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TERMS OF SERVICE

These Terms of Service and any policies or addenda referenced herein (“Terms”)
govern your access and use of Accredible’s Certificate Cloud Services and form a
legally binding agreement between you (“Customer”, “you” or “your”) and
EdInvent, Inc., dba Accredible (“Accredible”, “we” or “us”). These Terms apply
to and are incorporated into any Service Contract or Ordering Document between
you and Accredible (collectively the “Agreement”) regardless of if expressly
referenced, unless agreed otherwise in writing. If you order or use our
Recommendations Service, the additional terms at
https://www.accredible.com/recommendations-terms also apply to you, and are
incorporated into the Agreement.

By clicking the “Accept” button, executing a Service Contract, issuing an
Ordering Document, or using the Certificate Cloud Services, you agree to be
bound by these Terms. Further, you acknowledge that you are 18 years of age or
older, and that those under the age of majority in their jurisdiction may not
use the Certificate Cloud Services or this site without parental supervision. If
you are an employee, consultant or contractor entering into these Terms on
behalf of or as part of your work for a company or other entity, you represent
that you have the authority to bind such entity to these Terms, in which case
the terms “Customer,” “you” and “your” shall refer to such entity. Customer and
Accredible may be individually referred to as a “Party”, and collectively as the
“Parties”. 

Accredible may modify these Terms at any time by posting a revised version on
this website or otherwise providing notice to Customer. By continuing to use the
Services after the effective date of any modifications to these Terms, Customer
agrees to be bound by the modified terms. Accredible reserves the right to ask
Customer to acknowledge acceptance through an electronic click-through.


1. DEFINITIONS.

1.1 “Applicable Law(s)” means any law, rule, regulation, directive, or other
binding requirements (as may be implemented, amended, extended, or re-enacted
from time to time), applicable to either Party’s performance under this
Agreement, including but not limited to those applicable to the processing of
Personal Data, which may include in particular, the CCPA, the GDPR, the UK GDPR,
the Children’s Online Privacy Protection Rule and/or the UK ICO Age-Appropriate
Design Code. If Customer is an educational agency or institution, Applicable
Laws may include also include the Family Educational Rights and Privacy Act
(“FERPA”).

1.2 “Authorized User” means those employees, agents, customers, individuals, and
independent contractors of Customer that are authorized by Customer to access
and use the Services and to whom Customer has assigned a user ID or password.

1.3 “Certificate Cloud Services” means any of the products, plans, and services
offered by Accredible, including those under the name “Accredible Certificates”,
“Accredible Portfolios”, “Accredible Professional Profiles”, “Accredible
Recommendations”, “Accredible Professional Services” or successor branding. For
the avoidance of doubt, Certificate Cloud Services includes Services.
Certificate Cloud Services exclude: (a) third party Credentials including
without limitation any such third-party certification, testing and identity
verification; and (b) non-Accredible applications.

1.4 “Confidential Information” shall have the meaning set forth in Section 11.1.

1.5 “Content” means the Accredible content, information, data products and
services, and Documentation made available as part of the Certificate Cloud
Services.

1.6 “Credentials” means evidence of achievement, ability, attainment,
authenticity, compliance, completion, eligibility, entitlement, experience,
identity, membership, qualifications, title or other attributes, qualities or
traits.

1.7 “Customer Data” means Customer’s content, information, data and Personal
Data which Customer desires to process and disseminate by accessing and using
the Service and any Customer icons, marks and/or logos Customer desires to have
displayed on the Service pages. As between Customer and Accredible, Customer
Data shall also include Credentials whether of (or issued by), Customer or third
parties

1.8 “Documentation” means the online guides and user manuals for the Certificate
Cloud Service.

1.9 “Intellectual Property Rights” means all patents, patent registration or
applications, business processes, data rights, copyrights, trade names,
trademarks, trade secrets, know-how, mask works, or any other intellectual
property rights, whether registered or unregistered, arising or enforceable
under United States law or the law of any other jurisdiction.

