Terms of service

Defencify

User Terms of Service

for Defencify Training Programs

 

PLEASE READ THESE USER TERMS OF SERVICE (THESE “TERMS”) CAREFULLY BEFORE ACCEPTING THESE TERMS, UNDER WHICH YOU (THE “REGISTERED USER,” “USER,” OR “YOU”) WILL BE AUTHORIZED TO USE ONLINE TRAINING PROGRAMS (THE “TRAINING PROGRAMS” OR “COURSES”), SOFTWARE, SUBSCRIPTION SERVICE, AND RELATED SERVICES OF DEFENCIFY LLC (“DEFENCIFY” OR “WE”).

 

BY SIGNING UP FOR OR USING DEFENCIFY’S ONLINE TRAINING PROGRAMS OR ANY OF OUR SERVICES, YOU ARE AGREEING TO BE BOUND BY THESE TERMS, INCLUDING DISCLAIMER OF WARRANTIES, LIMITATION OF LIABILITY, INDEMNIFICATION, AND BINDING ARBITRATION/CLASS ACTION WAIVER TERMS IN SECTIONS 7, 8, 9 AND 12. IF YOU DO NOT ACCEPT THESE TERMS, DO NOT CLICK TO ACCEPT THEM OR USE DEFENCIFY’S TRAINING PROGRAMS OR SERVICES.

 

If you are signing up for a Training Program or setting up a Defencify account on behalf of a business entity or other organization, that organization is also bound by these Terms and is responsible for its Users’ compliance with these Terms, and the individual signing up for the Training Program represents to Defencify that you are authorized to do so on behalf of such organization and to bind the organization to these Terms.

Changes to Terms: Defencify may update these Terms from time to time. You may be notified of such changes by email and/or we may require you to accept the new version of the Terms in order to continue accessing the Training Programs. If you object to any changes in these Terms, you may discontinue your use of the Training Programs.

In consideration of Defencify’s provision of Training Programs and related services to you, you agree with us as follows:

1. TRAINING PROGRAMS.

a. Grant of Access Rights. Training Program fees include an individual User’s subscription and the right of such User to access the agreed-upon Training Program(s) and related materials for a limited period of time. Each subscription is valid for one person only and cannot be exchanged or shared.

b. Registered Users. The use of our Training Programs, including all of the training content in our Courses, is restricted to Users who have properly registered and been supplied with the log-in details by Defencify or one of its authorized business partners for a specific Course(s) specified in your order form. Use of our Training Programs or content for any other purpose or by anyone who is not a Registered User is expressly prohibited by law and any violators will be prosecuted.

c. Certification. Defencify will issue a certification for a Registered User who has satisfactorily completed a certification training Course only if the User has provided the required personal information to Defencify and has paid the certification fee in advance.

d. Time Limit for Access to Training Program and Course Content. Registered Users have access to the purchased Courses and their content for a period of one year after the specific Course was purchased or until the Course is completed by the User, whichever occurs first. The start date of Course access is the date that the User first has access to the Course content.

Additionally, it is the User’s responsibility (i) to complete their training within the mandatory timeframe as required by the User's employer or the appropriate state regulatory and/or licensing agency, and (ii) to maintain personal professional training records, credentials and schedule of Courses. Defencify and its partners accept no responsibility for fines and/or loss of licensure, registration or employment resulting from failure of the User to complete the training within the timeframe specified by their Employer or the applicable state regulatory and/or licensing agency.

Defencify will not notify or remind Users of training deadlines or that their access period for any Course is nearing its end.

e. Changes to Training Programs. Defencify offers Training Programs for security officers in several states. These Courses include pre-licensing Courses as well as continuing education post-licensing Courses. Of necessity, the Courses that Defencify offers are fluid inasmuch as Defencify is regularly adding new Courses or modifying current Courses to meet the requirements and demands of the several states in which Defencify provides online Training Programs. Defencify also reserves the right to cease offering Courses or replace prior Courses with different ones, in its sole business judgment. Descriptions of all the Courses that Defencify currently offers are found by clicking on the COURSES tab, at the top of Defencify's home page located at http://defencifytraining.com.

