Terms and Conditions

These Instructor Terms & Conditions were last updated Monday, 10 December 2018

These Instructor Terms & Conditions (the “Instructor Terms”) contain the terms and conditions of Your collaboration as an Instructor, Subject Matter Expert, or Speaker via the Executive Boardroom Platform. This is a binding agreement between you and Executive Boardroom Limited and is incorporated by reference into executive Boardroom’s Terms of Use (“Terms of Use”).

KEY DEFINITIONS

“List Price” means the product unit price set by the Instructor

“Offer Price” means the product unit price agreed between the Instructor and Executive Boardroom

“Event Price” means any special product unit price agreed between the Instructor and Executive Boardroom for sales promotion and call to action made to customers at events such as workshops, webinars, group meetings etc.

“Instructor Revenue” shall mean Net Amount less any refunds paid, as provided in Section 10 of the Terms of Use.

“Gross Amount” means the amount actually received by Executive Boardroom for purchases by Members for Your Course, purchased as a standalone item.

“Bundle Amount” means the proportional amount actually received by Executive Boardroom for purchases through Membership Levels for Your Course, purchased as a bundle proportion.

“Bundle Proportion” means the percentage contribution of your product unit to the total membership bundle, calculated using the combined List Price of all bundled products. 

“Net Amount” means Gross Amount, or Bundle Amount less (1) Taxes (pursuant to section 12); (2) for cash purchases, a three percent (3%) administrative and handling fee; (3) for token purchases a one percent (1%) administrative fee, and (4) any amounts paid in connection with Executive Boardroom’s Marketing Programs if You choose to opt-in (as further described below).

“Pricing Grid” means the table available in the Pricing and Promotions Policy which will provide the matrix of Base and Offer Prices available from which You can set the List Price, Offer Price, and Event Price for Your Courses.

“Submitted Content”; means all Course Media submitted by Instructor for use on Executive Boardroom platform including Video, Audio, PDF’s, Images, Blog Posts.

“Set Up Fees”; means the $2,000 fee payment to Executive Boardroom to integrate your Product, or Course into the platform.

“Hosting Fees” means the fees payable for hosting Submitted Content only if applicable, and subject to the Fees Structure;
Video hosting fee 7¢ per video per month
Audio hosting fee 7¢ per video per month
Promotional email delivery $5 per mail sent (not per person) applicable only during bespoke and pre-agreed campaigns.

“Commission Payments” means the fees payable to members of the Executive Boardroom Affiliate Program

AGREEMENT

This contract is between You and Executive Boardroom Limited, a corporation in the Cayman Islands.

Our Obligations

As an Platform Provider, We represent, warrant, and covenant that:
1.1 Executive Boardroom shall not deduct any platform fees from the Instructor Revenue until 100% of the Course Submission Fees are repatriated to the Instructor, through Instructor Revenues.
1.2 Executive Boardroom shall provide You with timely engagement and performance information about purchasing members and through the Instructors Dashboard (“Members Related Data”).
1.3 We shall use all reasonable endeavours to ensure timely communication regarding payments, pricing information and promotional campaigns. 

Your Obligations

You warrant, and covenant that:

2.1. You will complete the Course Submission Process.

2.2. You agree to the Pricing Policy, and will set your prices in agreement with your Executive Boardroom Project Manager during the Course Submission Process.

2.3. You retain all Intellectual Property Rights and remain responsible for all of Your Submitted Content. You warrant that You own or have the necessary rights and authority to authorize Executive Boardroom, to use and exploit any of Your Submitted Content on and through the Services in the manner intended by these Instructor Terms;

(1) You are over the age of 18.
(2) Your Submitted Content shall not infringe the intellectual property rights of a third party;
(3) You have the required experience, credentials and expertise, including without limitation, education, training, knowledge, and skill sets, to teach and offer the services You offer on Your Course and through the Services;
(3) You will not post or provide any inappropriate, offensive, racist, hateful, sexist, pornographic, false, misleading, incorrect, infringing, defamatory or libelous content or information;
(4) You will not engage in any form of unapproved solicitation (commercial or otherwise) through the Services to any User;
(5) You will not use the Services for any business other than for providing services to Members
(6) You will not engage in any activity that will require Executive Boardroom to obtain any licenses from or pay any royalties to any third party.
(7) You will not copy, modify, distribute, reverse engineer, deface, tarnish, mutilate, hack, or   
interfere with Executive Boardroom Content and/or the Services or operations thereof, except as permitted in these Instructor Terms;
(8) Your use of the Services are subject to Executive Boardroom’s approval, which We may grant or deny in Our sole discretion;
(9) You will not damage or hijack the operation of any hardware, software or telecommunications equipment, or any other aspect of the Services or operation thereof; scrape, spider, use a robot or other automated means of any kind to access the Services;
(10) You will maintain accurate Account information;
(11) You shall respond promptly to Members and the Executive Boardroom Project Team and ensure a quality of service commensurate with the standards of Your industry and instruction services in general;

