Overview 

Absorb’s standard Terms and Conditions have been modified to help clients better understand Absorb's Standard Practices and to accommodate changing business operations. Absorb does not deem these changes to be material, however, we feel these changes benefit our clients. This article outlines a list of specific changes to provide full transparency to our clients. The current version of the Terms and Conditions can be found here.

Changes:

Section 2.4 Operations:

Absorb has moved to Zero Downtime Deployment for software updates and patches. This means that the LMS maintains full availability even during deployments and planned downtime. Planned downtime is limited to occasional required hardware upgrades. 

Section 4 Term and Termination:

Absorb has refined this section to provide greater clarity on the Agreement between Absorb and the client. The partnership between Absorb and the Client will begin immediately upon execution of a relevant Order Form. The Service Term (the period of access to the LMS that a client purchases) starts 30 days after execution and continues for the Term listed on the Order Form.

For example, if an Order Form is executed by both parties on June 1^st, then Agreement starts immediately on June 1^st. The Service Term commences 30 days later, on July 1^st. If the Order Form is for a one-year term, that Service Term would be from July 1^st to June 30^th the following year.

Absorb has also changed the Renewal Notification timeframe from 30 days to 60 days. Clients will need to advise Absorb they are automatically renewing their subscription 60 days prior to the end of their current Service Term.  There is no functional change to the real date required, as the Service Term was moved 30 days later than before.

In addition, Absorb has added clarity surrounding the pricing for renewals. Although Absorb's standard practice has not changed, we have updated this section so that it is now clearly laid out in the Agreement. Whenever a Term is renewed, it is renewed at the full list price as of the date of execution. Absorb's renewal pricing aligns with the industry standards.

Section 14 Indemnification:

More information has been added to this section to comply with the requirements of evolving data security and to provide greater protection for both Absorb and their clients.

Section 15 Limitation of Liability:

Absorb has increased the provided limit to be in line with industry standards.