Terms and Conditions

(i) Terms of Use (Website)

1. This website (the “Website”) is operated by Learnogic Limited (“we”, “us” or “our”).
2. By accessing or using the Website, you acknowledge that you have read, understood and agree to be bound by these terms of use (the “Terms of Use”).
3. If you do not agree with these Terms of Use, you must refrain from using the Website.
4. Where you purchase products, services, or digital resources via the Website, the relevant Sale Terms shall apply.
5. If you subscribe to, or otherwise use, our online platforms, the relevant Platform Terms shall also apply.
6. You must be at least 18 years old to register, purchase or use our Services. By creating an account, purchasing a subscription, attending an event, or registering as a tutor, you represent and warrant that you are at least 18 years old. We do not contract directly with minors.

Availability and Changes to the Website

1. We may revise these Terms of Use at any time. It is your responsibility to check these Terms of Use regularly to ensure you are aware of the current version.
2. The Website is provided free of charge. While we will use reasonable efforts to ensure the Website is available, we make no guarantee that the Website or any content on it will always be accessible without interruption. We may suspend, withdraw or modify all or any part of the Website at any time for operational, business or legal reasons, without liability to you.
3. You are responsible for ensuring that all persons who access the Website through your internet connection are aware of and comply with these Terms of Use.
4. We may assign or transfer our rights and obligations under these Terms of Use to another entity at our discretion.
5. We do not guarantee continuous, error-free or secure access to the Website and disclaim liability for downtime caused by third-party service providers, hosting failures or internet outages.

Intellectual Property Rights

1. All copyright, trademarks, trade names, logos, domain names and other intellectual property rights in the Website and the materials published on it (the “Content”) are owned by us or licensed to us. Such works are protected by intellectual property laws and treaties around the world. All rights are reserved.
2. You may download or print extracts of the Content for your personal, non-commercial use. You may draw the attention of others within your organisation to material posted on the Website.
3. You must not:
   • alter or modify any Content in any way;
   • use any illustrations, photographs, video or audio sequences, or graphics separately from accompanying text; or
   • use any Content for commercial purposes without obtaining a written licence from us or our licensors.
4. All course materials, publications, and digital resources accessed via the Website remain our property. Any unauthorised copying, redistribution, or resale will result in suspension and potential legal action.
5. If you reproduce, copy or download any Content in breach of these Terms of Use, your right to use the Website will cease immediately and you must return or destroy all copies of such Content.

Notice & Takedown (Intellectual Property)

1. If you believe material on the Website infringes your intellectual property rights, please email support@learnogic.com with:

   (a) details of the alleged infringement and the specific location (URL) on the Website;

   (b) a description of the rights you claim are infringed and evidence of ownership or authority; and

   (c) your contact details.

2. We may remove or disable access to the material while we investigate, and where appropriate notify the uploader to give them an opportunity to respond.
3. We may suspend or terminate accounts of repeat infringers. This process does not limit our right to remove content at our discretion.

Prohibited Use

1. You may not use the Website:
   • in any unlawful manner, or for any unlawful or fraudulent purpose;
   • to copy, extract or harvest data, including by means of automated tools, bots, spiders or scraping technologies; or
   • to reproduce, distribute, or exploit Content for commercial purposes without our prior written consent.
   • to share login credentials or attempt to circumvent Website security.
2. The restrictions in this clause are expressly reserved for the purposes of the Digital Copyright Directive ((EU) 2019/790), Article 4(3), and any equivalent provisions in applicable law.

Information and Advice

1. The Content on the Website is provided for general information purposes only. It does not constitute advice on which reliance should be placed. You must obtain professional advice before taking, or refraining from, any action on the basis of information provided on the Website.
2. Although we take reasonable care to keep the information up to date, we make no representations or warranties (express or implied) that any Content is accurate, complete, or current.
3. We do not guarantee that reliance on educational materials or content will produce specific academic, professional, or business outcomes.

Third-Party Links and Resources

1. The Website may contain links to third-party websites and resources. These are provided for information only and should not be interpreted as an endorsement by us.
2. We have no control over the content of third-party websites and accept no responsibility or liability for them, or for any loss or damage you may suffer by using them.
3. Where you access third-party services (e.g. Zoom, Google, or other integrated applications) through the Website, those providers’ terms apply and we disclaim liability for their performance.

Marketing and Use of Details

1. We may refer to your school or institution name and logo on our website or in our marketing materials unless you opt out of the latter by emailing support@learnogic.com.
2. We may use personal data of individuals for direct marketing. You can withdraw consent or opt out of marketing at any time using the unsubscribe link in our emails or by contacting us.

