Introduction.

This agreement binds you, the user, or any affiliated persons or entities (“you,” or “your”) to the terms and conditions set forth herein in connection with your use of Skill Up Ltd. (“our,” “we,” “company” or “skill-up.org ”) software, or other offerings on our site (collectively, our “products”). As some of our products may be software that is downloaded to your computer, phone, tablet, or other device, you agree that we may automatically update our products, and that these terms will apply to any such updates. By using any of the company products or clicking on the “signup” button, you agree to become bound by the terms and conditions of this agreement. If you do not agree to all the terms and conditions of this agreement, click on the “cancel” button and discontinue use of the company products. Company’s acceptance of your use is expressly conditioned upon your consent to all the terms and conditions of this agreement, to the exclusion of all other terms in conflict herewith. If these terms and conditions are considered an offer by the company, acceptance is expressly limited to these terms.

Additional Terms

Any personal information submitted in connection with the use of the Products or the Site is subject to Our Privacy Policy, located at https://www.skill-up.org/privacy-policy/ which is hereby incorporated by reference into these Terms.

General

The Products enable our students (“Students”) and learners (“Learners”) to connect with independent contractor instructors and take part in “virtual classrooms”, which consists of live and recorded teaching services and various means of educational Content. Individuals who purchase any of our products may also be known collectively as “Users”. For clarification purposes, the Products specifically include, without limitation, facilitating and hosting Courses and supporting materials, as well as taking feedback from Users.

Participation in or completion of any of the Courses does not confer any academic credit for an existing physical institution. Nor do the Company and the applicable Instructors have any obligation, at present or in the future, to have any of the Courses recognized by a physical, educational institution, although we do work with valid accreditation organizations. Additionally, your use of the Products and access to the Courses does not and shall not create any affiliation or professional relationship with any of the Instructors or the course materials used exclusively here.

The Company reserves the right to revise these Terms in its sole discretion atany time by posting the changes on the Site. Changes become effective thirty (30) days after posting. Your continued use of Products after the change becomes effective shall mean that You accept those changes. You should visit the Site regularly to ensure You are aware of the latest version of the Terms and our existing conditions. Notwithstanding the preceding sentences of this section, no revisions to these Terms will apply to any dispute between you and the Company that arose prior to the date of such revision.

The Company holds the right to modify the Products or discontinue their availability at any time, as they exercise copyright over their Content.

Users are to be held solely responsible for all service, telephony, data charges, and/or other fees and costs associated with ongoing access and useof the Products, as well as for obtaining and maintaining all telephone, computer hardware, and other equipment required for such access and use.

If You elect to access or use Products that involve payment of a fee, then You agree to pay and will be responsible for payment of, that fee and all taxes associated with such access or use. If You provide the credit card informationto pay for such fees, then You hereby represent and warrant that You are authorized to supply such information and hereby authorize the Company to charge Your credit card on a regular basis to pay the fees as they are due.

If Your payment method fails or Your Account is past due, then We may collect fees owed using other collection mechanisms. This may include charging other payment methods on file with us and/or retaining collection agencies and legal counsel. We may also block Your access to any Products pending resolution of any amounts due by You to Company.

All Your access and other activities relating to the Site and the Products mustbe following all applicable laws and regulations, including, without limitations, laws relating to copyright and other intellectual property use, andto privacy and personal identity. In connection with Your use of the Products and Site, You must not provide incorrect or knowingly false information; copy, distribute, modify, reverse engineer, deface, tarnish, mutilate, hack, or interfere with the Products or operation of the Site; frame or embed the Site or Products; impersonate another person or gain unauthorized access to another person’s Account; introduce any virus, worm, spyware or any other computer code, file or program that may or is intended to damage or hijack the operation of any hardware, software or telecommunications equipment, or any other aspect of the Products or operation of the Site. All intentional harmful actions towards the Site shall be considered a criminal act.

To the fullest extent permitted by law, the Company shall not be liable for any indirect, incidental, special, or consequential damages arising out of or related to your use of the Products, even if the Company has been advised of the possibility of such damages. In no event shall the Company’s total liability exceed the amount paid by you for the Product giving rise to the claim.

General Disclaimer

The Site is only a marketplace for Students looking for educational courses and associated products. We do not hire or employ Instructors, nor are We responsible or liable for any interactions involved between the Instructors and their respective clients. We are not responsible for disputes, claims, losses, injuries, or damage of any kind that might arise out of or relate to conduct of Instructors or Students, including, but not limited to, any Student’s reliance upon any information provided by an Instructor. The Company expressly disclaims all responsibility and liability for any claims, losses, damages, or injuries arising from interactions between Instructors and Students, including but not limited to contractual disputes, personal injury, and financial loss.

We do not control Submitted Content (as defined below) posted on the Site and, as such, we cannot explicitly guarantee in any manner the reliability, validity, accuracy, or truthfulness of such Submitted Content. We reserve the right to remove or modify content at our discretion if it violates our policies or legal requirements. You also understand that by using the Products may expose You to Submitted Content that You consider offensive, indecent, or objectionable. The Company has no responsibility to keep such Content from You and no liability for Your access or use of any Submitted Content to the extent permissible under applicable law.

The Site and Products may occasionally give You access to links to third-party Websites (“Third Party Sites”), either directly or through Courses or Instructors. The Company does not endorse any of these Third-Party Sites and does not control them in any manner. Accordingly, the Company does not assume any liability associated with Third-Party Sites, and we take steps to ensure that they do not influence our contents. If you are confronted with links or panels for a Third-Party Site, you should only proceed as you see appropriate, and protect Your personal information and privacy. We will not compromise the quality of our Website and recommendations in order to receive additional payment. We will continue to only recommend products and services that we believe will be beneficial to Students. Users are advised to review the privacy policies and terms of use of any Third-Party Sites they visit.