f. Prior Learning Credit. Defencify does not grant prior credit (such as reduced hours for a Training Program) or tuition discounts for any previous education or training completed.

g. Minimum Enrollment Requirements. To be considered for admittance to a Training Program, a prospective student must (i) be beyond the age of compulsory high school attendance as prescribed by law of the prospective student's state, and (ii) have either a high school diploma or a General Education Development Certificate (GED). Additionally, prospective students should possess basic computer and keyboarding skills as well as English language proficiency. Defencify's Courses are offered only in English at this time.

h. Financial Assistance. Defencify Users can take advantage of our payment plan options. Please refer to our website at www.defencifytraining.com (the “Site”) for further details on these options or call our office at 1-800-795-6650 during Defencify's normal business hours (8 am to 5 pm Monday through Friday, excluding holidays).

i. Length of Programs and Graduation Requirements. Defencify offers Training Programs for security officers in several states. These Courses include pre-licensing Courses as well as post-licensing Courses. While there are some standards that many states share, the reality is that each state is likely to have different requirements, both for pre-licensing and for post-licensing, and those requirements change from time to time. Therefore, rather than listing each state’s requirements for security officer licensing, Defencify recommends that prospective students contact their state’s appropriate division or agency to ascertain that state’s current training requirements that they must fulfill.

j. Graduation and Employment Information. Currently, there are different state- and/or jurisdiction-mandated licensing requirements for employment as a private security officer. Private security employment decisions are typically made on the basis of whether an applicant can meet the requirements of obtaining a regulated security guard license.

k. Satisfactory Completion Certificate. For any individual Course, upon successful completion of the Course and final examination, the Registered User will receive a Certificate of Completion from Defencify, to be given to their employer and/or state licensing agency. All Training Programs, including individual Courses offering continuing education credit, require students to pass with a score of 80% or better.

l. Job Placement Assistance. Defencify does not offer job placement assistance for graduates of any of its Training Programs.

2. USER RESTRICTIONS AND ACCEPTABLE USE TERMS.

a. Prohibited Uses. Defencify imposes certain restrictions on your permissible use of our Site, Courses, and services. You are prohibited from violating or attempting to violate any security features of the Site or the Service, including, without limitation:

·       accessing content or data not intended for you, or logging onto a server or account that you are not authorized to access;

·       attempting to probe, scan or test the vulnerability of our online service or Courses, the Site, or any associated system or network, or to breach security or authentication measures without proper authorization;

·       interfering or attempting to interfere with service to any user, host, or network, including, without limitation, by means of submitting a virus to the Site or our online services, overloading, spamming, “flooding,” “mail bombing,” or “crashing”;

·       using the Site or our service to send unsolicited e-mail, including, without limitation, promotions or advertisements for products or services;

·       falsifying any TCP/IP packet header or any part of the header information in any e-mail or in any posting using the Service; or

·       attempting to modify, reverse-engineer, decompile, disassemble, or otherwise reduce or attempt to reduce to a human-perceivable form, any of the source code used by Defencify in providing the Site and/or the Service. Any violation of system or network security may subject you to civil and/or criminal liability.

b. Other Restrictions. You shall not copy, share, modify, transmit, distribute, or in any way, exploit the Course content or other Defencify Materials (as defined in Section 6(a) below) other than for your own individual training. You also shall not permit anyone else to use, copy, share, modify, transmit, distribute, or in any way, exploit the Course contents or other Defencify Materials.

3. USER SUPPORT AND ACCESS TO COURSES.

a. Technical Support. Defencify will provide technical support services to Registered Users during our regular business hours (8 am to 5 pm, Monday through Friday, holidays excepted). Please contact us at admin@defencifytraining.com with any support needs or questions. Our support personnel will use reasonable efforts to resolve your material issues with the Training Programs and our services. We may update our support and maintenance policies from time to time, upon notice to you.