User-Generated Content

1. The Website may include information and materials uploaded by other users. Such materials have not been verified or approved by us. The views expressed by other users do not represent our views or values.
2. If you upload or submit material to the Website, you agree to comply with the following conditions:
   • you grant us a non-exclusive, worldwide, royalty-free, perpetual licence to use, reproduce, distribute, adapt and publish such material in any medium;
   • you warrant that the material is your own original work and that you own or control the relevant rights in it;
   • you warrant that the material does not infringe the rights of any third party, is not unlawful, defamatory, obscene, offensive or otherwise inappropriate;
   • you indemnify us against all liabilities, claims, damages and expenses arising from any breach of these warranties.
3. We may remove any content uploaded by you and may suspend or terminate your access if we reasonably consider that you have breached these Terms of Use.
4. You remain solely responsible for your own User Content and agree to indemnify us against claims brought by third parties in connection with it.

Warranties and Disclaimers

1. The Website is provided “as is” and without any warranties or conditions of any kind, whether express or implied. To the fullest extent permitted by law, we exclude all conditions and warranties including, without limitation, those relating to quality, fitness for purpose, or non-infringement.
2. Any software or digital content downloaded from the Website is at your own risk. We accept no liability for damage to your systems arising from such downloads.
3. We do not guarantee that the Website is secure or free from bugs or viruses. You are responsible for ensuring that you have up-to-date virus protection software.
4. To the maximum extent permitted by law, we disclaim liability for service interruptions, loss of data, or reliance on information obtained via the Website.

Limitation of Liability

1. Nothing in these Terms of Use excludes or limits liability for:
   • death or personal injury caused by negligence;
   • fraud or fraudulent misrepresentation; or
   • any matter which cannot be excluded under applicable law.
2. Subject to clause 1 above, our liability for any claims arising under or in connection with your use of the Website shall be limited to £100.
3. We shall not be liable for any indirect or consequential losses, including without limitation loss of profits, revenue, data, goodwill or business opportunities.
4. Except as required by law, our maximum aggregate liability in any 12-month period shall not exceed the total fees paid by you to us during that period.

Indemnification

You agree to indemnify, defend, and hold us harmless against all claims, damages, costs, liabilities, and expenses (including reasonable legal fees) arising out of or in connection with: (i) your breach of these Terms; (ii) your misuse of the Website, Events, Products, or Platform; (iii) any content you upload or share; or (iv) any claim that your use infringes third-party rights.

Accessibility & Equality

We are committed to providing our Services in compliance with the Equality Act 2010. If you have accessibility requirements or need reasonable adjustments to attend our Events or use our Platforms, please contact support@learnogic.com and we will make reasonable efforts to accommodate your needs.

General

1. You may not assign or transfer your rights or obligations under these Terms of Use without our prior written consent. We may assign or transfer our rights and obligations at any time.
2. If any provision of these Terms of Use is held to be invalid or unenforceable, the remaining provisions shall continue in full force and effect.
3. These Terms of Use and their subject matter are governed by the laws of England and Wales. The courts of England and Wales shall have exclusive jurisdiction to resolve any disputes arising under them.
4. Before commencing litigation, both parties agree to attempt to resolve disputes in good faith, and if unresolved, to consider mediation.

ii) Event Terms

Introduction

1. These terms and conditions (“Event Terms”) apply to your attendance at, and participation in, any event organised by Learnogic Limited (“we”, “us”, or “our”), including but not limited to In-person CPD sessions, online CPD sessions, Bespoke CPD sessions and student events in schools (each an “Event” and together the “Events”).
2. Any contract for participation is made between us and the individual, company, school, academy trust or other institution specified on the booking form (“you” or “your”).
3. By submitting a booking, you agree to be bound by these Event Terms. If you book on behalf of an institution, you confirm that you have authority to bind that institution and you shall ensure that all attendees (“Attendees”) comply with these Event Terms. These Events are not to be attended by students or purchased by anyone under the age of 18.
4. You are responsible for any tickets issued to you for an Event. We accept no liability for lost, stolen or destroyed tickets.
5. Attendance at an Event does not guarantee professional accreditation, exam success, or any specific educational outcome.
6. By attending any of our Events, you give us the permission to use your school details (e.g. name, logo, etc) for marketing purposes.

