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Content Partner Terms

Last updated on February 7, 2021.

Wiser’s mission is to help healthcare professionals worldwide stay on top of their profession by simplifying access to certified continuous professional development (“CPD”) through a state-of-the-art platform finally centralizing content partners for our growing community’s learning benefit. Wiser is quickly gaining traction with healthcare organizations and speakers and their ensuing user base as we provide them with the innovative and forward-thinking ecosystem of applications that ensures a comfortable continuing medical education (“CME”) / CPD streaming experience, finally meeting user expectations for such video platforms. Moreover, we provide healthcare organizations and speakers with a new Pay-per-view revenue stream as we unlock the true potential of their content previously held behind closed doors by  making it accessible to the global healthcare community. 

By signing up for a Content Partner Account (as defined in Section 3) on the Wiser platform, you agree to abide by these Content Partner Terms ("Terms"). These Terms cover details about the aspects of the Wiser platform relevant to Content Partners and are incorporated by reference into our Terms of Use, the general terms that govern the use of our Services. Any capitalized terms that aren't defined in these Terms are defined as specified in the Terms of Use.

As used in the Terms of Use, “we”, “us”, “our” and “Wiser” means Wiser CPD Inc., a Canadian Corporation, with its principal place of business located at 5243 rue Bannantyne, Montreal, Quebec, H4H 1E6.

As a Content Partner, you are contracting directly with Wiser regardless of whether Wiser’s third party payment processor facilitates payments to you.

You must read, agree with, and accept all of the terms and conditions contained or expressly referenced in the Terms of Use, including our Acceptable Use Policy, our Privacy Policy and if applicable, the Sponsorship Terms  before you may sign up for a Content Partner Account or use any Wiser Services.

Please read carefully the following Terms, including any document referred to in these Terms, for the complete picture of your legal requirements.

1.       Definitions

The following terms have the meaning set forth below:

 (“Administrator”) means any person, individual, employee or contractor the Content Partner authorized to sign up on the Platform, authorized to access the Platform, authorized to submit, to modify or to moderate Content on behalf of the Content Partner.

 (“Affiliate”) means any entity that directly or indirectly controls, is controlled by, or is under common control with the subject entity.

(“Content”) means the proprietary continuing professional education material and intellectual property associated with pre-recordings (conferences and keynotes) or live event streams comprised of information, text, written content, biographies, images, video files, live video streams, graphics, keynote slides, PDFs, audio files, bibliography references, website references submitted by the Content Partner to Wiser for the intent of the Services on the Platform.

(“Content Partner”) means the party, including its Affiliates and its Administrators, entering into a Content Partner Agreement with Wiser, or otherwise signing up to become a Content Partner in order to provide Content.

(“CPD”) means continuing professional development.

(“Fees”) means the amounts payable by a Professional to Wiser for access to the Services.

(“Follower”) means any Professionals actively subscribing to a Content Partner’s account Content updates or to a Speaker’s account Content update yet to be claimed as Content Partner. However, Followers exclude all Members of the Content Partner. 

(“Member”) means any Professional that can be identified as part of the Content Partner’s organization structure as per the validation provided by a submitted list or the Services.

(“Membership Status”) means the specific state, rank, distinction or role given to a Member as part of the Content Partner’s organization structure providing possible benefits, discounts or specific prices offered on the Content.

(“Personal Data”) means any personal data that a Professional or a Visitor submits into the Services.

(“Platform”) means a digital platform developed and owned by Wiser, composed of the Wiser website, the Wiser mobile applications, the Wiser TV applications and the Wiser APIs for the purpose of offering the Services.

(“Professional”) means an individual healthcare professional entering into a Purchase Form with Wiser, or otherwise signing up as a user on the Platform to use the Services.

(“Purchase Form”) means the purchase document mutually executed by Wiser and a Professional, including electronic purchases submitted by Professionals specifying: (1) the Fees payable by a Professional to Wiser for provision of the Services, (2) the duration of the Services to be provided by Wiser to a Professional, and (3) other billing and payment information regarding Wiser’s provision of the Services to a Professional.

(“Services”) means any features provided by the Platform to handle an account and to browse, to navigate, to publish, to promote, to sell, to purchase, to identify as a Member, to stream, to broadcast, to watch or to interact with Content for the purpose of individual continuing professional development.

(“Speaker”) means any person, individual or entity actively engaged in delivering the continuing professional development material in the Content, from which the Content Partner has expressly been granted the right to use its name, image and intellectual property for the purpose of providing continuing professional education on the Platform. The Speaker may also be a Content Partner. 

(“Visitor”) means any person, individual or entity using the Platform to browse or to navigate Content prior to being authenticated as a Professional or a Content Partner. 

2.       Content Partner Account Terms

To access and use the Services, you must sign up for a Wiser account (“Account”) by providing your first name, last name, if applicable, the full legal name of the organization you represent, a valid email address, and any other information indicated as required. Wiser may reject your application for an Account, or cancel an existing Account, for any reason, in our sole discretion.

You must be the older of: (i) 18 years, or (ii) at least the age of majority in the jurisdiction where you reside and from which you use the Services to open an Account.