b. Course Access (Uptime). Defencify uses commercially reasonable efforts to provide Users with uninterrupted access to the Courses, subject to these Terms. However, from time to time, Users may be unable to access the Courses due to conditions beyond Defencify’s control. Such conditions include, but are not limited to force majeure events, as described in Section X below. Also, from time to time, Course access may be unavailable due to software issues, server downtime, increased Internet traffic or downtime, programming errors, regular maintenance of the system, and other reasons. In response to any unavailability of Courses to its Users, Defencify will use commercially reasonable steps to ensure access is restored within a reasonable period of time. “Commercially reasonable efforts” as used herein means reasonable efforts taken in good faith, without an undue or materially burdensome use or expenditure of time, resources, personnel or money.

c. Alleged Violations. Defencify reserves the right to terminate a Registered User's use of the Site and/or our services, including all Courses. To ensure that Defencify provides a high-quality experience for all users of the Site and our services, you agree that Defencify and/or its representatives may access your account and records on a case-by-case basis to investigate complaints or allegations of abuse, infringement of third party rights, or other unauthorized uses of the Site or our services. Defencify does not intend to disclose the existence or occurrence of such an investigation unless required by law, but reserves the right to terminate your account and/or your access to the Site and/or our services where appropriate, under the terms of Section 5.

4. FEES.

(a) Fees. Your fees for access to the Training Programs and any other services purchased by you are set forth in your order form (the “Fees”). If your employer has entered into an enterprise-wide agreement with Defencify under which your employer pays our Fees, the provisions of these Terms relating to Fees will not apply to you.

(b) Past Due Amounts. If any amounts owed by you are thirty (30) or more days overdue, Defencify may, without limiting its other rights and remedies: (i) charge interest at the rate of 1.5% per month or the highest rate permitted by law, whichever is less, on the past due amounts; (ii) terminate these Terms under Section 5(b), and/or (iii) suspend your access to the Courses until such amounts are paid in full. You shall also be liable for all costs of collection, including reasonable attorney's fees, whether or not a suit is instituted.

(c) Disputed Amounts. You may not withhold any undisputed portion of any Fees but may withhold disputed amounts upon written notice of a reasonable dispute. You must deliver such notice, including the basis for such dispute, to Defencify within thirty (30) days after the date payment of the disputed amounts was originally due; otherwise the right to dispute such Fees will be deemed waived.

(d) Other. You are responsible for any applicable sales, use or other taxes or duties, other than taxes on our net income. All amounts are payable in U.S. dollars. All payments are non-refundable, other than as expressly set forth in these Terms.

5. TERM AND TERMINATION.

a. Term. These Terms will continue in force from the date you agree to them until completion of the Courses you’ve subscribed to and all related services, subject to these Terms and prior termination as set forth herein.

b. Right to Rescind. Defencify provides a "cooling-off period" of seven business days during which time a Registered User may receive a refund of all money paid for a Course. This cooling-off period will end on the seventh business day after the latest of:

• the day the User purchases the applicable Training Program in full, or agrees to purchase it by making an initial partial payment toward the cost of the Course; or
• the day the User actually begins the coursework for the Training Program.

c. Termination of Enrollment in Courses. Defencify may terminate your enrollment in and access to a Course if you fail to complete it within the one (1) year deadline from the start of the Course. In such an event, Defencify will inform the student in writing of the effective date that the access to the Course is terminated. Please note that Course credits and certifications are given only for completed Courses. Students whose access to the Site and/or a Course has been terminated due to failure to complete the Course or program before this deadline may start over from the beginning of the same training Course or program upon re-purchase of the Course. Students who are delinquent with their payment plan may resume a training Course or program from where they left off upon paying the outstanding balance in full.

e. Termination by You. In addition to the above, you may terminate your agreement to these Terms at any time by withdrawing from enrollment in all Courses and giving us notice of termination, subject to the survival of certain terms as described below, but you will not receive a refund of Course Fees (except as provided in the sections above) unless your termination was due to a material breach of these Terms by Defencify that we did not cure within thirty (30) days of receiving written notice of the breach from you.

