CPSA Member Terms and Conditions

                            CANADIAN PROFESSIONAL SALES ASSOCIATION

Membership Terms and Conditions

1. Application.  These terms and conditions (these “Terms”) apply to members of the Canadian Professional Sales Association (“CPSA”) and to persons applying for membership in CPSA.  By applying for and maintaining membership in CPSA, you agree to these Terms.  These Terms are separate from and in addition to other terms of sale and terms of use that apply to particular CPSA products and services.

2. Modification of Terms. CPSA reserves the right to change or modify these Terms at its sole discretion at any time.  These Terms, as modified from time to time, will be available on CPSA’s website.  

3. Subject to By-Laws. All terms and conditions of membership are subject to the by-laws of CPSA, as the by-laws may be amended from time to time. In the event of any inconsistency between any term contained herein and any by-law of CPSA, the by-laws shall prevail.

4. Eligibility.  In order to be eligible for membership, an individual must be at least 16 years of age and a legal resident of Canada, and must have either (a) paid the applicable membership fee to CPSA or (b) have enrolled in a professional development course offered by CPSA. 

5. Application for Membership.  

(a) Individuals meeting the qualifications for membership may apply for membership by completing CPSA’s online application form or by contacting CPSA’s Member Services.

(b) Corporations may apply for membership on behalf of any officer, director or employee of the corporation.  All such individual officers, directors or employees of the corporation must meet the eligibility requirements for membership in CPSA and must abide by these Terms.  All such individual officers, directors or employees will be admitted as members upon payment of applicable fees and acceptance by CPSA of their application, and must acknowledge their agreement to these Terms as well as other applicable policies of CPSA.  

6. Term of Membership.  The term of membership is one year, beginning on the date on which membership is accepted or renewed and expiring on the next anniversary date.  

7. Renewal of Membership. Members who continue to be eligible for membership may renew their membership annually. Members may opt to have their membership renewed automatically by so indicating when applying for membership or by contacting CPSA Member Services at (toll free) 1-888-267-2772 or memberservices@cpsa.com. 
 
8. Membership Fees. 

(a) Initial and annual membership fees are set by the Board of CPSA and posted on the CPSA website.  The Board reserves the right to change these fees at any time in its sole discretion. 

(b) All new applicants for membership must pay their membership fees prior to admission to membership.

(c) Unless otherwise permitted by the Board or its delegate, all members must pay their annual fees prior to the expiry of their membership in order to renew their membership.

(d) Unless otherwise provided by applicable law, membership fees are not refundable, in whole or in part, under any circumstances.

(e) CPSA reserves the right to suspend any privileges of membership from any member with overdue fees payable to CPSA.  This includes the right to withhold official transcripts, certificates, or professional designations of such members.

9. Payment Terms.  

(a) To apply for or renew membership in CPSA, you must have a current valid accepted payment method as indicated during sign-up (the "Payment Method").

(b) Your credit card or other payment information, billing address, and such other information as is required to complete each payment transaction will be collected by CPSA through its third party payment processing service. You authorize CPSA to charge the applicable card for the fees payable, and you represent and warrant that you are the cardholder or authorized user of the applicable card and are authorized to make the current and any recurring or future transactions on the card. For more information on CPSA’s handling of personal information, please see CPSA’s Privacy Policy

(c) All applicable taxes are calculated based on the billing information you provide to CPSA at the time of purchase. 

(d) All listed prices are in Canadian Dollars. CPSA does not support all payment methods, currencies or locations for payment.

10. Contact Information.  Members are required during the application process to provide current contact information for the purposes of receiving notices of meetings of members.  Members are required to update CPSA in the event their contact information changes.  All personal information will be handled in accordance with CPSA’s Privacy Policy

11. Cancellation of membership.  In order to cancel a membership, members must contact CPSA Member Services by calling (toll free) 1-888-267-2772 or by email to memberservices@cpsa.com.

12. Code of Ethics.  Each member of CPSA shall adhere at all times to the Code of Ethics [link] established by CPSA 

13. Limitation of Liability. Except where prohibited by law, in no event will CPSA or its subsidiaries, affiliates, or vendors, or any of their respective officers, directors, agents, employees, or assignees be liable for any indirect, punitive, incidental, special, consequential, or exemplary damages or for any failure to realize expected savings, any loss of revenues, profits, or goodwill, data or other intangible loss, or any other commercial or economic loss arising from an individual’s membership in CPSA, even if CPSA or its authorized representative has been notified orally or in writing of the possibility of such damage.

14. Suspension and Termination of Membership.  

(a) The Board of CPSA has the right to suspend or terminate the membership of any member in accordance with the by-laws of CPSA.  Membership may be suspended or terminated for (i) violating any provision of the articles, bylaws or policies of CPSA, including these Terms, (ii) carrying out conduct that is or may be detrimental to CPSA, (iii) for any other reason that the Board in its sole discretion considers reasonable, having regard to the purpose of CPSA.  A suspension of membership may be for such period of time as the Board deems appropriate having regard to the conduct of the member.

(b) For greater certainty, conduct justifying a suspension or termination of membership includes the following:

(i) failure to pay any membership fees when due;
(ii) failure to adhere to the CPSA Member Code of Ethics;
(iii) misuse of CPSA assets or intellectual property, including any course materials; 
and
(iv) making disparaging comments about CPSA, it directors, officers, employees or fellow members to CPSA stakeholders.

(c) Before imposing any suspension or termination of membership of a member, management of CPSA will give at least twenty (20) days’ notice to that member, which shall include the reasons for the proposed suspension or termination.  The member may, prior to date on which the suspension or termination is proposed in the notice to take effect, make written submissions to the Board or its designate in response to the notice.   The Board will consider any such submission in making its final decision.  The decision of the Board is final and binding on the member, without further right of appeal.

(d) In the event of suspension of membership, a member will lose access to all benefits of membership during the term of the suspension, including all discount codes.  A member whose membership has been terminated will lose access to all such benefits of membership permanently.

(e) A member that has been suspended or terminated remains liable for all fees owing to CPSA at the time of the suspension or termination.  There will be no refund of any fees previously paid upon suspension or termination of membership.

15. Miscellaneous.  

(a) These Terms shall be governed by, construed and enforced in accordance with the laws of the Province of Ontario. You agree that any legal action in connection with any matters related to your membership in CPSA will be subject only to the jurisdiction of the provincial and federal courts located in Ontario. 

(b) No waiver by either party of any breach or default hereunder shall be deemed to be a waiver of any preceding or subsequent breach or default.

(c) The section titles herein are displayed for convenience only and have no legal effect.

(d) CPSA will not be liable or responsible for any failure to perform, or delay in performance of, any of its obligations that is caused by event(s) outside of CPSA’s reasonable control (force majeure event).

Last updated: October 23, 2018