You confirm that you are receiving any Services provided by Wiser for the purpose of providing Content as a Content Partner.

You acknowledge that Wiser will use the email address you provide on opening an Account or as updated by you from time to time as the primary method for communication with you. You must monitor the primary Account email address you provide to Wiser and your primary Account email address must be capable of both sending and receiving messages. Your email communications with Wiser can only be authenticated if they come from your primary Account email address.

3.       Content Partner Obligations

As a material inducement for Wiser to enter these Terms, you represent and warrant that:

  • you will provide and maintain accurate account information;
  • you will provide and maintain accurate information for the Content that you submit and publish on the Platform including a short description, pictures, list of Speakers, list of associated topics, original video languages, release dates, live event dates, pertinent information related to accreditation (type of credits, total accredited hours, expiration date, accrediting organization, accreditor’s activity ID), pre-tests, post-tests, answers,  forms, evaluations,  resources, bibliography and third-party website references;
  • you are responsible for all Content submitted to the Platform or data uploaded, collected, generated, stored, displayed, distributed, transmitted or exhibited on or in connection with your Account;
  • you own or have the necessary licenses, releases, rights, consents, permissions, and authority to authorize Wiser to use, sell, promote, stream and broadcast your Content;
  • you acknowledge having been granted the permission and agreement by the said speakers submitted in the Content Submission Form for whom Wiser may build new Speaker Profile pages on behalf of or may tie their pre-existing Speaker Profile to the submitted Content;
  • your Content will not infringe or misappropriate any third party's intellectual property rights;
  • you understand and will comply with all applicable laws and regulations in your location as well as all laws and regulations applicable to the Platform, and applicable to its use of the Platform;
  • notwithstanding anything to the contrary in these Terms, you are solely responsible for the payment of all government, state, and local taxes, levies or any other similar fees related to revenues generated on or through the Platform;
  • you have the required qualifications, credentials, and expertise (including education, training, knowledge, and skill sets) to provide quality CPD through your Content and use of the Services; 
  • provided that when you submit and publish Content as accredited, you will submit a  proof of the pertinent information related to accreditation (type of credits, total accredited hours, expiration date, accrediting organization, accreditor’s activity ID) and can submit such proof at any time by email when called upon by Wiser;
  • you understand that you don’t have a direct contractual relationship with Professionals, so the only information you'll receive about them is what is provided to you through the Services;
  • you agree that any breach or threatened breach of these Terms may cause immediate and irreparable harm to Wiser which would not be adequately compensated by monetary damages and that Wiser may seek injunctive relief, specific performance, and/or other equitable relief as a remedy for any such breach or anticipated breach without the necessity of posting a bond or other security.

You warrant and agree that you will not:

  • post or provide any inappropriate, offensive, racist, hateful, sexist, pornographic, false, misleading, incorrect, infringing, defamatory or libelous Content or information;
  • misrepresent, nor make any false or misleading statement about any of your Content, accreditation related thereto, your expertise, credentials and professional title;
  • reproduce, duplicate, copy,  create derivative works, decompile, reverse engineer, hack into any software applications or related tools or utilities used by the Platform, introduce any computer code, file, or program that may damage or hinder the Platform and the Services, scrape, spider, or utilize other automated means of any kind to access the Content, use the Platform in order to build a competitive product to the Platform, sell, resell or exploit any portion of the Platform, use of the Services, or access to the Services without the express written permission by Wiser;
  • purchase search engine or other pay per click keywords (such as Google Ads), or domain names that use Wiser or Wiser trademarks and/or variations and misspellings thereof;
  • use the Services for any illegal or unauthorized purpose nor may you, in the use of the Services, violate any laws in your jurisdiction (including but not limited to copyright laws) or the laws of Canada and the Province of Quebec; 
  • post or transmit any unsolicited or unauthorized advertising, promotional materials, junk mail, spam, or any other form of solicitation (commercial or otherwise) through the Services or to any Professionals;
  • use the Platform for a purpose other than providing quality continuing professional development Content to Professionals;
  • engage in any activity that would require us to obtain licenses from or pay royalties to any third party, including the need to pay royalties for the public performance of a musical work or sound recording;
  • frame or embed the Platform and Services (such as to embed a free version of some Content) or otherwise circumvent the Services;
  • impersonate another person or gain unauthorized access to another person's Account;
  • interfere with or otherwise prevent other Content Partners from providing Content or using the Platform and Services;
  • use the data you receive for any purpose other than providing the Services to those Professionals on the Platform, and that you won't solicit additional personal data or store Professionals' Personal Data outside the Wiser platform. You will indemnify Wiser against any claims arising from your use of Professionals' personal data;
  • hold us responsible towards any failure or delay in performance caused by circumstances beyond its control, including, without limitation, natural disasters, fires, flooding, pandemics, labour disputes, riots, interventions by civil or military authorities, acts of war, declared or not, terrorism, failures of utilities and public services, failure of telecommunications services and other unpredictable events;
  • abuse Wiser resources, including support services.