f. Other Termination by Defencify. Defencify may also terminate these Terms and your account (i) for your failure to pay Course fees when due, upon ten (10) days’ notice and opportunity to cure the default; (ii) for any other material breach by you of these Terms, including without limitation failure to comply with Section 3, upon thirty (30) days’ prior written notice to you of the breach and opportunity to cure the breach; (iii) immediately upon notice to you if you commit any wrongful act or omission that materially adversely affects Defencify, its reputation, our Training Course(s), or Defencify’s business generally, including without limitation any act of dishonesty, fraud, misrepresentation, threats to or abuse of any Defencify personnel, or intentional breach of these Terms; or (iv) for no cause, upon at least ninety (90) days prior written notice and opportunity for you to complete any Courses for which you have already signed up

g. Effect of Termination. Upon termination of these Terms and our services for any reason:

1. Defencify will cease providing you with the Services and you will no longer be able to access any Course;

2. you will not be entitled to any refunds of any Fees, pro rata or otherwise, except as expressly provided above;

3. any outstanding balance owed to Defencify for your use of the Services through the effective date of such termination will immediately become due and payable in full;

4. Students who are found to be noncompliant with these Terms for reasons other than non-payment and who are subsequently dismissed from a Course are not eligible for future registration for any of Defencify's Training Programs.

5. Sections 2, 4, 5(g), 5(i), 6, 7, 8, 9, 12 and 15 will survive termination of these Terms, together with such other terms as by their intent or meaning should so survive.

h. Suspension of Access to Services. Defencify may suspend your access to the Courses if you are in material breach of these Terms, including any non-payment of fees, upon ten (10) days’ prior notice and opportunity to cure such breach. Defencify may also immediately suspend your access to the Courses and our online services, without prior notice, if continued use creates a substantial risk to the security or integrity of Defencify’s IT system or may result in material harm to Defencify, our software or services, or other customers of Defencify.

i. Grievance Procedure. Defencify's goal is that any grievance will be resolved quickly and with just one contact to Defencify by the aggrieved individual or entity. A simple phone call, text or email will go directly to the President of Defencify, who will personally discuss the issue with the aggrieved person. In the very rare instance that the concern cannot be resolved quickly, the aggrieved person can request a meeting with a principal officer of Defencify to seek formal resolution. If the grievance is not resolved in this manner, the aggrieved person may contact the Utah Division of Public Licensing and request a formal hearing.

6. OWNERSHIP.

a. Defencify Ownership. The Training Programs and all of their content is the copyrighted intellectual property of Defencify or its licensors. As between you and Defencify, Defencify owns and retains all right, title and interest in and to its Training Programs, their content, our software, documentation, services, our Site and web portal, source code, HTML code, the “look and feel” of the Site and our Courses, color combinations, layout and all other graphical elements, text, graphics, trademarks and service marks, logos, images, and other content and materials made available by Defencify through the Courses, our Site or otherwise (collectively, “Defencify Materials”), and all copyrights, patent rights, trademarks, trade secrets, and other intellectual property rights in the foregoing. You do not acquire any ownership rights in any Defencify Materials. We do not grant you any rights or licenses, express or implied, to any Defencify Materials except as expressly provided in these Terms or as agreed in writing by an authorized representative of Defencify. The Training Programs and all other Defencify Materials may be used by you and Users only for the purposes described in these Terms. Any rights not expressly granted herein are reserved to Defencify.

You should assume that everything you read or see on Defencify's Site or a Defencify-affiliated website is copyrighted, trademarked or otherwise protected and owned or licensed by Defencify. Except as expressly stated on the Site or in these Terms, nothing that you read or see on the Site or in the Courses may be copied, reproduced, modified, distributed, transmitted, republished, displayed or performed for commercial use without prior written consent of Defencify. Nothing in these Terms grants you an express or implied license to use any of Defencify’s intellectual property.

b. Usage Data. The Defencify software platform may track metadata and other statistical and usage data related to Registered Users’ use of the Training Programs, our Site, and services (“Usage Data”) and provides such Usage Data to Defencify. Defencify shall own such Usage Data, provided that any of your individual data used in creating the Usage Data is in aggregated and/or anonymized form so that it is not identifiable as to your business or any individual person. Defencify may collect, aggregate, and use, distribute and sell such Usage Data for any legal purpose, including without limitation for the purposes of providing content and services to you and other Defencify customers, improving Defencify’s products and services, and sharing Usage Data with third parties to facilitate and enhance our provision of Training Programs and other content and services.

c. Feedback. If you or other users provide any suggestions, enhancement requests, improvements, complaints, or other feedback relating to the Training Programs or other Defencify services to us (“Feedback”), Defencify shall solely own all right, title and interest in and to such Feedback and to all software and intellectual property developed by Defencify that may be based on or incorporate such Feedback.