Bookings

1. It is your responsibility to ensure that all information provided during the booking process is accurate and complete.
2. Attendance is subject to availability. Places are allocated on a first-come, first-served basis and are not confirmed until we have issued written confirmation of your booking (“Booking Confirmation”).
3. Where an institution books on behalf of multiple Attendees, you must provide accurate Attendee numbers at the time of booking or by the deadline we specify. If you fail to confirm final numbers, we may release your provisional booking.
4. A Booking Confirmation will entitle Attendees to:
   • entry to the Event at the designated time and location;
   • if applicable, written materials to support the Event;
   • for online CPD sessions, access to a recording (if available); and
   • for in-person CPD sessions, lunch and refreshments as stated.
5. We reserve the right to refuse bookings or cancel confirmed bookings in cases of suspected misuse, fraud, or non-payment.

Fees and Payment

1. Event fees (where applicable) are correct at the time of publication but may be subject to change. Any changes will not affect confirmed bookings.
2. Fees must be paid in full at the time of booking unless otherwise agreed in writing. We do not issue invoices for Event bookings.
3. No refunds will be issued if you fail to attend, except as required by law.

Cancellations and Amendments

1. If you wish to cancel your booking, you must notify us in writing at the earliest opportunity.
2. Cancellations made within 14 days of the Event date will be charged in full. If you fail to attend an Event without notifying us, the full fee remains payable.
3. If you request an amendment to your booking, we will consider the request at our discretion. Where a change is possible, any variation in price or terms will be notified to you in writing for approval.
4. No refund or reduction will be made if Attendee numbers decrease following a confirmed booking.
5. We may cancel, reschedule or change the format of an Event where reasonably necessary, including (without limitation) if minimum participant numbers are not met, the trainer becomes unavailable, or circumstances beyond our control make it impractical to run the Event. Where we cancel, you will be entitled to either:

   (a) a full refund of the Event fee; or

   (b) a transfer of your booking to another Event of equal value (subject to availability).

   We will endeavour to give you at least 7 days’ notice where reasonably possible, but shorter notice may apply in urgent situations. We are not responsible for any travel, subsistence or accommodation costs.
6. We may substitute the trainer/host/course facilitator without liability where necessary; this does not entitle you to a refund unless the Event is cancelled.
7. We are not liable for costs, losses or damages arising from Event changes or cancellation, beyond refunding Event fees actually paid (or providing a transfer as set out above).

Attendance and Conduct

1. You and your Attendees must comply with all instructions, policies and applicable laws while attending an Event, including venue health and safety requirements, fire regulations, and codes of conduct.
2. We may refuse admission or remove you or any Attendee from an Event without liability if, in our reasonable opinion:
   • you or an Attendee fails to comply with these Event Terms;
   • your conduct endangers health or safety;
   • your behaviour is disruptive, offensive, unlawful or otherwise inappropriate;
   • you or an Attendee arrives late, intoxicated or in possession of contraband or prohibited items; or
   • your behaviour negatively impacts the enjoyment of other Attendees.
3. No refund will be payable where admission is refused or removal occurs under clause 2.
4. Events may be photographed, filmed or recorded. By attending, you consent to your image or likeness being used by us (and those authorised by us) for promotional, educational and commercial purposes without compensation.
5. You may not record, film or photograph an Event for commercial use without our prior written consent.
6. You agree to indemnify us against losses or claims arising from your or your Attendees’ conduct at Events.

Online Events

1. For Online CPD Events, access details will be sent to the email address provided on the booking form prior to the Event. You are responsible for ensuring you receive these details.
2. Access links are for your use only and must not be shared with third parties.
3. You are responsible for ensuring that your device, software and internet connection are compatible with the Event platform (e.g. Zoom or Google Meet). We are not responsible if you are unable to access the Event as a result of technical issues on your part.
4. We disclaim liability for interruptions to online Events caused by third-party providers, telecommunications failures, or your own technical limitations.

Intellectual Property

1. All copyright and intellectual property rights in Event materials, recordings or content provided during an Event (“Event Materials”) are owned by us or licensed to us.
2. You are granted a non-exclusive, non-transferable licence to use Event Materials for your personal, non-commercial use only. Event Materials must not be copied, reproduced, distributed, or exploited for commercial purposes without our prior written permission.
3. Any breach of this licence may result in immediate suspension and legal action.