4.       License to Wiser

By submitting or posting Content on or through the Platform, you grant us a worldwide, revocable, non-exclusive, royalty-free license (with the right to sublicense) to provide, stream, broadcast and sell your Content (including your name and image) on and through the Platform in any and all media or distribution methods (existing now or later developed). This license includes without limitation the right for Wiser or any third party it designates to run, use, copy, promote, reproduce, transmit, publish, excerpt, distribute, publicly display, publicly perform, communicate, bundle, create derivative works of (including the right to reduce downtime for quality purposes, to create a short trailer or to insert Wiser’s opening animation), host, index, cache, tag, encode, modify (including the right to modify for display and technical or practical purposes), arrange, translate, add captions, adapt (for streaming, downloading, broadcast, mobile, digital, thumbnail, scanning, accessibility purposes or other technologies) in any form or media now known or hereinafter developed, any Content, including any relevant data related thereto, uploaded by or for you on the Platform. You hereby represent and warrant that you have the right to grant the license stated above.

Unless otherwise agreed (including within our Promotions Policy), you have the right to remove all or any portion of your Content from the Platform at any time by sending a request at content@getwiser.com. Within 72 hours following the reception of such request, Wiser commits to cease the distribution and sale of additional sublicenses to Professionals and agrees to remove the Content from the Platform. However, sublicenses and rights given to Professionals before the Content's removal shall continue in accordance with the terms of those licenses for a total of 30 days as described in the Terms of Use. 

We may record all or any part of your Content for quality control and for delivering, marketing, promoting, demonstrating, or operating the Services. You grant Wiser permission to use your name, likeness, voice, and image in connection with offering, delivering, marketing, promoting, demonstrating, and selling the Services, your Content, or Wiser‘s content, and you waive any rights of privacy, publicity, or other rights of a similar nature, to the extent permissible under applicable law.

5.       Intellectual Property

For the purposes herein, the expression "Intellectual Property Rights" means all current and future rights related to (a) a patent, trademark, domain name, copyright, system, design, drawing, wireframe, blueprint, software, pdf, text document, electronic spreadsheet, software solution, application, source code, object code, compilation, know-how, information, invention, right of use, procedures, development, technical information, databases, algorithms, engineering or reverse engineering; (b) any technology, including, without limiting the generality of the foregoing, look and feel, back-end and front-end technology, programming, development, migration, conversion, data extraction, Internet, multimedia and network tools, database, operating system, patch, subpatch, process, program, subprogram, software, piece of software, compiler, report generator, library, data, code, documentation, note, expertise and technological know-how; (c) the registration and any application to register any of the foregoing intellectual property rights.

Wiser (or its third party licensors, as applicable) shall remain at all times the exclusive owner of the Platform and all Intellectual Property Rights related thereto ("Wiser’s IP Rights"), at the exclusion of any Intellectual Property Right related to the Content you submit as a Content Partner. 

For sake of clarity, you shall remain at all time the exclusive owner of the Intellectual Property Rights of the Content your submit on Platform. As described in the Terms of Use, Professionals granted access to your Content are provided with a sublicense to watch and interact with the Content for the sole purpose of personal CPD and are expressly forbidden from copying, reproducing, modifying, streaming,  broadcasting, sublicensing, selling or your Content, except otherwise permitted pursuant to applicable copyright laws.   

6.       Deleting your Account

You may terminate at any time these Terms by sending a request to delete your Account at content@getwiser.com. Within 72 hours following the reception of such a request, Wiser commits to delete your Account, to cease the distribution and sale of additional sublicenses to Professionals and agrees to remove the Content from the Platform. However, sublicenses and rights given to Professionals before the Content's removal shall continue in accordance with the terms of those licenses for a total of 30 days as described in the Terms of Use.

This termination does not end your obligations towards Wiser or its partners under the Terms of Use or these Terms.

7.       Data Location and Storage

You hereby acknowledge and agree that the Content and the Data uploaded, transmitted, shared or stored through the Platform will be hosted on servers located in Canada and in the United States of America. 

You also acknowledge and agree that the Content and the Data uploaded, transmitted, shared or stored through the Platform may be processed by Wiser’s third-party service providers to help Wiser adequately provide the Platform and related services.

8.       Pricing Policy

8.1 Submitting Content is Free

Using the Platform to add, submit, post new pre-recorded conferences and keynotes or to schedule, allow registration for, stream live events on Wiser is always free of charge for all our Content Partners to provide the Services.

8.2 Base Price

When you submit Content, you have sole discretion on how the Content is priced (“Base Price”). However, the minimum price for Content is currently established at 9 monetary units (“Minimum Base Price”) meaning that when you submit the Content Base Price, you must choose a currency from the list of supported currencies below, however you shall set the Content Base Price at a minimum of $9 CAD, $9 USD, €9 EUR, £9 GBP, $9 AUD.

8.3 Supported Currencies

The Platform supports transactions in these currencies: CAD, USD, EUR, GBP, AUD. When browsing Content, the Platform displays the converted Base Price into the Professional’s currency of preference as based on the Professional’s current browser language localization and the daily conversion rate of a selected third-party currency converter. For a better browsing experience, all prices displayed before the Purchase Form are rounded up to the next monetary unit. However, when a Professional enters a Purchase Form and selects a personal credit card, the final subtotal price before applied taxes will reflect the Base Price converted to the currency supported by the credit card issuance country if available or it will default back to the currency selected upon submission of your Content Base Price. 