7. NO WARRANTIES.  YOUR USE OF OUR TRAINING PROGRAMS AND SERVICES IS AT YOUR SOLE RISK. TO THE MAXIMUM EXTENT PERMITTED BY LAW, DEFENCIFY EXPRESSLY DISCLAIMS ANY AND ALL WARRANTIES, EXPRESS OR IMPLIED, REGARDING THE SITE, OUR COURSES, DEFENCIFY MATERIALS, AND SERVICES, INCLUDING, BUT NOT LIMITED TO, ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT. Defencify is providing the Site, its Training Programs and Courses, and other services “AS IS” and without warranty of any kind. Users assume the risk of any and all damage or loss from the use of, or the inability to use, the Site, Courses, and/or our services. Defencify does not warrant that the Site or our services will meet your requirements or that the operation of the Site or our services will be uninterrupted and/or error-free. No oral or written information or advice given by Defencify or its representatives shall create any warranties. Some jurisdictions do not allow the exclusion of implied warranties or limitations on applicable statutory rights of a consumer, so the above exclusion and limitations may not apply to you.

YOU EXPRESSLY AGREE THAT DEFENCIFY IS NOT LIABLE FOR ANY CLAIMS, DAMAGES OR LOSSES ARISING OUT OF ANY CLAIMS THAT YOU OR ANY OTHER INDIVIDUAL TRAINED BY DEFENCIFY OR OUR COURSES CAUSED ANY PERSONAL INJURY, DEATH OR DAMAGE TO PROPERTY OF ANY PERSON, REGARDLESS OF WHETHER DEFENCIFY IS ALLEGED TO BE AT FAULT IN PROVIDING ERRONEOUS, OUTDATED, IMPROPER OR INADEQUATE TRAINING CONTENT.

From time to time in connection with your use of our Training Programs, you may have access to content or material (including, but not limited to, other websites) that are owned by third parties. Defencify makes no warranty, either express or implied, of the accuracy, merchantability, fitness for a particular purpose, or non-infringement of any materials or information provided by third parties. This includes, but is not limited to, any information found on a hyperlink located on Defencify's Site that allows users to access information found on another entity's website. Defencify does not warrant the existence or functionality of any website which can be accessed through a hyperlink located on Defencify's Site. You acknowledge and agree that Defencify makes no guarantees about, and assumes no responsibility for, the accuracy, currency, content or quality of this third-party content.

8. LIMITATION OF LIABILITY. IN NO EVENT SHALL DEFENCIFY, ITS OFFICERS, EMPLOYEES, AGENTS, OR ITS THIRD-PARTY SERVICE PROVIDERS OR LICENSORS (a) BE LIABLE FOR ANY CONSEQUENTIAL, INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, PUNITIVE OR ENHANCED DAMAGES, OR LOST PROFITS ARISING OUT OF OR RELATING TO ANY BREACH OF THESE TERMS, REGARDLESS OF WHETHER SUCH DAMAGES WERE FORESEEABLE OR THE PARTY WAS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES; OR (b) BE LIABLE FOR ANY DAMAGES, LOSSES OR CLAIMS IN EXCESS OF THE LESSER OF (i) THE TOTAL AGGREGATE AMOUNT OF TWO HUNDRED FIFTY DOLLARS ($250.00); OR (ii) THE TOTAL AMOUNTS PAID TO DEFENCIFY BY YOU DURING THE PRIOR TWELVE (12) MONTH PERIOD.