Liability

1. Nothing in these Event Terms excludes or limits liability for:
   • death or personal injury caused by negligence;
   • fraud or fraudulent misrepresentation; or
   • any liability which cannot lawfully be excluded.
2. Subject to clause 1 above, our liability arising out of or in connection with an Event shall not exceed the amount of the Event fee paid by you.
3. Subject to clause 1 above, we accept no liability for:
   • loss of profits, sales, business or revenue;
   • loss of data or corruption of information;
   • loss of anticipated savings;
   • loss of goodwill; or
   • indirect or consequential loss.
4. We are not responsible for personal belongings brought to an Event. Property is your sole responsibility.

Indemnification

You agree to indemnify, defend, and hold us harmless against all claims, damages, costs, liabilities, and expenses (including reasonable legal fees) arising out of or in connection with: (i) your breach of these Terms; (ii) your misuse of the Website, Events, Products, or Platform; (iii) any content you upload or share; or (iv) any claim that your use infringes third-party rights.

Force Majeure

We shall not be liable for any delay, alteration or cancellation of an Event due to circumstances beyond our reasonable control, including but not limited to strikes, lockouts, industrial disputes, pandemics, epidemics, fire, flood, natural disasters, terrorism, war, governmental restrictions, power failure or failure of suppliers.

General

1. Attendance at an Event does not guarantee that any continuing professional development requirements will be satisfied.
2. You may not assign your rights or obligations under these Event Terms without our prior written consent.
3. These Event Terms constitute the entire agreement between us in relation to the Event.
4. These Event Terms are governed by and shall be construed in accordance with the laws of England and Wales. The courts of England and Wales shall have exclusive jurisdiction to resolve any dispute arising under them.
5. Before commencing litigation, both parties agree to seek informal resolution and, if necessary, mediation.

iii) Sale Terms

Introduction

1. These terms and conditions of sale (“Sale Terms”) govern the sale and supply of physical goods (“Goods”) and digital content or resources (“Digital Resources”) (together, the “Products”) by Learnogic Limited (“we”, “us” or “our”) to you, the purchaser (“you” or “your”).
2. These Sale Terms apply to both business customers and individual consumers. Certain provisions apply only to consumers or only to business customers; where applicable, this is expressly stated.
3. You are deemed to be a business customer if you purchase Products wholly or mainly in connection with your trade, business, craft or profession, even if you are an individual.
4. These Sale Terms constitute the entire agreement between us and you in relation to the purchase of Products. You acknowledge that you have not relied on any representation, warranty, statement or assurance that is not expressly set out in these Sale Terms.
5. We reserve the right to refuse any order or suspend fulfilment if fraud, abuse, or misuse of Products or discounts is suspected.
6. By purchasing any of our Products, you give us the permission to use your school details (e.g. name, logo, etc) for marketing purposes.

Orders and Contract Formation

1. Orders must be placed using the process specified on our website or otherwise communicated by us. Each order is an offer by you to purchase the Products in accordance with these Sale Terms.
2. Acknowledgement of receipt of your order does not constitute acceptance. A binding contract for sale (“Sale Contract”) is formed only when:
   • we dispatch the Goods to you; or
   • we make the Digital Resources available for download or access,
   whichever occurs first (“Dispatch”).
3. We reserve the right to refuse or cancel any order prior to Dispatch, including where Products are unavailable, pricing or description errors have occurred, or delivery is impractical.
4. We may not be able to supply to all countries. If delivery is not possible to your address, we will inform you and you will not be charged. Import duties, customs charges and local taxes are your responsibility.
5. We may cancel orders where payment is not received in full or if you are in breach of any prior contract with us.

Products

1. Images of Products on our website are for illustrative purposes only. Actual Products (including packaging or covers) may vary.
2. We may update Products to reflect changes in law, regulatory requirements, or to implement technical improvements. Such changes will not materially affect functionality.
3. Digital Resources are licensed to you for personal, non-commercial use only. You must not copy, modify, reproduce, transmit, distribute, publish, or exploit Digital Resources without our written consent.
4. We do not warrant that Digital Resources will be compatible with all devices or software; it is your responsibility to check compatibility before purchase.

Price and Payment

1. Prices are as quoted on our website at the time of order but may be subject to error correction. If a pricing error is discovered before Dispatch, we will notify you. You may then choose to proceed at the correct price or cancel the order.
2. Prices exclude VAT (where applicable) and delivery charges, unless otherwise stated. Additional charges for packaging, insurance or special requirements may apply.
3. For consumers, payment must be made in full at the time of order using the payment methods accepted on our website.
4. For business customers, payment terms are as agreed in writing. If payment is late, we may charge interest at 7% above Tide PLC’s base rate (or such other lawful rate).
5. If you purchase Products on behalf of an institution, you grant us the right to display its name, slogan or logo in connection with your order for marketing or reference purposes.
6. We reserve the right to withhold future orders or suspend access to Digital Resources until all outstanding sums are paid.

