Full Service Training Agreement

1.1 Provide instruction in the Courses and provide students of Classes (as defined below) with materials and access to equipment necessary for such instruction at the fees listed in the Quote (the “Fees”).

1.2 For each Instructor-led Course scheduling instance (“Class”), confirm the date, time and location of the Class in a Confirmation, as defined in Section 2.4 below.

1.3 Provide the number of Instructors necessary to achieve the applicable student/teacher ratio set forth in Section 2.4.

1.4 Provide written confirmation of Class dates, times, locations and any related changes to you.

1.5 Issue digital certificates, as applicable, for each Course participant who successfully completes all Red Cross Course requirements and provides a valid, unique email address.

2.1 Cooperate with the Red Cross in scheduling training on dates and at times and locations that are mutually acceptable to you and Red Cross.

2.2 Only schedule Classes to be conducted, and otherwise perform under this Agreement, within the United States of America and its territories (“U.S.”), as the Red Cross is only permitted to solicit, deliver services and provide program support within the U.S. Customer will only permit its personnel within the United States to take online-only Courses (“e-learning Courses”).

2.3 Contact the Red Cross’ point of contact no fewer than ten (10) business days prior to any desired Class date to request training on that date. Requests will include the name and telephone number of a point of contact for each Class location.

2.4 Identify the number of people to be trained at the relevant location(s) on each requested date. For each Class, you will receive an email confirmation from Red Cross (each a “Confirmation”) confirming the Class details.

2.5 Update the number of participants, as needed, at least three (3) business days before the Class date; provided, however, that if additional Instructors or Instructor Trainers are required due to increased class size, Red Cross will schedule one or more additional Classes if needed to preserve the ceiling, noted in Section 2.4 above, based on the number of students who may attend the Class.

2.6 Comply with, and communicate to Class participants, any requirements for Course participation which may be communicated by Red Cross to you from time to time, including (by way of example rather than limitation) health and safety precautions and active participation and certification requirements.

2.7 Provide classroom facilities for each Class having clean, safe and otherwise adequate space for participant seating and to practice Course skills, and adequate audiovisual training equipment. If you do not have standard audiovisual training equipment, you will notify the Red Cross point of contact when the Class is scheduled.

2.8 Ensure that students are on time to Class and engaged and present for the entire Class, it being understood that students who do not adequately participate, are not present for the entire Class, or otherwise fail to meet Course objectives, will not be certified.

3.1 You will pay a per person fee for each student attending each Class, and will pay for at least the minimum number of students per instructor stipulated under Section 2.4 above. (For example, in the case of a Standard Basic Level Class, which has a minimum of eight (8) students and a maximum of twelve (12) students per instructor, if only six (6) students attend training, you will pay for eight (8) students). For e-learning Courses, you will pay a per person fee for each seat you purchase. For each such seat, Red Cross will issue you a non-refundable registration voucher, which any individual may redeem by claiming it online through Red Cross Learning Center, but which may not be transferred to any other individual once Red Cross’s records indicate that it has been redeemed.

3.2 You will be invoiced. Invoices will be sent via postal mail, may be issued up to four (4) times per month, and will include all transactions submitted in that billing period. Payment in full is due thirty (30) days from the date of each invoice. Past due amounts will be subject to collections actions and may be referred to an external collections agency. In such an event, Red Cross will be entitled to all costs of collection including interest, reasonable attorney's fees and litigation expenses, and collection agency fees and expenses. High credit risk or late payments may also result in the suspension or termination of your invoicing privileges at Red Cross’s sole discretion. If your invoicing privileges are suspended or terminated, Red Cross will not deliver Classes until all of your accounts are current with no outstanding invoices.

3.3 You may elect to have invoices delivered electronically to one (1) email address. You will provide Red Cross a single valid email address for electronic invoice delivery. You will receive a PDF copy of the invoice. You understand that you will not receive an invoice via postal mail after enrollment in electronic invoice delivery.

3.4 If you desire that invoices issued by Red Cross reflect your purchase order numbers, then any such purchase order must be received by Red Cross at least ten (10) business days prior to the scheduling of a Class or the purchase of an e-learning Course; it being understood that under no circumstance will the absence of a purchase order number on any invoice excuse your timely payment of that invoice.

3.5 To pay an invoice by credit card, or to establish ACH payments, call 888-284-0607. To pay an invoice by check, include the remittance advice showing your account name, number and invoice number and send to:

American Red Cross - Training Services
25688 Network Place
Chicago, IL 60673-1256

3.6 Red Cross is not obligated to use Customer’s vendor payment portal. If you desire that Red Cross use your vendor payment portal, you must make such a request in writing. Red Cross may grant or deny the re-quest in its sole discretion. Acceptance of such a request may only be made in writing by an authorized representative of Red Cross. You must continue to pay invoices delivered by mail or email on a timely basis while such a request is pending. If Red Cross elects to use your vendor payment portal, Red Cross will not be obligated to pay you or any third party any fee or expense for such use, regardless of any provision to the contrary in such portal‘s terms of use. You will, on demand, promptly reimburse Red Cross for any such fee or expense.

3.7 If you have account balance or invoice questions or concerns, immediately upon receipt of invoice, you may email billing@redcross.org or call 888-284-0607 to report and resolve the inquiry.

3.8 You warrant that as of the date of this Agreement, you have no overdue balances with the Red Cross.