When a Professional purchases Content through our mobile applications, the mobile platform provider's will impose their own currency conversion rates, therefore conversions for the mobile app Base Prices may not match the conversions on the website.

8.4 Prices for Members of your organization

If applicable, when you submit Content, you may submit a personalized pricing list depending on your organization’s Membership Statuses, e.g. active member vs honorary member vs student etc. This will prove relevant for the Platform to dynamically apply such prices for your Members depending on their individual Membership Status.  Alternatively, you may choose to offer your Content for free for some specific Membership Statuses or for all of your Members.However, your Content shall be sold at the Minimum Base Price of 9 monetary units for all transactions involving non-members of your organization, i.e. all other Professionals of the Wiser community. Therefore, you can choose to submit and stream free Content to your own Members free of charge from Wiser, as long as this content is also offered to all other Wiser Professionals, non-members of your organization for a minimum of $9 CAD (if you previously selected CAD as your Base Price currency).

8.5 Authenticating your Members list 

Authenticating Members and validating their Membership Statuses on the Platform can be performed through our secure membership authentication Services and requires you to either: 

a) provide us at least yearly with an updated list ( via .xlsx, .csv, or another format of an electronic spreadsheet) of your current Members email addresses or a set of Members unique identifiers and related Membership Statuses by sending your list to content@getwiser.com ;

b) grant us with real-time access to data source, preferably your organization’s website membership area, database or organization API. 

At all times, your Members data and list will remain entirely confidential, encrypted and highly secure. Wiser does not keep or store your Members passwords nor any other pertinent Personal Data through the authentication Services to keep its liability to a minimum. Wiser is not allowed to use the Member’s list provided for it’s own benefit and shall only use the Members list solely for the purposes intended to provide the Services to the Content Partner Members on the Platform. At all times, Wiser shall not disclose the Members list to third-parties not duly authorized by the Content Partner. 

8.6 Prices for Members of another Content Partner

Provided that you have the rights, consents and permissions to do so and subject to Wiser’s approval, you may offer inter-organizational rebates to Members of another organization or association from Wiser’s growing list of Content Partners by notifying us of such discounts for specific Membership Statuses or all Members, still subject to the Minimum Price of $9 CAD for all non-members of your organization.

8.7 Transaction Taxes

If a Professional purchases a sublicense to your Content in a country that requires Wiser to remit national, state, or local sales or use taxes, value added taxes (VAT), or other similar transaction taxes, the Platform will collect those taxes (“Transaction Taxes”) through the Purchase Form.

It is your sole responsibility to remit any and all applicable sales taxes to the applicable tax authorities; it is your personal responsibility to disclose your earnings to your relevant tax authority and you must ensure that it is paying the correct amount of tax. Notwithstanding the foregoing, where legally required, Wiser may withhold the sale taxes and remit them directly to the concerned tax authorities. In such cases, no sale taxes will be remitted to the Content Partner. 

Notwithstanding anything to the contrary hereunder, you hereby undertake to hold harmless and to indemnify Wiser, its affiliates and its agents, from any claims made against us by third parties, including tax authorities, in regard of any sale taxes, or any withholding thereof, with respect to your Content purchased by, or sublicensed to Professionals. 

8.8Promotional Offers

From time to time, Wiser may offer you to establish flash sales, special promotional offers and bundle pricing to increase your Content sales (“Promotional Sales”). Such programs are always optional.

8.9 Sponsored Campaign (coming soon)

In a near future, you may opt in to make yourself eligible for content sponsorship opportunities by agreeing to the Sponsorship Terms If you do elect to receive sponsorship opportunities, Wiser may, from time to time, offer you to have your Content sponsored by a specific organization interested in helping you grow your audience and augment your Content’s reach by now granting free access to your accredited Content to your Members or to all Professionals on Wiser. For the duration of the Campaign, you will therefore agree to waive the initial Base Price as the Content will be subject to the sponsored pay-per-view model specified in the Sponsored Campaign agreed upon between you, Wiser and the sponsor willing to pay-per-view for a limited time. Your revenue share throughout the Sponsored Campaign will follow the same terms specified for transactions with your Members (9.2) or with Professionals of the Wiser community (9.3).

9.       Payments

9.1 Net Amount

When a student purchases your course, we calculate the gross amount of the sale as the amount actually received by Wiser from the student ("Gross Amount"). From this, we subtract any Transaction Taxes, any mobile platform fees applied to mobile provider checkout sales, a 2.9% + $0.25 CAD third-party payment-processor fee (except in Japan, where we subtract a 4% fee) for any non-mobile provider checkout sales to calculate the net amount of the sale ("Net Amount").

9.2 Revenue Share on Transactions with Your Members

Starting today, you can leverage our Platform’s forward-thinking user experience to provide Content to your organization’s Members.Wiser will assess and collect fees to maintain and expand the Platform and provide the Services (“Platform Fee”). As discussed in section 7.5, if you have provided us with means to authenticate your Members as part of your organization, Platform Fees for transactions involving your Members will depend on your total count of authenticated Members. 