1.10 “Ordering Document” means any order form, purchase order, PO, or similar
procurement document issued by you and signed, or otherwise agreed to by
Accredible, for the Services. 

1.11 “Personal Data” means any data, including Customer Data, that is “personal
information,” “personal data,” “personally identifiable information,” “nonpublic
personal data,” or similar terms as defined by and regulated by Applicable Laws.

1.12 “Service Contract” means any agreement executed between you and Accredible
for the Services, including without limitation, the Certificate Cloud Services
Agreement or other similar service agreement. 

1.13 “Services” means, collectively, the specific products, plans and/or
services of the Certificate Cloud Services ordered by you or that Accredible has
authorized you to use and access.  

1.14 “Term” shall have the meaning set forth in Section 7.1.

1.15 “Third Party Applications” means third party applications, websites, and
services.


2. LICENSE GRANTS.

2.1 Service. Subject to the terms and conditions of this Agreement, Accredible
grants Customer a non-exclusive, non-transferable, worldwide license to access
and use the Services to input and process Customer Data for Customer’s own
internal business purposes. Customer shall only allow Authorized Users to access
the Service, and shall ensure that Authorized Users review and comply with the
terms and conditions of this Agreement. There are no implied licenses. All
rights not expressly granted are reserved by Accredible and its licensors.

2.2 Restrictions. Customer shall not: (a) license, sublicense, sell, resell,
transfer, assign, distribute or otherwise commercially exploit or make available
to any third party (other than Authorized Users) the Services or the Content in
any way; (b) modify or make derivative works based upon the Service or the
Content; (c) create Internet "links" to the Service or "frame" or "mirror" any
Content on any other server or wireless or Internet-based device; (d) attempt to
access portions of the Certificate Cloud Services for which it has not ordered
or is not authorized by Accredible to access; or (e) reverse engineer or access
the Certificate Cloud Services or Content in order to: (i) build a competitive
product or service; or (ii) copy any Content or any ideas, features, functions
or graphics of the Certificate Cloud Services.

2.3 Customer Data. Customer hereby grants to Accredible a non-exclusive,
worldwide license, to use, reproduce, create derivative works, display, store
and perform Customer Data as reasonably necessary to provide the Services.


3. OWNERSHIP.

Accredible and its suppliers shall own all right, title and interest in and to
any Intellectual Property Rights in and to the Certificate Cloud Services,
Content, and derivative works thereof and related materials. Customer shall own
all right, title and interest in and to Customer Data and all Intellectual
Property Rights therein. All right, title and interest in Third Party
Applications is the property of the respective owner.


4. OPERATION OF THE SERVICES.

4.1 Implementation of Services. Promptly following the Agreement Start Date,
Accredible shall provide Customer with access to the Services. Customer will
issue user IDs or passwords to its Authorized Users and Customer acknowledges
that Customer is fully responsible for all liabilities incurred by such use, and
for any liabilities incurred through use of such passwords by anyone who obtains
such passwords until Customer notifies Accredible’s customer service of such
unauthorized use. Accredible may temporarily disable access to the Service if
Customer reports unauthorized use of the Service.

4.2 Services Operation. Accredible shall host, maintain and operate the
Certificate Cloud Services for use by Customer and Authorized Users. Accredible
shall use commercially reasonable efforts to: (a) deploy industry standard
security and encryption controls including without limitation, firewall and SSL
technology; (b) monitor, track and report on Certificate Cloud Services
availability; and (c) limit access to the Services only to Authorized Users.

4.3 Compliance with Laws. Customer shall use the Services in compliance with all
Applicable Laws, statutes, rules, regulations and terms of service. If necessary
to comply with any of the foregoing, Accredible may modify or suspend access to
the Service. This remedy shall be in addition to, and shall not limit
Accredible’s ability to terminate this Agreement based on material breach or
pursue damages or other remedies available under law and equity.

4.4 Upgrades. Customer understands that Accredible may make upgrades to the
Certificate Cloud Services or the manner in which they are made available, and
that those upgrades may create differences in how the Certificate Cloud Services
operate in the future.