Delivery and Risk

1. Delivery charges and estimated timescales are stated on our website or during the ordering process. Time for delivery is not of the essence
2. Goods will be delivered to the address provided by you. Delivery is complete, and risk in the Goods passes to you, once the Goods are unloaded at the delivery address.
3. Digital Resources will be made available for download immediately following Dispatch unless otherwise specified.
4. Title to Goods shall not pass to you until both:
   • delivery has taken place; and
   • full payment of all sums due (including VAT and any other charges) has been received by us.
5. We are not liable for delays caused by events outside our reasonable control. If delay is likely to be substantial, you may cancel the Sale Contract and receive a refund for Products not provided.

We are not responsible for delivery failures or delays caused by carriers, customs processes, or your failure to provide accurate delivery details.

Consumer Right to Cancel (Distance Sales)

1. If you are a consumer purchasing online, you may have a statutory right to cancel within 14 days of delivery of Goods or conclusion of the contract for Digital Resources, subject to the exclusions below.
2. To cancel, you must notify us within the cancellation period and return the Goods (at your expense unless the Goods are faulty or misdescribed).
3. Exclusions to cancellation rights include:
   • Digital Resources, once download or streaming has commenced with your consent;
   • services, once fully performed;
   • bespoke, personalised or perishable Goods;
   • sealed Goods which are unsealed after delivery.
4. Refunds (less any permitted deductions for diminished value) will be made within 14 days of our receipt of returned Goods, or of cancellation in the case of services or Digital Resources.
5. Refunds will only be made using the original method of payment.

Returns and Refunds – Businesses

1. Products are supplied to business customers on a firm sale basis unless otherwise agreed in writing.
2. Returns (where agreed) require our prior written authorisation and must comply with the Book Industry Communication (BIC) Returns Initiative rules where applicable.
3. Goods must be in perfect, unused condition and accompanied by all relevant details (including invoice numbers and return authorisation).
4. Unauthorised returns may not be credited or returned.
5. Returns are at your cost and risk until received at our warehouse.
6. We may charge handling or restocking fees for authorised business returns.

Termination – Businesses

1. We may suspend delivery or terminate the Sale Contract immediately if you:
   • fail to pay any sum due on time;
   • commit a material breach of these Sale Terms and fail to remedy it within 30 days of notice;
   • cease, or threaten to cease, to carry on business; or
   • in our reasonable opinion, become unable to meet your obligations.
2. Termination shall not affect our rights to recover sums due or claim damages.

Subscriptions

1. Details of subscription cancellation rights (including minimum terms, notice periods and renewal) will be provided during the order process and confirmed in writing.
2. If you cancel after receiving subscription Products, you must return them to us at your expense unless faulty.
3. We reserve the right to suspend or terminate subscriptions immediately for misuse, unauthorised sharing, or breach of these terms.

Liability

1. Nothing in these Sale Terms excludes or limits liability for:
   • death or personal injury caused by negligence;
   • fraud or fraudulent misrepresentation; or
   • any other liability that cannot lawfully be excluded.
2. Subject to clause 1 above, our total liability under any Sale Contract shall not exceed the price paid for the Products giving rise to the claim. We shall not be liable for:
   • loss of profits, sales, contracts or revenue;
   • loss of anticipated savings;
   • loss or corruption of data or information;
   • business interruption; or
   • indirect or consequential loss.
3. For business customers, all warranties, conditions or terms implied by statute or common law (including merchantability or fitness for purpose) are excluded to the fullest extent permitted by law.
4. For consumers, we will not be responsible for losses that were avoidable by following instructions or minimum system requirements (in the case of Digital Resources).
5. Except as required by law, our aggregate liability in any 12-month period shall not exceed the total sums paid by you for Products in that period.

Claims

1. Claims for shortages or damage in transit must be notified to us and the carrier within 7 days of delivery.
2. Other claims for credit or returns must be made within 28 days of delivery.
3. Failure to notify within these timescales shall bar the claim, except where mandatory law provides otherwise.

Withdrawal of Products

1. We may withdraw any Product from sale at any time. You will be refunded for any Products paid for but not supplied.
2. We are not liable for losses incurred due to withdrawal of Products, other than repayment of sums already received.

