Updated: April 9, 2020
These Online Terms and Conditions for Purchases of LUMA Offerings (these “Terms”) govern exclusively your purchase of any LUMA Anywhere™ Course, LUMA Program, LUMA Workshop, or LUMA Workplace® access, and the provision thereof and any related goods and services (collectively, the “Offerings”) by LUMA Institute, LLC (“LUMA”) to you (the “Purchaser”). LUMA hereby objects to and rejects any additional or different terms or conditions proposed by Purchaser. Acceptance of an Offering is expressly limited to these Terms.
- Fees and Payment; Prerequisites. Purchaser shall pay to LUMA the fees applicable to the Offering purchased, as listed at the time of purchase. The fees are exclusive of taxes. If LUMA is required to collect taxes on any aspect of the Offering, LUMA will identify the tax due prior to Purchaser completing the purchase transaction. If a particular Offering requires Purchaser to successfully complete a separate Course, Program, or Workshop prior to participating in the Offering (a “Prerequisite”), such Prerequisite will be noted in the Offering description on LUMA’s website. If Purchaser inadvertently purchases an Offering for which Purchaser has not completed the necessary Prerequisite, please contact LUMA at email@example.com for assistance.
- Intellectual Property. Except for and subject only to the License set out in Section 3 of these Terms, LUMA retains all right, title, and interest in, and ownership of, all intellectual property rights in and to the Offerings and the content of the Offerings, including without limitation the Electronic Content, the methods, recipes, and organizing principles comprising the LUMA System, and all other LUMA tangible or intangible property that exists as of the date Purchaser purchases an Offering or that may be created by or on behalf of LUMA thereafter (collectively, “LUMA Content”), including LUMA Content and modifications thereto arising from provision of the Offering or incorporation of feedback from Purchaser or any other participant regarding the Offering.
- LUMA Workplace; License to Electronic Content. If the Offering purchased includes access to LUMA Workplace, LUMA will provide LUMA Workplace access to Purchaser for the duration associated with the particular Offering purchased. To the extent LUMA Workplace is included in the purchase of an Offering, LUMA hereby grants to Purchaser for the duration of their LUMA Workplace access and subject to Purchaser’s payment in full and compliance with these Terms, a fully paid-up, royalty-free, nonexclusive, nontransferable license: (a) to view and use the video and other electronic content available at www.lumaworkplace.com and luma-institute.com (collectively, “Electronic Content”) and (b) for Electronic Content expressly designated for download or export (“LUMA Tools”) to view, download, reproduce, use, distribute, and display the LUMA Tools (the rights granted in (a) and (b) collectively, the “License”). After the term of the License expires, Purchaser may continue to reproduce, use, distribute, and display any LUMA Tools that Purchaser downloaded during the License term, subject at all times to the License Limitations set out in Section 4 of these Terms.
- License Limitations. All LUMA Tools downloaded, reproduced, used, distributed, or displayed by Purchaser must include all LUMA trademarks and all copyright and trademark notices placed by LUMA on the LUMA Tools. Purchaser may not remove or obscure any trademark or rights notice on any Electronic Content or otherwise modify any Electronic Content. Purchaser shall ensure that they do not use their rights under the License in connection with or in support of any Training, unless the Purchaser is a certified LUMA Instructor using a LUMA Kit to provide permitted training. “Training” means to engage in a pattern or practice of disclosing simultaneously to multiple individuals the human-centered design methods from the LUMA System, using LUMA Content, for the purpose of enabling those individuals to use the methods so disclosed.
- Use Prohibitions. Purchaser shall not record any aspect of an Offering using audio, visual, or audiovisual means. Further, Purchaser shall not: (a) decompile, disassemble, reverse engineer, or otherwise attempt to obtain or perceive the source code from which any component of Electronic Content is compiled or interpreted; (b) sublicense, sell, resell, rent, lease, assign, or timeshare the Electronic Content to any third party; (c) attempt to gain unauthorized access to the Electronic Content; or (d) utilize Electronic Content in violation of applicable law or the rights of third parties, including to transmit or store harmful computer code or infringing or illegal content. Purchaser shall remain responsible for all access to or use of Electronic Content they make, and shall be responsible to maintain the confidentiality of any Purchaser access credentials to LUMA Content.