4.5 Protection of Customer Data. Accredible will maintain administrative,
physical, and technical safeguards designed for the protection of Customer Data.
Those safeguards will include measures designed for preventing unauthorized
access, use, modification or disclosure of Customer Data by Accredible personnel
except: (a) to provide the Certificate Cloud Services and prevent or address
service or technical problems; (b) to comply with all Applicable Laws; or (c) as
expressly permitted in writing by Customer. The terms of the data processing
addendum at https://www.accredible.com/dpa/ (the “DPA”) are hereby incorporated
by reference and shall apply to the extent Accredible processes Personal Data.


5. FEES AND PAYMENT.

5.1 All payments of fees and charges are due net thirty (30) days from the date
of invoice, subject to Customer’s maintaining satisfactory credit arrangements
with Accredible. Accredible reserves the right to modify Customer’s credit terms
at any time. Amounts not paid after 45 days (15 days overdue) are subject to a
late payment charge of one and one-half percent (1.5%) per month, or if less,
the highest rate permitted by law.

5.2 The prices for the Service are exclusive of all federal, state, or local
sales, use, VAT or excise taxes, Customer shall pay all sales, use, excise, VAT
and other taxes which may be levied upon either Party in connection with this
Agreement, excluding taxes based on Accredible’s net income.


6. CUSTOMER RESPONSIBILITIES.

6.1 Customer is solely responsible for the accuracy, quality, integrity,
legality, reliability, appropriateness, and intellectual property ownership or
right to use of any and all Customer Data, including the authenticity, validity,
legitimacy, legality and content of Credentials. Accredible shall have no
responsibility or liability for Customer Data included in, or used in
conjunction with the Services. For example, if Customer Data contains outdated
or inaccurate information, Accredible shall not be responsible or liable for
such outdated or inaccurate information. Customer acknowledges that Accredible
is not affiliated with any issuer of Credentials and that Customer’s selection
and use of Credentials is at Customer’s sole risk and expense.

6.2 Customer shall only allow Authorized Users to access the Service and shall
ensure that Authorized Users review and comply with the terms and conditions of
this Agreement. Customer shall also ensure that Customer and Authorized Users
comply with any terms of use associated with Third Party Applications.

6.3 Customer shall not: (a) send spam or otherwise duplicative or unsolicited
messages; (b) send or store infringing, obscene, threatening, libelous, or
otherwise unlawful or tortious material, including material harmful to children
or in violation of third party privacy rights; (c) send or store material
containing software viruses, worms, Trojan horses or other harmful computer
code, files, scripts, agents or programs; (d) interfere with or disrupt the
integrity or performance of the Certificate Cloud Services; or I attempt to gain
unauthorized access to: (i) the Certificate Cloud Services or its related
systems or networks; (ii) other user’s accounts; or (iii) optional components of
the Certificate Cloud Services that Customer has not paid for.

6.4 If Customer shares Personal Data with Accredible for any reason, including
to process for the purpose of the Services, Customer represents and warrants
that it will comply with all Applicable Laws and will maintain and display a
privacy policy that is consistent with the best practices of the industry.
Customer further represents and warrants that: (a) any Personal Data Customer
transfers to Accredible is not subject to any prohibitions, restrictions or
Applicable Laws which would prevent or restrict Customer from disclosing or
transferring such data to Accredible, and (b) all required fair processing
notices have been given and any required consents (including marketing consents
and consents for individuals under 18 years of age) have been obtained from the
data subjects and have not been withdrawn, or Customer otherwise has a lawful
basis for disclosing or transferring the Personal Data to Accredible for
processing. 


6.5 Customer shall indemnify Accredible and its suppliers against any and all
claims, losses, costs and expenses, including reasonable attorneys’ fees, which
Accredible and its suppliers may incur arising from Customer’s failure to comply
with Customer responsibilities.