General

1. You may not assign your rights or obligations under a Sale Contract without our written consent.
2. All communications under these Sale Terms must be in writing (including email).
3. We are not liable for delays or non-performance caused by events beyond our reasonable control, including strikes, lockouts, supply shortages, natural disasters, war, terrorism, epidemic or pandemic, or compliance with law.
4. If any provision is held invalid, the remaining provisions shall remain in full force.
5. These Sale Terms are governed by, and shall be construed in accordance with, the laws of England and Wales. The courts of England and Wales shall have exclusive jurisdiction.
6. Both parties agree to attempt good faith negotiation and mediation before commencing legal proceedings.

(iv) Platform Terms

Introduction

These terms and conditions (“Platform Terms”) govern access to and use of any online platform operated by Learnogic Limited (“we”, “us” or “our”) (each a “Platform” and together the “Platforms”). Please read these Platform Terms carefully before using any Platform. By using a Platform, you agree to be bound by these Platform Terms. If you are accessing a Platform on behalf of an organisation (such as a school, academy trust, local authority or company), you represent that you have authority to bind that organisation to these Platform Terms. If you do not agree, you must not use the Platform.

These Platform Terms must be read together with our Privacy Policy and Cookie Policy, which explain how we handle personal information.

Access

1. Subject to these Platform Terms, we grant the Customer a limited, non-transferable right for its authorised staff and students (“Authorised Users”) to access the Platform and its resources, tools and content (“Platform Content”). Unless otherwise agreed by us in writing, Authorised Users must be members of the Customer’s organisation.
2. This right commences upon acceptance of these Platform Terms and continues for the duration of the Customer’s subscription (“Subscription Period”), unless terminated earlier under Termination & Suspension Clause.
3. Tutors are permitted to access the Platform for the purposes of creating a profile, registering their details, and advertising their services, subject always to compliance with these Platform Terms.

User Information

1. The Customer must ensure that Authorised Users keep login credentials confidential and secure.
2. The Customer must designate one Authorised User as the primary account holder (“Lead Account Holder”). The Lead Account Holder will be our main contact in relation to the Customer’s subscription.
3. The Lead Account Holder shall ensure that:

   (a) Customer contact and billing details remain complete and accurate;

   (b) only Authorised Users are permitted access to the Platform;

   (c) access is promptly withdrawn for any individual who ceases to require it; and

   (d) an accurate and up-to-date list of Authorised Users is maintained.

Tutors must keep their login credentials secure and ensure their personal, billing and contact information remains accurate and current.

Licence and Usage

1. During the Subscription Period, and subject to full compliance with these Platform Terms, we grant the Customer a non-exclusive licence to permit its Authorised Users to access and use the Platform and Platform Content solely for internal educational and study purposes.
2. This licence is personal to the Customer and does not extend to affiliates, subsidiaries or related institutions unless agreed in writing.
3. Tutors are granted a non-exclusive licence during the Subscription Period to access the Platform and its features for the purpose of maintaining a profile and advertising services.
4. This licence is personal to the Tutor and does not extend to affiliates or related organisations.

Information and Reliance

1. The Platform and Platform Content are made available for information, teaching and study support only. Use is at your own risk.
2. To the fullest extent permitted by law, we give no warranties or guarantees as to the quality, accuracy, completeness, fitness for purpose, or reliability of the Platform, Platform Content or any related services.

Restrictions

1. Customers, Tutors and Authorised Users must not:

   (a) use the Platform for any unlawful or fraudulent purpose;

   (b) engage in conduct which could damage our reputation or the integrity of the Platform;

   (c) introduce viruses, malware or other harmful code;

   (d) attempt to reverse engineer, decompile or otherwise interfere with the Platform; or

   (e) otherwise misuse the Platform in contravention of these Platform Terms.

2. Unless expressly authorised by us in writing, Customers, Tutors and Authorised Users must not:

   (a) sell, rent, distribute, license or commercially exploit the Platform or Platform Content;

   (b) publish or share Platform Content outside the permitted organisation;

   (c) remove any copyright or proprietary notices;

   (d) create derivative works from the Platform or Platform Content (save for internal teaching within the Customer’s institution); or

   (e) alter, translate or modify Platform Content.

Non-Circumvention

Customers, Tutors, and Authorised Users shall not use the Platform to identify and then bypass Learnogic to contract directly with each other for services outside the Platform. Any such conduct shall constitute a material breach entitling us to suspend or terminate access immediately without refund, and to pursue damages.