9. INDEMNIFICATION. You agree to defend, indemnify and hold harmless Defencify, its affiliates, officers, directors, employees, consultants, agents and representatives from any and all third-party claims, losses, liability, damages and/or costs (including reasonable attorneys’ fees and costs) arising from (i) your use or misuse of our Training Programs or services, including your infringement or unauthorized copying or distribution of our copyrighted materials or other intellectual property, (ii) any other breach by you of these Terms; and (iii) any third-party claim arising out any personal injury, death or damage to property of any person caused by you, regardless of whether Defencify is alleged to be at fault in providing erroneous, outdated, improper or inadequate training content.

10. REGISTRATION UNDER THE UTAH POSTSECONDARY PROPRIETARY SCHOOL ACT. Defencify is registered as an educational institution under the Utah Postsecondary Proprietary School Act (Utah Code, Title 13, Chapter 34). Registration does not mean that the State of Utah supervises, recommends or accredits the institution. It is the User's responsibility to determine whether credits, degrees or certificates from the institution will transfer to other institutions or meet employers' training requirements. This may be done by calling the prospective school or employer. Defencify is not accredited by a regional or national accrediting agency recognized by the United States Department of Education.

11. STUDENTS WITH DISABILITIES. Defencify uses reasonable efforts to ensure that communications with individuals with disabilities are as effective as communications with those without disabilities. This means that, upon request and at no cost to the individual, Defencify will willingly provide appropriate auxiliary aids and services to qualified individuals with disabilities.

12. BINDING ARBITRATION; CLASS ACTION WAIVER.

a. Agreement to Arbitrate. If either party has any claim against the other party or other dispute with the other party, including its personnel and agents, that cannot be resolved through negotiation within the time frame described in the “Notice of Dispute” section below, both parties agree to binding individual arbitration before the American Arbitration Association (“AAA”) under the Federal Arbitration Act (“FAA”), and not to sue in court in front of a judge or jury, except that either party may file a claim in small claims court. Arbitration means that the dispute will be resolved by a neutral arbitrator instead of in a court by a judge or jury. Instead, a neutral arbitrator will decide, and the arbitrator’s decision will be final except for a limited right of review under the FAA.

b. Notice of Dispute. If either party has a dispute with the other party arising out of these Terms, such party must first send written notice of the dispute to the other party to give the parties the opportunity to resolve the dispute informally through negotiation. The parties agree to negotiate resolution of the dispute in good faith for no less than sixty (60) days after the initial notice of the dispute. If the dispute is not resolved by the end of that 60-day period, either party may pursue its claim in arbitration pursuant to the terms in this Section.

c. Class Action Waiver. You and Defencify agree that arbitration will be conducted only on an individual basis and not in a class or representative action or as a named or unnamed member in a class, consolidated, representative or private attorney general action, unless both You and Defencify specifically agree to do so in writing following initiation of the arbitration.

d. Initiation of Arbitration. The party initiating the arbitration proceeding shall initiate it with the AAA. The terms of this Section 12 govern in the event they conflict with any AAA rules.

e. Location of Arbitration. All arbitration proceedings shall be initiated in and held in Salt Lake County, Utah. In a dispute involving $25,000 or less, any hearing may be telephonic or by videoconference if permitted by the arbitrator.

f. Arbitration Procedures. The AAA will conduct any arbitration under its Commercial Arbitration Rules. The arbitrator may award the same damages to a party as a court could. The arbitrator may award declaratory or injunctive relief only to the parties, not relief that would affect non-parties. The prevailing party will be entitled to recover reasonable attorneys’ fees and costs as determined by the arbitrator. The arbitrator will make any award in writing but need not provide a statement of reasons unless requested by a party. The award will be binding and final, except for any right of appeal provided by the FAA, and may be entered in any court having jurisdiction over the parties for purposes of enforcement.

g. Severability. If any clause within this Section 12 is found to be illegal or unenforceable, that clause will be severed and the remainder of this Section will be given full force and effect.

13. PRIVACY. Defencify will maintain commercially reasonable administrative, physical, and technical safeguards for protection of the security, confidentiality and integrity of your personal information. Defencify respects your privacy and permits you to control the treatment of your personal information, consistent with applicable laws and our policies. A complete statement of Defencify's current privacy policy can be found by clicking the privacy link at the bottom of any page on our website page. This privacy policy informs you and others of our policies and practices related to collection, storage, processing, destruction, and other use of personal information.

