EdÛcare Emtrain Compliance Terms & Conditions

The terms and conditions below apply to Customer’s purchase and use of EdÛcare’s compliance training service, as further described in the Order Form (“Emtrain Compliance”), which is provided by Emtrain, Inc., a third party provider (“Emtrain”). All terms not defined herein have the meanings ascribed to them in the Master Services Agreement between EdÛcare and Customer (“Agreement”). For the avoidance of doubt, Emtrain Compliance and related services are deemed to be “Services” under the Agreement.

Emtrain Compliance. By purchasing Emtrain Compliance, Customer will receive licenses to Emtrain’s compliance training platform as described in the Order Form. Customer may also purchase content text editing services (“Emtrain Customization Services”) at an additional cost.

Restrictions on Use of Licenses. Each license to Emtrain Compliance, once assigned to a User, is unique to such User and may not be assigned or shared with any other person via shared login or any other method.

Intellectual Property. Other than as provided in the Agreement and herein, the parties agree that neither Customer nor Users have any additional license or use rights to the intellectual property rights of Emtrain Compliance or the Emtrain Customization Services. Customer will not copy, distribute, reproduce or use any of the foregoing except as expressly permitted under this Agreement. Customer is hereby granted a non-exclusive, nontransferable, revocable right to use Emtrain Compliance during the Subscription Period for its internal use purposes only. Without limiting any of the foregoing, where approved by Emtrain in writing, Customer will ensure that its use of any materials contained in Emtrain Compliance includes a clear reference to Emtrain as the source and owner of such materials, and specifically include Emtrain’s name and logo in the form and format as specifically provided by Emtrain, or as otherwise agreed by Emtrain and Customer in writing.

Compliance Data. Personal Data processed by Emtrain will be retained for up to 5 years following termination of Customer’s account for Emtrain Compliance to support Customer’s compliance requirements, unless otherwise requested in writing by Customer upon termination of Emtrain Compliance. An additional fee may apply if Customer requests access to any compliance data during this five-year period. By signing the relevant Order Form, Customer approves the use of Emtrain as a subprocessor for the provisioning of Emtrain Compliance and related services.

The Agreement, Order Form, and these terms are the governing terms for Customer’s use of Emtrain Compliance and Emtrain Customization Services and no other terms apply. In the event of any conflict or inconsistency between these terms and the Agreement, these terms will prevail.