7. TERM AND TERMINATION.

7.1 This Agreement shall commence on the Effective Date and shall remain in
effect for the Initial Term unless terminated earlier as provided in Section
7.3. This Agreement shall automatically renew for additional one (1) year terms
(each a “Renewal Term”) unless either Party gives the other Party written notice
at least thirty (30) days prior to the expiration of the current term of its
intent not to renew, in which case the Agreement shall expire at the end of such
term. The Initial Term, together with all Renewal Terms, if any, shall be the
“Term”.

7.2 The fees payable during each subsequent Renewal Term shall be subject to an
annual increase equal to the most recent Consumer Price Index (CPI) published by
the U.S. Bureau of Labor Statistics. The annual pricing increase shall not
exceed 6% in a single Renewal Term.

7.3 Either Party may terminate this Agreement for material breach by giving
written notice to the breaching Party as provided below, subject to a thirty
(30) day cure period. If the breaching Party has failed to cure a material
breach within thirty (30) days of receiving written notice of such breach from
the non-breaching Party, the nonbreaching Party may give a second written notice
to the breaching Party immediately terminating this Agreement. In addition, if
Customer fails (or is otherwise unwilling or unable), to perform Customer’s
responsibilities, Accredible may, in its sole discretion and without limiting
its other remedies, limit, suspend, or terminate Customer’s account(s) and
access to the Services, delete or remove Customer Data and/or Credentials, and
take technical and/or legal steps to prevent you from using the Services.

7.4 Upon the termination or expiration of this Agreement: (a) all licenses
granted to Customer hereunder shall immediately terminate; and (b) each Party
shall, at the other Party’s option, return or destroy all copies of Confidential
Information or other material then in its possession owned solely by such other
Party and upon written request provide written certification by an authorized
officer of such destruction. Upon the termination or expiration of this
Agreement the definitions contained herein and the following Sections 1, 3, 6,
7.3, 8, 9, 10, 11, 12 and any payment obligations incurred prior to the
termination or expiration of this Agreement shall survive such termination or
expiration.


8. INDEMNITY.

Accredible shall defend any claim, suit or proceeding brought against Customer
so far as it is based on a claim that Customer’s authorized use of the
Certificate Cloud Services hereunder infringes any copyright, trade secret right
or United States patent (existing as of the Agreement Start Date). As a
condition to such defense, Customer will provide Accredible with prompt written
notice of the claim and permit Accredible to control the defense, settlement,
adjustment or compromise of any such claim. Customer shall have no authority to
settle any claim on behalf of Accredible. The foregoing sets forth Customer’s
sole and exclusive remedy, for infringement or misappropriation by Accredible of
third-party intellectual property rights.


9. WARRANTY DISCLAIMER.

THE CERTIFICATE CLOUD SERVICES, DOCUMENTATION AND ANY SUPPORT SERVICES ARE
PROVIDED “AS IS”. ACCREDIBLE AND ITS SUPPLIERS DISCLAIM ALL WARRANTIES AND
CONDITIONS WHATSOEVER, EXPRESS, IMPLIED OR STATUTORY, INCLUDING WITHOUT
LIMITATION THE IMPLIED WARRANTIES OF TITLE, NON-INFRINGEMENT, MERCHANTABILITY,
AND FITNESS FOR A PARTICULAR PURPOSE. ACCREDIBLE DOES NOT AND CANNOT CONTROL THE
FLOW OF DATA TO OR FROM ACCREDIBLE’S NETWORK AND OTHER PORTIONS OF THE INTERNET.
ACCORDINGLY, ACCREDIBLE DISCLAIMS ANY AND ALL LIABILITY ON ACCOUNT THEREOF.
Customer acknowledges that it has not entered into this Agreement in reliance
upon any warranty or representation except those specifically set forth herein.