14. ASSIGNMENT. You may not assign or transfer these Terms or any of your rights or duties hereunder to any third party without prior written consent of Defencify, which will not be unreasonably withheld. We reserve the right to freely assign these Terms and our rights and obligations hereunder to any third party without notice or consent. Subject to the foregoing, these Terms shall be binding upon and inure to the benefit of the parties hereto, their successors and permitted assigns.

15. GENERAL TERMS.

a. Entire Agreement; Amendment. These Terms, including all related order forms, which are incorporated herein by reference, constitutes the entire agreement between the parties concerning the subject matter hereof and supersedes all prior written or oral agreements or understandings with respect thereto. These Terms may not be amended by you except by a written document signed by an authorized representative of Defencify. Defencify may modify these Terms as first set forth above.

b. No Waiver. Any waiver by either party of a default or obligation under these Terms will be effective only if in writing. Such a waiver does not constitute a waiver of any subsequent breach or default. No failure to exercise any right or power under these Terms or to insist on strict compliance by the other party will constitute a waiver of the right in the future to exercise such right or power or to insist on strict compliance.

c. Choice of Law and Jurisdiction. These Terms shall be construed in accordance with the laws of the State of Utah, excluding conflicts of law provisions. If any dispute arises concerning these Terms and/or Defencify’s Services that is not being arbitrated, venue shall be laid in Salt Lake County, Utah. Utah state and federal courts shall have exclusive jurisdiction over any such dispute, and the parties hereby consent to the jurisdiction and venue of such courts.

d. Severability. If any provision of these Terms is deemed invalid or unenforceable by a court of competent jurisdiction or a governmental authority, that provision shall be modified by such court or authority, if possible, to the minimum extent necessary to make it valid and enforceable, or if it cannot be so modified, then severed, and the remainder of these Terms shall remain in full force and effect.

e. Notices. All notices required under these Terms will be in writing and will be delivered personally, mailed by registered or certified mail with a return receipt requested, sent by commercial express delivery service with provisions for a receipt, or sent by e-mail, to the address of the receiving party first set forth above or such other address a party may specify by written notice. Notices shall be presumed to have been received by the other party (i) upon receipt if sent by hand delivery, registered or certified mail, or delivery service; or (ii) if sent by email, upon confirmation of receipt.

f. Independent Contractors. The parties are independent contractors and not agents of each other.

g. Injunctive Relief. You acknowledge that the Courses and other Defencify Materials are highly valuable to Defencify, that any breach of your obligations with respect to use of our Courses and other intellectual property, including any breach of any restrictions on use of Course content or the scope of the rights granted by Defencify to you, may severely damage Defencify, the extent of which damage would be difficult to ascertain and, therefore, that Defencify is entitled to seek, among other remedies, temporary and permanent injunctive relief and other equitable relief for any such breach, without the necessity of posting bond or other security, to the extent permitted by law.

h. Force Majeure. Neither party will be deemed to have breached these Terms nor liable to the other for any alleged loss or damages resulting from failure to perform (other than payment obligations) to the extent caused by or resulting from acts of God; flood, fire, earthquake or explosion; war or hostilities, terrorist threats or acts, cyberattacks; riot or other civil unrest; government order, law or other acts of governmental authorities; embargoes or blockades; emergencies; strikes, labor stoppages or other industrial disturbances; epidemic, pandemic or other illness outbreaks; or other similar events beyond the reasonable control of the impacted party. The impacted party will promptly notify the other party of such force majeure event and shall use reasonable efforts to reduce the consequences of the event and to resume performance of all relevant obligations as soon as possible. If the impacted party is unable to resume performance within sixty (60) days, the other party may terminate these Terms upon ten (10) days’ written notice to the impacted party.

 

Defencify Contact Information

You may send us notices, questions or comments regarding these Terms of Use at the following:

Defencify Training, Inc

56 East Broadway
#79
Salt Lake City, Utah
84111

Online via our Website contact page: https://defencifytraining.com/pages/contact-us

Telephone: (800) 795-6650

 

 

Last updated: January 29, 2026