To provide you with more time to increase your total count of Members throughout the month, we will collect our Platform Fees based on your total count of authenticated Members at the end of each month (“Members Total”). Thus, Platform Fees collected on monthly revenues provided by transactions with your Members shall be of;

15% for Content Partners with a Members Total of 0 – 999;

10% for Content Partners with a Members Total of 1000 – 19 999;

8% for Content Partners with a Members Total of more than 20 000.

Each month, we will calculate your revenue share for sale transactions with your Members by subtracting the above Platform fees from the total Net Amounts. Your monthly revenue report will show your revenue share made through the sales of Content to your Members. 

9.3 Revenue Share on Transactions with Professionals of the Wiser Community

Starting today, you can leverage our Platform’s community of Professionals to increase your reach and your Content sales. Wiser will assess and collect fees to maintain and expand the Platform and provide the Services (“Platform Fee”). Platform Fees for transactions involving Professionals of the Wiser community, meaning transactions with all Wiser Professionals that are not authenticated as part of your Organization will depend on your total count of Followers (Professionals actively subscribing to your Account excluding your Members)

To provide you with more time to increase your total count of Followers throughout the month, we will collect Platform Fees based on your total count of Followers at the end of each month (“Followers Total”). Thus, Platform Fees on monthly revenues provided by transactions with Professionals of the Wiser community shall be of;

** Limited Early Bird Promotion ** For a limited time, all Content Partners onboarding early on Wiser get direct access to our lowest Platform fees of 20% for all transactions with Professionals of the Wiser Community (excluding your organization authenticated members).

50% for Content Partners with a Followers Total of 0 – 99;

40% for Content Partners with a Followers Total of 100 – 249;

35% for Content Partners with a Followers Total of 250 – 499;

30% for Content Partners with a Followers Total of 500 – 999;

27.5% for Content Partners with a Followers Total of 1 000 – 2 499;

25% for Content Partners with a Followers Total of 2 500 – 4 999;

22.5% for Content Partners with a Followers Total of 5 000 – 9 999;

20% for Content Partners with a Followers Total of more than 10 000. ** Limited Early Bird Promotion **

Each month, we will calculate your revenue share for sale transactions with Professionals of the Wiser community by subtracting the above Platform fees from the total Net Amounts. Your monthly revenue report will show your revenue share made through the sales of Content to the Professionals of the Wiser community.

9.4 Payment Schedule

Wiser makes all Content Partners payments in Canadian dollars (CAD) regardless of the currency with which the sale was made. We will assume transaction processing fees, excluding foreign currency conversion fees and wiring fees. Your monthly revenue report will show your total revenue share (in your preferred currency), your converted revenue share (in CAD) to be paid as well as taxes to be transferred.

Payments to Content Partners are made on a monthly basis for the preceding month’s revenue share, on the 28th day of each month, provided that the balance due exceeds the minimum amount required for payments of $10 CAD. In most cases, the payment may take up to two business days to reach your bank account provided, however, the payment or portion of the payment may be temporarily delayed or withheld by Wiser in certain cases pursuant to Section 9.5. Days begin at 12 AM Eastern Time Zone ("ET") and end at 11:59 PM ET. If the balance due does not exceed the minimum amount required, the balance will carry forward to the following remittance period, and so on. 

As a Content Partner, you are responsible for determining whether you are eligible to be paid by a Canadian company. We reserve the right not to pay out funds in the event of identified fraud, violations of intellectual property rights, or other violations of the law.

For us to pay you in a timely manner, you must keep your Account’s banking information accurate. You must also provide any identifying information or tax documentation (such as a W-9 or W-8, state or country tax numbers) necessary for payment of amounts due, and you agree that we have the right to withhold appropriate taxes from your payments. We reserve the right to withhold payments or impose other penalties if we do not receive proper identifying information or tax documentation from you.  We emphasise that this information is not intended and should not be used as legal advice. If you are unsure as to your tax responsibilities, then you should seek advice from experts on this subject. You understand and agree that you are ultimately responsible for any taxes on your income.

9.5 Monthly Payout to a Charity or Non-Profit Organization

You may ask for Wiser to donate on your behalf a percentage of your revenue share monthly to a single charity or non-profit organization of your choice by sending a request at content@getwiser.com. In order to do so, Wiser will connect the non-profit organization bank account to your Wiser Account and proceed to the scheduled payouts monthly unless you expressly send us an email request to stop. By proceeding with this monthly charitable payout, you also agree that Wiser will subtract from your revenue share a) $3 CAD monthly; b) 0.25% of the amount sent; and c) $0.25 CAD per payout sent monthly for payment processing purposes. Your monthly revenue report will show this charge subtracted from your monthly revenue. If you ask, Wiser may, at our sole discretion, agree to help and side with you in funding your selected Charity or Non-Profit Organization with a percentage of our Platform Fees perceived monthly on your Content Partner Account revenues. Wiser reserves the right to refuse to service your request for such Account connections. 

9.6 Refunds

You acknowledge and agree that Professionals have the right to receive a refund, as detailed in the Terms of Use. You will not receive any revenue from transactions for which a refund has been granted under the Terms of Use.