10. LIMITATION OF LIABILITY.

EXCEPT FOR BREACH OF SECTION 2.1, 2.2 OR 11, OR CUSTOMER’S FAILURE TO COMPLY
WITH SECTION 6, IN NO EVENT SHALL: (A) EITHER PARTY BE LIABLE FOR ANY SPECIAL,
INCIDENTAL OR CONSEQUENTIAL DAMAGES (INCLUDING BUT NOT LIMITED TO SUCH DAMAGES
ARISING FROM BREACH OF CONTRACT OR WARRANTY OR FROM TORT (INCLUDING NEGLIGENCE)
OR STRICT LIABILITY), OR FOR INTERRUPTED COMMUNICATIONS, LOST DATA OR LOST
PROFITS, ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT; AND (B) EITHER
PARTY’S TOTAL LIABILITY FOR DAMAGES HEREUNDER EXCEED, IN THE AGGREGATE, THE
AMOUNTS PAID TO ACCREDIBLE BY CUSTOMER TWELVE (12) MONTHS IMMEDIATELY PRIOR TO
THE FIRST OCCURRENCE TO THE EVENTS GIVING RISE TO THE IMPOSITION OF LIABILITY
HEREUNDER. CUSTOMER AND ACCREDIBLE AGREE THAT THE LIMITATIONS SPECIFIED IN THIS
SECTION 10 SHALL APPLY NOTWITHSTANDING ANY FAILURE OF THE ESSENTIAL PURPOSE OF
THIS AGREEMENT OR ANY LIMITED REMEDY HEREUNDER.


11. CONFIDENTIAL INFORMATION.

11.1 Any information that is transmitted by one Party (the “Disclosing Party”)
to the other (the “Receiving Party”) hereunder and: (a) if in written form, is
marked “confidential” or with a similar legend by the Disclosing Party before
being furnished to the other; or (b) if disclosed orally or visually is
identified as such prior to disclosure and summarized, in writing, by the
Disclosing Party to the Receiving Party within thirty (30) days, shall be deemed
to be the confidential information of the Disclosing Party for purposes of this
Agreement (“Confidential Information”). Each Receiving Party expressly
undertakes to retain in confidence and not to disclose to any third party any
such Confidential Information received from the Disclosing Party hereunder. Each
Receiving Party further agrees to make no use of such Confidential Information
except as necessary to exercise the rights or fulfil the obligations expressly
granted under this Agreement. Each Receiving Party shall take reasonable steps
to prevent unauthorized disclosure or use of the Disclosing Party’s Confidential
Information and to prevent such Confidential Information from falling into the
public domain or into the possession of any unauthorized person. The Receiving
Party shall not disclose Confidential Information of the Disclosing Party to any
person or entity other than its officers, employees and legal or accounting
advisors who need access to such Confidential Information in order to affect the
intent of this Agreement and who have entered into written confidentiality
agreements with such Party which protects the Confidential Information of the
Disclosing Party. The Receiving Party shall immediately give notice to the
Disclosing Party of any unauthorized use or disclosure of Disclosing Party’s
Confidential Information. The Receiving Party agrees to assist the Disclosing
Party in remedying such unauthorized use or disclosure of its Confidential
Information.

11.2 Confidential Information shall not include information that: (a) was in the
public domain at or subsequent to the time it was communicated to the Receiving
Party by the Disclosing Party through no fault of the Receiving Party; (b) was
rightfully in the Receiving Party’s possession free of any obligation of
confidence at or subsequent to the time such portion was communicated to the
Receiving Party by the Disclosing Party; (c) was developed by employees or
agents of the Receiving Party independently of and without reference to any
information communicated to the Receiving Party by the Disclosing Party; or (d)
was communicated by the Disclosing Party to an unaffiliated third party free of
any obligation of confidence.


12. GENERAL PROVISIONS.

12.1 This Agreement shall be governed by laws of the State of California,
without giving effect to any conflicts of laws provisions that would require the
application of the laws of a different state. The Parties hereby submit to the
jurisdiction of, and waive any venue objections against, the United States
District Court for the Northern District of California, San Jose Division, and
the Superior and Municipal Courts of the State of California, Santa Clara
County, in any litigation arising out of this Agreement.

12.2 Except as expressly provided herein, all rights and remedies conferred
under this Agreement or by any other instrument or law shall be cumulative and
may be exercised singularly or concurrently. Failure by either Party to enforce
any contract term shall not be deemed a waiver of future enforcement of that or
any other term.