Relationship With Members

3.1  Instructors do not have a direct contractual relationship with Members, other than with;

(1) Members originating from the Instructors own pre-existing community and introduced to the platform shall be tagged as “IO” (Instructor Owned) and with Your Name.
(2) Members who hire Instructors for Mentoring, Direct Coaching, or Consulting Services as a direct result of the Instructors involvement on the Platform. Instructors shall be granted a non exclusive 12 month trading licence to serve Members who wish to hire them, in consideration for the Platform Referral Fee.
(3) Members who elect to join Instructors Masterminds. Instructors shall be granted a non exclusive 12 month trading licence to serve Members who wish to hire them, in consideration for the Platform Referral Fee.
(4) Any non exclusive 12 month trading licence granted to Instructors shall automatically terminate on the anniversary of the issued licence, and you may maintain a direct contractual relationship unencumbered after this termination.

3.2  The only information You will receive about Members is what is provided to You through the Instructors Dashboard (“Members Related Data”). You understand and agree that You will indemnify Executive Boardroom for any issues arising out of Your use of any Member Related Data.;

License to Executive Boardroom

4.1 You hereby grant Executive Boardroom a non-exclusive right and license to reproduce, distribute, publicly perform, offer, market and otherwise use and exploit the Submitted Content through the Platform, and sublicense it to Users for these purposes directly or through third parties. For more information on how we may use Submitted Content please visit Our Privacy Policy.

4.2 You have the right to terminate the foregoing license and rights of Your Submitted Content from the Services at any time. Removal of the licence will cease the marketing and sale of Your Submitted Content after thirty (30) days to new purchasing Members, or at the end of any active promotional campaign, whichever is longer. Any rights given to purchasing Members prior to that time will continue in accordance with the terms granted to such purchasing Members. Your Submitted Content shall not be removed from the Platform for existing purchasing members until the Members Annual Renewal Date.

4.3 You agree that We may record all or any part of any Course, Workshop or Meeting (including voice chat communications) for quality control and delivering, marketing, promoting, demonstrating or operating the Services.

4.4 You grant Executive Boardroom permission to use Your name, likeness, image or voice in connection with offering, delivering, marketing, promoting, demonstrating, and selling the Services, Courses, Company Content and Submitted Content and waive any and all rights of privacy, publicity, or any other rights of a similar nature in connection therewith, to the extent permissible under applicable law.

Pricing

5.1 You are responsible for determining the List Price, Offer Price, and Event Price to charge Members for Your Products and Services

5.2 You will determine an Event Price if appropriate, with your Executive Boardroom Project Manager,

5.3 You will determine the Points Allocation for your Submitted Content, with your Executive Boardroom Project Manager.

5.4 You will determine the EXB Reward allocation (if any)  for your Submitted Content with your Executive Boardroom Project Manager

5.5 You may make changes to your Pricing instructions at any time by notifying your Executive Boardroom Project Manager. Price changes will be implemented within 2 working days.

5.6 All published Pricing must be inclusive of all ancillary supporting products, such as downloadable PDFs .

5.7 The Company will handle customer service, billing and other fee interaction with Members.

5.8 Executive Boardroom reserves the right to make changes to the points and token allocation calculation algorithms at any time.

5.9 As part of Your participation on Executive Boardroom, You give Us permission to share Your Course, and information about You and the Course with Executive Boardroom employees and selected partners, for the purpose of promoting You and Executive Boardroom,  for which You will not receive compensation.

Promotions

6.1 Executive Boardroom offers certain programs that can help you market your Courses, It is not obligatory to participate.  (“Promotional Activity Plans”). Promotional Activity Plans may include, but are not limited to, Executive Boardroom’s Showcase Program, Affiliate Program, Events Program and Sponsors Program. The complete list and terms of the currently available Promotional Activity Plans are available under our Pricing and Promotions Activity Plan, which may be updated from time to time.

If You choose to participate, the fee You receive from Executive Boardroom will be in accordance with the terms of the particular Promotional Activity Plan that applies to the sale of Your Course. You may opt out of any Promotional Activity Plans at any time, provided however, if you do opt-out of a Promotional Activity Plan, your Course will remain subject to any sales, campaigns, or promotions under any Promotional Activity Plans that apply to Your Course that are active at the time you opt-out until the completion of such sales, campaigns, or promotional timetable. In addition, you acknowledge and accept that certain sales, campaigns or promotions may be limited in applicability and not all sales, campaigns, or promotions will apply to Your Course or Product.