If a Professional asks for a refund after we have paid the relevant Content Partner payment, we reserve the right to either (1) deduct the amount of the refund from the next payment sent to the Content Partner or (2) where no further payments are due to the Partner or the payments are insufficient to cover the refunded amounts, require the Content Partner to refund any amounts refunded to Professionals for the Content sales. All refunds will be detailed in your monthly revenue report. 

9.7 Final Payout

If you decide to close your Account, which you can do at any time, Wiser will remit your remaining balance in whole on the next planned remittance period (on the 28th of the following month), subject to the following. Notwithstanding the foregoing, Wiser will not pay or attempt to pay your balance if it is of less than $10 CAD. By closing your Account, you expressly and irrevocably waive and forever renounce to any and all balances of less than $10 CAD for that Account. For sake of clarity, no balance will be reactivated or transferred for any reason whatsoever, including if you decide to reopen a closed Account or create a new one. 

9.8 Sponsored Campaign

At all times, you may opt in to make yourself eligible for content sponsorship opportunities by agreeing to the Sponsorship Terms when signing up for your Content Partner Account and through your Content Partner Account settings. If you do elect to receive sponsorship opportunities, Wiser may, from time to time, offer you to have your Content sponsored by a specific organization interested in helping you grow your audience and augment your Content’s reach by now granting free access to your Content to all Professionals on Wiser. For the duration of the Campaign, you therefore agree that payments should follow the payment schedule specified in the Sponsored Campaign agreed upon between you, the sponsor and Wiser. 

10.       Wiser Rights

  • We reserve the right to modify, improve, update, expand, replace, refuse access to, suspend or discontinue the Platform, for all or part of it, in its sole discretion. All of these changes shall be effective upon their posting on the Platform or upon email notification to the Content Partner unless otherwise noted. Upon discontinuing the Platform, Wiser will send email notifications to all Content Partners 60 days in advance. Not all Services and features are available in every jurisdiction and we are under no obligation to make any Services or features available in any jurisdiction.
  • We reserve the right to refuse service to anyone for any reason at any time.
  • We may, but have no obligation to, remove Content and suspend or terminate Accounts if we determine in our sole discretion that the Content offered through, or uploaded or posted to the Platform, violates our Acceptable Use Policy or these Terms.
  • We reserve the right to remove Content, suspend Accounts, suspend payouts, and/or terminate a Content Partner Account for any reason at any time, without prior notice, including in cases where:
    • a Content Partner or Content does not comply with our policies or legal terms (including the Terms of Use)
    • some Content falls below our quality standards or has a negative impact on the Professional experience;
    • a Content Partner engages in behavior that might reflect unfavorably on Wiser or bring Wiser into public disrepute, contempt, scandal, or ridicule;
    • a Content Partner engages the services of a marketer or other business partner who violates Wiser's policies;
    • a Content Partner engages in verbal or written abuse of any kind (including threats of abuse or retribution) of any Wiser customer, Wiser employee, member, or officer.
  • We reserve the right to pre-screen Content and it is in our sole discretion to refuse or remove any Content from the Platform and Services.
  • We reserve the right to interrupt, at any moment, for maintenance purposes or other, including equipment malfunctions, periodic maintenance procedures or repairs, causes beyond the reasonable control of Wiser or that are reasonably unforeseeable by Wiser, including, without limitation, force majeure, interruption or failure of telecommunication or digital transmission links, hostile network attacks, network congestion or other failures, momentarily, temporarily or definitely, access to the Platform or your Account, in whole or in part, and Wiser cannot be held liable for any such interruption or unavailability.
  • We reserve the right to provide our services to other Content Partners, your potential competitors and make no promise of exclusivity in any particular market segment. You further acknowledge and agree that Wiser employees and contractors may also be Wiser Content Partners and that they may compete with you, although they may not use your Confidential Information (as defined in Section 11) in doing so.
  • In the event of a dispute regarding Account ownership, we reserve the right to request documentation to determine or confirm Account ownership. Documentation may include, but is not limited to, a scanned copy of your business license, government issued photo ID, the last four digits of the credit card on file, your status as an employee of an entity, etc.
  • We reserve the right to determine, in our sole judgment, rightful Account ownership and transfer an Account to the rightful Content Partner Administrator. If we are unable to reasonably determine the rightful Administrator, without prejudice to our other rights and remedies, Wiser reserves the right to temporarily disable an Account until resolution has been determined between the disputing parties.

11.Wiser’s Responsibilities and Limitation of Liability

You expressly understand and agree that, to the extent permitted by applicable laws, Wiser shall not be liable for any direct, indirect, incidental, special, consequential or exemplary damages, including but not limited to, damages for loss of profits, goodwill, use, data or other intangible losses resulting from the use of or inability to use the Platform.

To the extent permitted by applicable laws, in no event shall Wiser or our suppliers be liable for lost profits or any special, incidental or consequential damages arising out of or in connection with our site, our Services or these Terms(however arising including negligence). You agree to indemnify and hold us and (as applicable) our parent, subsidiaries, affiliates, Wiser partners, officers, directors, agents, employees, and suppliers harmless from any claim or demand, including reasonable attorneys’ fees, made by any third party due to or arising out of your breach of these Terms of Use or the documents it incorporates by reference (including the AUP), or your violation of any law or the rights of a third party.

