVERTISEMENT
BUTTERFLY could under certain circumstances be able to use the publicity, commercially printed documentation resulting from specialised publications or trade fairs. BUTTERFLY could use the client name and/or opinion for advertisement purposes, but this could only be validated with the express permission of the client.
ARTICLE 12: INTELLECTUAL PROPERTY
The Client is not in any way permitted to transfer, exchange, and swaps or license the right and obligations that impinge on this contract, except that the form and contents are able to be altered under the condition that changes are pre-agreed and made in writing from Butterfly. However it expressly excludes in this present Contract – or terms and conditions of sale – that any transfer of property is made from BUTTERFLY to the Client. Neither party is able to make an acquisition of the intellectual property rights that are stored in the databases of either party, and this applies to all areas of trademarks, concepts, screens, graphics and or software(s). This paragraph is applicable in Ireland and overseas.
13.1. Collection and use of personal information
13.2. The Personal information BUTTERFLY collects
When registering on the website, signing in, purchasing or attending online training, BUTTERFLY may collect a variety of personal information, including names, trainee’s time of connection and IP addresses.
13.3. Why and how BUTTERFLY uses Personal Information
The personal information BUTTERFLY collects allows it to provide Clients with important tools such as login data and attendance sheets.
From time to time, BUTTERFLY may use Client information to send important notices, such as communications about purchases and changes to BUTTERFLY terms, conditions and policies. Because this information is important to its interaction with BUTTERFLY, the Client may not opt out of receiving these communications.
Any other use of personal data is subject to the express prior consent of the Client/User. BUTTERFLY might ask if the Client/User wishes to receive occasional emails about new training and releases. When accepted, if at any point the Client/User no longer wishes to receive such information from BUTTERFLY, he can forward such request to BUTTERFLY.
13.4. Protection of personal information
BUTTERFLY takes all precautions to safeguard the Client’s personal information against loss, theft, and misuse, as well as against unauthorised access and disclosure.
Moreover, BUTTERFLY uses a secure payment system to protect Client payment information. BUTTERFLY will never collect or access Client payment information.
BUTTERFLY uses current industry standard technology to maintain confidentiality and protect the Client’s personal information. BUTTERFLY undergoes regular security assessments in order to enhance its security. However, BUTTERFLY cannot guarantee that Client information will be kept safe from unauthorised access. As a result, BUTTERFLY shall not be responsible or liable for any loss of privacy, disclosure of information, harm or damage that may result from such intrusion.
13.5. Disclosure to Third Parties
BUTTERFLY will never disclose personal client information to its business partners.
However, it may be necessary − by law, legal process, litigation, and/or requests from public and governmental authorities within or outside your country of residence − for BUTTERFLY to disclose Client/User/Trainee personal information.
BUTTERFLY may also disclose information about the Client/User/Trainee if BUTTERFLY determines that for purposes of national security, law enforcement, or other issues of public importance, when necessary or appropriate.
ARTICLE 14: SEVERABILITY
If any of these Terms and Conditions are deemed unlawful, void, or for any reason unenforceable, that condition will be deemed severable and will not affect the validity and enforceability of any remaining condition.
ARTICLE 15: SUSPENSION/TERMINATION OF CONTRACT
BUTTERFLY may without notice suspend or terminate the Client access to its services and training, wholly or partially for any valid reason, including, without limitation where:
- the Client fails to observe or perform any obligation set out herein ( and in particular provisions related to article 6 and 9 of the present terms and conditions) or any relevant law, licence, regulation, directive, code of practice or applicable usage policy,
- If for any reason BUTTERFLY suspends or discontinues a Service or is unable to supply a Service (or any part thereof) to the Client.
Where BUTTERFLY exercises any of its rights or powers under this Clause such exercise shall not prejudice or affect the exercise of any other right, power or remedy which may be available to BUTTERFLY.
ARTICLE 16: APPLICABLE LAW
These terms and conditions shall be governed by and construed in accordance with the laws of the Republic of Ireland, and the parties hereby submit to the non-exclusive jurisdiction of the Irish courts to settle any disputes which may arise in connection with these terms and conditions.
In the event of complaint or dispute of any nature whatsoever, BUTTERFLY and the Client agree to attempt to settle the complaint or dispute amicably.