6.2 You acknowledge that the amounts paid by Members for Courses sold through Promotional Activity Plans, and Membership Subscriptions are not equivalent to the List Price, and Executive Boardroom has the sole discretion to determine which Courses to include within any Promotional Activity Plan or Membership Level. Further, Executive Boardroom does not guarantee any minimum level of success in connection with the Promotion Activity Plans, and its selection of Courses to include is not an endorsement of those Courses, or of You. If You do not wish to participate in certain Promotional Activity Plans, when notified, simply advise your Project Manager.

Payments

7.1 If You elect to received payment in Fiat Currency, and You do not opt into any of Executive Boardroom’s Promotional Activity Plans, We will pay You in accordance with the Instructor Payments Grid;

(1) Dependant on the List Price, up to eighty percent (80%) of the Net Amount received for Your Course less any applicable deductions such as Member refunds and Affiliate Commissions (“Normal Revenue Earnings”). If Executive Boardroom changes the Normal Revenue Share, we will provide you thirty (30) days notice via email or prominent notice in your Instructors Dashboard.

(2) So that Company can pay you in a timely manner, you must have a PayPal account in good standing and keep Executive Boardroom apprised as to the correct email address associated with your PayPal account. Payment will be made within thirty days (30) days of the end of the month in which the fee for a Course was received.

(3) you are responsible for determining whether you are eligible to be paid by a Cayman Islands company.

(4) Payments in Token
If You elect to received payment in Tokens, and You do not opt into any of Executive Boardroom’s optional Promotional Activity Plans, We will pay You in accordance with the Commission Payments Grid, and dependant on the List Price, up to eighty percent (80%) of the Net Amount received for Your Course less any applicable deductions such as Member refunds and Affiliate Commissions (“Normal Revenue Earnings”). If Executive Boardroom changes the Normal Revenue Share, we will provide you thirty (30) days notice via email or prominent notice in your Instructors Dashboard.

(5) So that Company can pay you in a timely manner, you must have a Token Wallet and keep Executive Boardroom apprised as to the correct exchange address associated with your Wallet. Payment will be made within thirty days (30) days of the end of the month in which the fee for a Course was received. You are responsible for providing Company with all identifying and tax information necessary for the payment of amounts due.

Refunds

7.1 You acknowledge and agree that Members have the right to receive a refund, as set forth in Executive Boardroom’s Terms of Use.

7.2 Neither Instructors nor Executive Boardroom shall receive any payments, fees or commissions for any transactions for which a refund has been granted. In the event that a Member requests a refund for a Course after Executive Boardroom has sent an Instructor payment for that Course, Executive Boardroom reserves the right to either (1) deduct the amount of such refund from the next payment to be sent to that Instructor, or (2) require that Instructor to refund any amounts refunded to Members for Instructor’s Course to the extent no additional payments are due from Executive Boardroom to Instructor or such payments due to the Instructor are insufficient to cover the amounts refunded to Members.

Taxes

8.1 You understand and agree that You are responsible for any taxes on Your income.

8.2 The following applies to Sales Tax and VAT:

(1) European Union
In the event that the sale or delivery of a Course or any Submitted Content to any Member in the European Union is subject to any value added tax (“VAT”), under applicable law, Executive Boardroom will collect and remit the VAT to the competent tax authorities for sales of such Courses or Submitted Content to Members in the European Union.
(2) Executive Boardroom may at its Own discretion deduct any VAT that may be due from the Gross Amount or Bundle Amount and Executive Boardroom will have a liability to account for such. You will indemnify and hold Executive Boardroom harmless against any and all claims by any tax authority for any underpayment of VAT, and any penalties and/or interest thereon on Your Instructor Revenue or otherwise.
(3) All Other Countries:
Executive Boardroom is unable to provide You with tax advice and You should consult Your own tax advisor.

Termination

9.1 You may delete Your Instructor Account at any time.
9.2 Executive Boardroom  will use reasonable endeavours to make any remaining scheduled payments due and owing to You prior to deleting Your Account.
9.3 You agree that if Member(s) have previously enrolled to Your Course(s), after Your Account has been deleted Your name and such Course(s) will remain accessible to those such Members who enrolled to Your Course(s).
9.4 Should You require any assistance or encounter any difficulty in deleting Your Instructor Account You may also contact Us via email at instructors@executiveboardroom.com or via our Support Centre, and We will make reasonable efforts to respond to Your request within 2 working days

Changes

10.1 From time to time, We may update these Instructor Terms to clarify our practices or to reflect new or different practices, such as when We add new features, and Executive Boardroom reserves the right to modify and/or make changes to these Instructor Terms at any time. We will notify You using email sent to the email address specified in Your Account or by posting a notice in your Instructors Dashboard.
10.2 Other modifications will become effective on the day they are posted unless stated otherwise. If You continue to use the Services, after the effective date of any change, then such access and/or use will be deemed an acceptance of and an agreement to follow and be bound by the Instructor Terms as changed. The revised Instructor Terms supersedes all previous Instructor Terms.