Your use of the Platform and Services is at your sole risk. The Services are provided on an “as is” and “as available” basis without any warranty or condition, express, implied or statutory.

You may add links or hyperlinks to other sites or content operated by third parties websites for bibliography, learning material or for reference purposes on your Content through the Content Submission Form. Wiser has no control over the content or performance of said sites and cannot be held liable for their content or practices, including, without limitation, regarding privacy. Wiser does not endorse nor assume any responsibility in connection with material or content found on these external websites and is not associated with their operators. When you click a link to a third-party website, you must read the terms of use and other policies applicable to the external website.

Wiser does not warrant that the Platform and the Services will be uninterrupted, timely, secure, or error-free.

Wiser does not warrant that the results that may be obtained from the use of the Services will be accurate or reliable.

Wiser is not responsible for any of your tax obligations or liabilities related to the use of Wiser’s Services.

Wiser does not warrant that the quality of any products, services, information, or other Content purchased or obtained by you through the Services will meet your expectations, or that any errors in the Services will be corrected.

Wiser is not responsible for delay or failure of our performance of any of the Services caused by events beyond our reasonable control, like an act of war, hostility, or sabotage; natural disaster; electrical, internet, or telecommunication outage; or government restrictions.

12.       Confidentiality

Confidential Information” shall include, but shall not be limited to, any and all information associated with a party’s business and not publicly known, including specific business information, technical processes and formulas, software, customer lists, prospective customer lists, names, addresses and other information regarding customers and prospective customers, product designs, sales, costs (including any relevant processing fees), price lists, and other unpublished financial information, business plans and marketing data, and any other confidential and proprietary information, whether or not marked as confidential or proprietary. Wiser’s Confidential Information includes all information that you receive relating to us, or to the Platform and Services, that is not known to the general public including information related to our security program and practices.

You and Wiser mutually agree to use the other party’s Confidential Information solely as necessary for performing its obligations under these Terms and in accordance with any other obligations in these Terms of Use including this Section 12. Each party agrees that it shall take all reasonable steps, at least substantially equivalent to the steps it takes to protect its own proprietary information, to prevent the duplication, disclosure or use of any such Confidential Information, other than (i) by or to its employees, agents and subcontractors who must have access to such Confidential Information to perform such party’s obligations hereunder, who each shall treat such Confidential Information as provided herein, and who are each subject to obligations of confidentiality to such party that are at least as stringent as those contained herein; or (ii) as required by any law, regulation, or order of any court of proper jurisdiction over the parties and the subject matter contained in these Terms, provided that, if legally permitted, the receiving party shall give the disclosing party prompt written notice and use commercially reasonable efforts to ensure that such disclosure is accorded confidential treatment. Confidential Information shall not include any information that the receiving party can prove: a) was already in the public domain, or was already known by or in the possession of the receiving party, at the time of disclosure of such information; b) is independently developed by the receiving party without use of or reference to the other party’s Confidential Information, and without breaching any provisions of these Terms; or c) is thereafter rightly obtained by the receiving party from a source other than the disclosing party without breaching any provision of these Terms.

13.       DMCA Notice and Takedown Procedure

Wiser supports the protection of intellectual property and asks Content Partners to do the same. It is our policy to respond to all notices of alleged copyright infringement. If someone believes that one of our Content Partners is infringing their intellectual property rights, they can send a DMCA Notice to Wiser’s dedicated email address copyrights@getwiser.com. Upon receiving a DMCA Notice, we may remove or disable access to the Content claimed to be a copyright infringement. Once provided with a notice of takedown, the Content Partner can reply with a counter notification by sending us an email if they object to the complaint. The original complainant has 14 business days after we receive a counter notification to seek a court order restraining the Content Partner from engaging in the infringing activity, otherwise we restore the material. For any requests regarding copyrights, including any questions related to the Digital Millennium Copyright Act, please contact us at copyrights@getwiser.com.

14.       Rights of Third Parties

Save for Wiser and its affiliates, Professionals, Content Partners or anyone accessing Wiser Services pursuant to these Terms of Use, unless otherwise provided in these Terms of Use, no person or entity who is not a party to these Terms of Use shall have any right to enforce any term of these Terms of Use, regardless of whether such person or entity has been identified by name, as a member of a class or as answering a particular description. For the avoidance of doubt, this shall not affect the rights of any permitted assignee or transferee of these Terms.

15.       Privacy & Data Protection

Wiser is firmly committed to protecting the privacy of your personal information and the personal information of Professionals and Content Partners. By using the Services, you acknowledge and agree that Wiser’s collection, usage and disclosure of this personal information is governed by our Privacy Policy.

16.       MISCELLANEOUS

16.1 Binding Agreement

You agree that by signing up for a Content Partner Account, accessing, or using our Services, you are agreeing to enter into a legally binding contract with Wiser. If you do not agree to these Terms, do not sign up, access, or otherwise use any of our Services.