Customer and Tutor Obligations

1. The Customer must ensure that all Authorised Users are made aware of and comply with these Platform Terms.
2. The Customer must notify us immediately of any known or suspected breach and cooperate in preventing further misuse.
3. The Customer is liable for any breach of these Platform Terms by its Authorised Users.
4. We may monitor Customer use of the Platform to verify compliance.
5. Customers must maintain appropriate technical and security measures to safeguard Platform access and data.
6. Tutors must comply with these Platform Terms, notify us of any suspected breaches, and maintain appropriate technical safeguards.

Tutor Profiles & Responsibilities

1. Tutors must ensure all profile information, which is required to be completed during the registration process, is accurate and kept up to date. We may request for evidence.
2. By registering a profile or submitting materials, you warrant that you (a) own or are authorised to use all intellectual property rights in the content; and (b) will not infringe any third-party rights.
3. Tutors must not:

   (a) misrepresent identity, skills, qualifications, current examiner status, or any other details;

   (b) post unlawful, discriminatory or inappropriate content;

   (c) use the Platform to spam or solicit for unrelated services; or

   (d) harvest user data.

4. Learnogic acts solely as a facilitator of tutor advertising. We are not a party to any tutoring contract between a Tutor and any other user and accept no responsibility for the performance, quality or outcome of tutoring services.
5. We may remove or suspend a Tutor profile at our discretion, including for breaches of these Platform Terms or following complaints.
6. Tutors are responsible for complying with applicable laws and regulations (including tax obligations). If you intend to teach learners, you are responsible for ensuring you hold any required checks or permissions under applicable safeguarding frameworks.

Intellectual Property

1. All intellectual property rights in the Platform and Platform Content are owned by or licensed to us. Except for the limited licences expressly granted in these Platform Terms, no rights are transferred to the Customer, Tutors or Authorised Users.
2. Where Customers, Tutors or Authorised Users upload content, they grant us a worldwide, non-exclusive, royalty-free licence to use, adapt, reproduce and distribute that content as necessary for the operation, promotion and development of the Platform.
3. Uploaded content remains subject to our Acceptable Use terms as set out in the Website Terms of Use
4. No compensation shall be payable for use of content provided under this clause.
5. If you believe content on the Platform infringes your intellectual property, please follow the Notice & Takedown process set out in the Website Terms of Use. We may remove or disable access to content while we investigate and may suspend or terminate accounts of repeat infringers.

Subscriptions & Renewals

Customers

1. Platform subscriptions for Customers are sold on a pro rata basis, calculated from the start date until the 10th of June, and billed in advance. Access will not be granted until payment is received (unless otherwise agreed in writing).
2. Unless otherwise agreed, subscriptions auto-renew for successive 12-month periods at the then-current price.
3. We will send a renewal reminder at least 14 days before your renewal date.
4. You may cancel at any time via your account dashboard or by emailing support@learnogic.com. Cancellation takes effect at the end of the current billing period; access continues until then.
5. Unless required by law, no refunds are given for unused portions of a billing period once that period has started.
6. We may change subscription fees on renewal by giving at least 30 days’ prior notice. If you do not accept the new fees, you may cancel before the renewal date.
7. We may suspend access where any amount is overdue, until paid in full. If a recurring monthly payment fails, we will attempt to retry the payment. If payment is not successfully processed within three days, your account will automatically be downgraded to our free tier.
8. Where the Customer is a school, academy trust, local authority or company, statutory consumer cancellation rights do not apply to Platform subscriptions.

Tutors

1. By subscribing to paid subscription (“Prime”), you explicitly authorise us to charge your selected payment method on a recurring monthly basis. Your subscription will automatically renew each month at the current advertised rate until you actively cancel it.
2. Upon successful payment, your Name and "About Me" section will immediately become visible to prospective students. You will also be able to control the display of your email address and phone number. Because this digital subscription is delivered instantly upon purchase, you acknowledge and agree that your statutory right to a full refund during any cooling-off period is waived once the service has been initiated.
3. You may cancel and “Unsubscribe” at any time via your account dashboard or by emailing info@learnogic.com.
4. All monthly payments are non-refundable. If you cancel your subscription mid-cycle, your details will remain visible to the public until the end of your current paid billing period, at which point the subscription will terminate. We do not provide prorated refunds for partially used months.
5. Unless required by law, no refunds are given for unused portions of a billing period once that period has started.
6. We may change subscription fees on renewal by giving at least 30 days’ prior notice. If you do not accept the new fees, you may cancel before the renewal date.
7. We may suspend access where any amount is overdue, until paid in full. If a recurring monthly payment fails, we will attempt to retry the payment. If payment is not successfully processed within three days, your account will automatically be downgraded to our free tier. Upon downgrade, your name, email address, phone number, and "About Me" section will immediately be hidden from public view until a successful payment is made.
8. Where the Customer is a Tutor, statutory consumer cancellation rights do not apply to Platform subscriptions.