- Credentialing. If Purchaser completes to LUMA standards a Course, Workshop, or Program for which LUMA issues a badge, certificate, or other credential, and demonstrates competence leveraging the LUMA System within their daily work, LUMA shall grant to Purchaser a nonexclusive, royalty-free, and fully paid-up license to display and reproduce the applicable badge, certificate, or other credential issued to Purchaser in connection with that Offering, to be displayed and used only in association with Purchaser’s name and subject to use guidelines that LUMA may establish from time to time. In no event shall any badge, certificate, or other credential be displayed or used in connection with any violation of Section 4 of these Terms.
- Disclaimer of Warranties. LUMA MAKES NO AND DISCLAIMS ALL WARRANTIES AND REPRESENTATIONS OF ANY KIND, EXPRESS OR IMPLIED, WITH RESPECT TO ALL OFFERINGS, AND SPECIFICALLY DISCLAIMS THE IMPLIED WARRANTY OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. LUMA DOES NOT WARRANT, GUARANTEE, OR MAKE ANY REPRESENTATION THAT THE OFFERING WILL BE ERROR-FREE OR THAT THE OFFERING OR THE RESULTS OR USE OF THE OFFERING WILL BE CORRECT, ACCURATE, OR RELIABLE.
- Information Sharing. ASPECTS OF THE OFFERINGS ENABLE AND ENCOURAGE PARTICIPANTS TO SHARE THEIR EXPERIENCES USING THE LUMA SYSTEM, AND LUMA WORKPLACE INCLUDES FILE UPLOADING AND DATA SHARING FUNCTIONALITY. PURCHASER AGREES THAT THEY ARE SOLELY RESPONSIBLE FOR COMPLIANCE WITH ALL REQUIREMENTS IMPOSED ON THEM REGARDING THE DISCLOSURE AND TRANSMISSION OF CONFIDENTIAL AND PROPRIETARY INFORMATION. IN NO EVENT SHALL LUMA BE LIABLE FOR ANY DISCLOSURE OR TRANSMISSION OF CONFIDENTIAL OR PROPRIETARY INFORMATION MADE BY PURCHASER THROUGH LUMA WORKPLACE OR IN CONNECTION WITH ANY OFFERING.
- Limitation of Liability. IN NO EVENT SHALL: (a) LUMA BE LIABLE FOR ANY LOST REVENUE, LOST PROFITS, OR OTHER INDIRECT, SPECIAL, OR CONSEQUENTIAL DAMAGES, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, ARISING OUT OF ANY BREACH OF THIS AGREEMENT OR FAILURE TO PERFORM ITS OBLIGATIONS HEREUNDER, REGARDLESS OF (i) WHETHER SUCH DAMAGES WERE FORESEEABLE, (ii) WHETHER OR NOT LUMA WAS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES AND (iii) THE LEGAL OR EQUITABLE THEORY (CONTRACT, TORT OR OTHERWISE) UPON WHICH THE CLAIM IS BASED; AND (b) LUMA’S LIABILITY EXCEED, IN THE AGGREGATE, THE FEES PAID TO LUMA FOR THE OFFERING OUT OF WHICH THE CLAIM AROSE.
- Cancellations. All purchases are final. LUMA does not offer refunds for Offering purchases except in very limited circumstances, which are considered on a case-by-case basis, nor does LUMA permit transfers of purchases to other Offerings. If you are unable to attend or participate in the Offering for any reason, please attempt to find a substitute to attend in your place. LUMA may cancel an Offering at any time prior to the date the Offering commences. If LUMA so cancels, it will promptly notify Purchaser and, at Purchaser’s option, either (a) provide a full refund to Purchaser or (b) grant to Purchaser the option to attend another offering of the Offering purchased, to be held within six months after the date of cancellation.
- Miscellaneous. These Terms and the relationship between LUMA and Purchaser shall be governed by the laws of the Commonwealth of Pennsylvania, without regard to its conflicts of laws principles. The parties agree that the state and federal courts sitting in Pittsburgh, Pennsylvania shall have exclusive jurisdiction and venue over any claims or disputes arising from or related to this Agreement. Each party agrees that it shall not argue or maintain that venue is improper or inconvenient in these courts. These Terms set out and constitute the entire agreement between LUMA and Purchaser with respect to the subject matter hereof, and supersede all prior and contemporaneous agreements, representations, and understandings between LUMA and Purchaser with respect to the subject matter hereof. No amendment or modification to these Terms is effective unless it is in writing, identified as an amendment or modification to the Terms, as applicable, and is signed by an authorized representative of each party. Any purported amendment or modification in violation of this section is void.