12.3 Any notice or reports required or permitted to be given under this
Agreement shall be given in writing and shall be delivered via email, in person,
facsimile transmission or by certified or registered mail, postage prepaid,
return receipt requested, and shall be deemed given upon personal delivery,
three (3) days after deposit in the mail or upon acknowledgment of receipt of
facsimile transmission. Notices shall be sent to the individuals executing this
Agreement at the addresses first set forth above or such other address as either
Party may specify in writing.

12.4 Customer shall not assign, voluntarily, by operation of law, or otherwise,
any rights, or delegate any duties, under this Agreement without Accredible’s
prior written consent. Accredible may without Customer’s consent, assign all or
any part of its rights and duties under this Agreement pursuant to a corporate
reorganization, or to any entity with whom Accredible merges, which Accredible
acquires or is acquired by, or to whom Accredible sells all or substantially all
of its assets to which this Agreement relates. Subject to the foregoing, this
Agreement will bind and inure to the benefit of the parties and their respective
successors and permitted assigns.

12.5 The Parties are independent contractors and nothing contained in this
Agreement shall be construed as creating any agency, partnership, or other form
of joint enterprise between the Parties.

12.6 Customer consents to Accredible’s use of Customer’s name and logo in
routine customer lists appearing on Accredible’s website, various marketing
materials or internal and external presentations.  Notwithstanding the
foregoing, Accredible may use Customer’s name, logo and a description of
Accredible solutions provided to Customer in Accredible case studies and press
releases, during the Term of this Agreement, provided that Accredible submits
proposed content to Customer for review prior to use. Customer may object to any
proposed use in its absolute discretion and shall have the right to modify or
revoke any use of its name and logo at any time. Accredible’s use of Customer’s
name and logo does not create any ownership right therein and all rights not
granted to Accredible are reserved by Customer. 

12.7 Neither Party shall be liable hereunder by reason of any failure or delay
in the performance of its obligations hereunder (except for the payment of
money) on account of: (a) any provision of any present or future law or
regulation of the United States or any Applicable Law that applies to the
subject matter hereof; and (b) strikes, shortages, riots, insurrection, fires,
flood, storms, explosions, acts of God, war, government action, acts of
terrorism, earthquakes, power outages or any other cause which is beyond the
reasonable control of such Party.

12.8 If any provision of this Agreement shall be unenforceable or invalid under
any Applicable Law or be so held by applicable court decision, such
unenforceability or invalidity shall not render this Agreement unenforceable or
invalid as a whole, and, in such event, such provisions shall be changed and
interpreted so as to best accomplish the objectives of such unenforceable or
invalid provision within the limits of Applicable Law or applicable court
decisions.

12.9 This Agreement may be executed in two (2) or more counterparts, each of
which shall be deemed an original, but all of which together shall constitute
one and the same instrument. Facsimiles shall be treated as originals.

12.10 The section headings and captions of this Agreement are included merely
for convenience of reference. They are not to be considered part of, or to be
used in interpreting this Agreement and in no way limit or affect any of the
contents of this Agreement or its provisions.

12.11 Notwithstanding anything to the contrary in this Agreement, to the extent
there is a conflict or inconsistency between these Terms and the Service
Contract or any applicable Ordering Document, the following order of precedence
shall govern and control any such conflict (unless such term(s) contradict a
requirement under Applicable Law in which case such requirement shall prevail):
(1) the applicable Ordering Document; (2) the Service Contract (3) these Terms.
For the avoidance of doubt, in the event of any such conflict, all
non-conflicting terms of these Terms shall remain in full force and effect. 

12.12 The Agreement, including all exhibits, addenda and any attachments to the
Agreement, constitutes the entire agreement between the Parties relating to this
subject matter and supersedes all prior or simultaneous representations,
discussions, negotiations, and agreements, whether written or oral. Except as
expressly provided, the Agreement may not otherwise be amended except through
mutual written agreement by a duly authorized representative of each Party.

Last Updated: May 25, 2022

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