Termination and Suspension

1. These Platform Terms remain in force for the Subscription Period, unless terminated earlier in accordance with this clause.
2. Subscriptions may be renewed on payment of the applicable fee.
3. We may suspend or terminate access immediately, without liability, if a Customer, Tutor or Authorised User breaches these Platform Terms or we reasonably suspect misuse.
4. We may also suspend or terminate access where necessary to protect the stability, integrity or security of the Platform.
5. We may terminate a subscription at any time on seven days’ written notice. In such case, we will refund any prepaid fees for the unused portion of the Subscription Period.
6. On termination:
   • all rights and licences granted under these Platform Terms shall cease;
   • all use of the Platform must stop;
   • all Platform Content must be deleted or destroyed, save for assessment results lawfully downloaded prior to termination; and
   • any outstanding fees shall become immediately payable.

Liability

1. Nothing in these Platform Terms excludes liability for death or personal injury caused by negligence, fraud, or any other liability which cannot lawfully be excluded.
2. Subject to clause 1. clause our total liability in respect of any claim is limited to the lower of £1,000 or the total subscription fees paid in the twelve months preceding the claim.
3. Subject to clause 1, we shall not be liable for:

   (a) loss of profits, business, revenue or anticipated savings;

   (b) loss or corruption of data;

   (c) business interruption; or

   (d) indirect or consequential losses.

4. We shall not be liable for any issues arising from:

   (a) errors or omissions in Platform Content;

   (b) failures caused by Customer, Tutor or Authorised User negligence or misuse;

   (c) modifications made by third parties; or

   (d) unavailability of the Platform for periods not exceeding 100 hours in any rolling 1,000-hour period.

Indemnification

You agree to indemnify, defend, and hold us harmless against all claims, damages, costs, liabilities, and expenses (including reasonable legal fees) arising out of or in connection with: (i) your breach of these Terms; (ii) your misuse of the Website, Events, Products, or Platform; (iii) any content you upload or share; or (iv) any claim that your use infringes third-party rights.

Data Protection

1. Each party shall comply with applicable data protection and privacy legislation in the UK, including the UK GDPR, Data Protection Act 2018, and PECR. Defined terms have the meaning given in such legislation.
2. The Platform is for users aged 18 and over. Customers and Tutors are responsible for ensuring only eligible users are registered or permitted to access the Platform and for providing accurate personal data and lawful instructions to us.
3. Where we process personal data on behalf of the Customer (including pupil data), the Customer shall be the Data Controller and we shall be the Data Processor. We will:

   (a) process data only on documented instructions;

   (b) ensure staff confidentiality;

   (c) implement appropriate technical and organisational measures;

   (d) notify the Customer of any data breach; and

   (e) delete or return data on termination unless retention is legally required.

4. We may engage sub-processors (such as AWS or other hosting providers) provided appropriate contractual safeguards are in place.
5. Personal Data may be transferred outside the UK/EEA subject to lawful safeguards.
6. We may also act as a Data Controller where processing Personal Data for our own legitimate business purposes, as set out in our Privacy Policy.

Force Majeure

We are not liable for failure or delay caused by events beyond our reasonable control, including natural disasters, strikes, power failures, acts of terrorism, war or governmental action.

Disclaimers

1. We do not guarantee uninterrupted or error-free operation of the Platform.
2. Customers and Tutors are responsible for maintaining their own IT systems and security measures.
3. We are not liable for network, connectivity or communication costs incurred in accessing the Platform.
4. Planned maintenance will be notified where reasonably possible, but unplanned outages may occur.
5. We are not responsible for defaults caused by use of the Platform contrary to our instructions.

General

1. Customers and Tutors may not assign their rights without our consent. We may assign or transfer our rights at any time.
2. Both parties must keep confidential any information designated as confidential.
3. If any provision is invalid, the remainder shall continue in full force.
4. Delay in exercising rights shall not constitute a waiver.
5. We may update the Platform, Platform Content or access methods at any time.
6. These Platform Terms, together with our Privacy Policy, form the entire agreement.
7. Nothing in these Platform Terms creates a partnership, joint venture or employment relationship.
8. These Platform Terms are governed by English law and the courts of England and Wales shall have exclusive jurisdiction.