If you are an Administrator accepting these Terms and using our Services on behalf of a company, organization, government, or other legal entity, you represent and warrant that you are authorized to do so.

16.2 Notices

The Content Partner may serve official notices to Wiser by sending an email to the following email address: content@getwiser.com. 

16.3 Trademarks

"GET WISER", "WISER CPD" and our primary logo that combines our brandmark, The Wiser Podium, and our wordmark, are trademarks or service marks of Wiser or its affiliates, or used by Wiser under license. All rights are reserved. Nothing herein shall be construed as a grant or assignment of any rights in any intellectual property owned by Wiser, including, without limitation, any of its current and future trademarks or service marks. No use of these marks shall be permitted except through the prior written authorization and permission of Wiser.

16.4 Jurisdiction and Applicable Law

These Terms shall be governed by and construed in accordance with the laws of the Province of Quebec and the federal laws of Canada applicable therein, and the application of the United Nations Convention of Contracts for the International Sale of Goods is expressly excluded. The parties irrevocably agree that the courts of Montreal, Quebec shall have exclusive jurisdiction to settle any dispute or claim that arises out of or in connection with these Terms or its subject matter or formation (including non-contractual disputes or claims). Before resorting to legal alternatives, we strongly encourage you to first contact us directly by email at support@getwiser.com to seek a resolution.

16.5 Indemnification

If you behave in a way that gets us in legal trouble, we may exercise legal recourse against you. You agree to indemnify, defend (if we so request), and hold harmless Wiser, our Affiliates, and their officers, directors, suppliers, partners, and agents from an against any third-party claims, demands, losses, damages, or expenses (including reasonable attorney fees) arising from (a) the Content you post or submit, (b) your use of the Platform and Services (c) your violation of these Terms, or (d) your violation of any rights of a third party. Your indemnification obligation will survive the termination of these Terms and your use of the Services.

16.6 No Class Actions

We both agree that we can each only bring claims against the other on an individual basis. This means: (a) neither of us can bring a claim as a plaintiff or class member in a class action, consolidated action, or representative action; (b) an arbitrator can’t combine multiple people’s claims into a single case (or preside over any consolidated, class, or representative action); and (c) an arbitrator’s decision or award in one person’s case can only impact that user, not other users, and can’t be used to decide other users’ disputes. If a court decides that this “No Class Actions” clause isn’t enforceable or valid, the rest of the Terms will still apply.

16.7 Entire Agreement

These Content Partner Terms (including any agreements and policies linked from these Terms which include the Terms of Use, the Privacy Policy,  the Applicable Use Policy and if applicable, the Sponsorship Terms) constitute the entire agreement between you and us. These Content Partner Terms set forth the entire agreement between the parties with respect to the subject matter hereof and supersedes all other written or oral agreements. If any provision of these Terms is held invalid under applicable law, such provision shall be ineffective only to the extent of such invalidity, without invalidating the remaining provisions of these Terms. The Terms are binding upon and inure to the benefit of the parties hereto and to their successors and permitted assigns.

16.8 Delay

A delay, omission or failure by Wiser to exercise a right or power resulting from these Terms cannot be considered a waiver by Wiser to exercise such right or power, which may be exercised at any time and against any person, nor constitute a waiver to exercise such right for any subsequent violation.

16.9 No Assignment

These Terms, and any rights and licenses granted hereunder, may not be transferred or assigned by the Content Partner, but may be assigned by Wiser without restriction. For the sake of clarity, you agree not to sell, transfer or assign your Content Partner Account or any Content Partner related rights without the express written consent of Wiser.

16.10 Relationship between us

You and we agree that no joint venture, partnership, employment, contractor, or agency relationship exists between us.

16.11 Updating These Terms

From time to time, we may update these Terms to clarify our practices or to reflect new or different practices (such as when we add new features), and Wiser reserves the right in its sole discretion to modify and/or make changes to these Terms at any time. If we make any material change, we will notify you using prominent means such as by email notice sent to the email address specified in your account or by posting a notice through our Services. Modifications will become effective on the day they are posted unless stated otherwise.

Your continued use of the Platform and Services after changes become effective shall mean that you accept those changes. Any revised Terms shall supersede all previous Terms.

16.12 Translations

Any version of these Terms in a language other than English is provided for convenience and you understand and agree that the English language will control if there is any conflict.

16.13 Survival

The following sections shall survive the expiration or termination of these Terms: Sections 3 (License to Wiser), 5 (Intellectual Property), 6 (Deleting your Account), 9.4 (Payment Schedule), 9.5 (Refunds), 9.6 (Final Payout), 11 (Wiser’s Responsibilities and Limitation of Liability), 12 (Confidentiality), 13 (DMCA Notice and Takedown Procedure)  and 16 (Miscellaneous).

16.14 How to Contact Us

The best way to get in touch with us is to contact our Support Team or by sending an email to content@getwiser.com

We would love to hear your questions, concerns, and feedback about our Services. 

Wiser’s team is available from Monday to Friday between 9h00am and 5h00pm EST. 

Stay on top of your profession. 


Wiser CPD Inc. 
5243 rue Bannantyne
Montréal, QC Canada H4H 1E6

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