Conduct

You may only access the Products for lawful and educational purposes as defined by the Company. You are solely responsible for ensuring that your use of the Products complies with all applicable laws, rules, and regulations. The Company does not provide legal advice, and you should consult legal professionals if you have questions regarding compliance.

You agree not to use the Products or any content provided by the Company (including but not limited to text, images, and other materials) to recruit, solicit, or contact Instructors or potential users for employment or contracting purposes related to any business not affiliated with the Company without obtaining our prior written consent. The Company reserves the right to deny such permission at its sole discretion. To request permission, please contact us through email or phone call. You assume all risks associated with any meetings or contact with Instructors or other users of the Products. The Company shall not be held liable for any damages, losses, or other consequences resulting from such interactions

The Company shall also consider the following actions as a direct violation of the Terms of Use of the Company, its Site, its Courses, and its Products:

Taking any action involving the use of the Company’s Products, Courses, or related materials that violate local, state, national, or international law or breaches any of your contractual obligations or fiduciary duties.
Sharing your password or doing anything that might put your Account at risk.
Attempting to access any other user’s Account or guess their password.
Reproducing, transferring, selling, reselling, or otherwise misusing any content from Our Products, unless specifically authorized to do so.
Accessing, tampering with, or using non-public areas of our systems, unless specifically authorized to do so by Company Members.
Breaking or circumventing our authentication or security measures orotherwise testing the vulnerability of our systems or networks, unlessspecifically authorized to do so by Company Members.
Trying to reverse engineer or directly download any portion of Our Products or Content to a Third-Party Site.
Trying to interfere with any user, host, or network, for example, by sending a virus, overloading, spamming, or mail-bombing.
Using our Products to distribute malware.
Impersonating or misrepresenting your affiliation with any person or entity.

Security

Security of use and protection of users is important to Skillup, Ltd. However, while we work to protect the security of Your Account and related information, the Company cannot guarantee that unauthorized third parties will not be able to defeat Our security measures. Please notify us immediately of any compromise or unauthorized use of Your Account by emailing info@skill-up.org.

Use this Site and its contents at Your own risk and take steps to mitigate loss in the event of a security breach by checking for fraudulent activity on Your related financial accounts regularly.

Specific Obligations of All User

You hereby represent, warrant, and covenant that:

You have read, understood, and agree to be bound by the pricing information (see the Pricing section below) before using the Site or registering for a Course.
You are over the age of 18, or, if not, you will only use the Products with the involvement, supervision, and approval of a parent or legal guardian. Children under the age of 14 may not register for an account or register and/or purchase Courses
You will not upload, post, or otherwise transmit any unsolicited or unauthorized advertising, promotional materials, junk mail, spam, chain letters, pyramid schemes or any other form of solicitation (commercial or otherwise) through the Site or the Products
You will not post any inappropriate, offensive, racist, hateful, sexist, pornographic, false, misleading, infringing, defamatory, or libelous Content.
You will not reproduce, distribute, publicly display, publicly perform, communicate to the public, create derivative works from or otherwiseuse and exploit any Company Content, the Products or Courses or Submitted Content except as permitted by these Terms or the relevant Instructor as applicable;
You will not disclose any personal information to an Instructor, and otherwise will assume responsibility for controlling how Your personal information is disclosed or used, including, without limitation, taking appropriate steps to protect such information; and
You will not solicit or share any personal information from any Instructor or other User.

Registration

To use certain Products, you will need to register and obtain an account, username, and password. When You register, the information You provide to us during the registration process will help us in offering Content, customer service, and network management. You are solely responsible for maintaining the confidentiality of Your Account, username, and password (collectively, your “Account”) and for all activities associated with or occurring under Your Account. You represent and warrant that Your Account information will always be accurate. You must notify us (a) immediately of any unauthorized use of Your Account and any other breach of security, and (b) ensure that You exit from Your Account at the end of each use of the Products. To the extent permissible under applicable law, we cannot and will not be responsible for any loss or damage arising from Your failure to comply with the foregoing requirements or as a result of the use of Your Account, either with or without Your knowledge, prior to Your notifying us of unauthorized access to Your Account.
Upon approved use, the Company shall grant you a limited, personal, non-exclusive, non-transferable, and revocable license to use and access Our Products. As applicable, you may download Content from our Services only for Your personal, non-commercial use unless you obtain Company’s written permission to otherwise use the Products or contents thereof. Use of or access to Our Products does not give You ownership of any intellectual property rights in Our Company, Company Products, or the Content You access.
You may not transfer Your Account to any other person, and You may not use anyone else’s Account at any time without the permission of the account holder. Unauthorized transfer or use of accounts will result in immediate suspension or termination of access, and may lead to legal action if deemed necessary. In cases where You have authorized or registered another individual, including a minor, to use Your Account, You are fully responsible for (i) the online conduct of such User; (ii) controlling the User’s access to and use of the Products; and (iii) the consequences of any misuse. Unsupervised use by any minor is not recommended, and use by any persons under the age of fourteen (14) is strictly prohibited. If a minor under this age uses Your Account with Your permission, you are responsible for supervising their use and ensuring compliance with these Terms. You must also promptly notify us of any such use. Failure to follow the guidelines and suggestions provided herein is grounds for revocation of access, indemnity of Company by User, and/or damages, as applicable.

Content, Licenses & Permissions

All software, technology, designs, materials, information, communications, text, graphics, links, electronic art, animations, illustrations, artwork, audio clips, video clips, photos, images, reviews, ideas, and other data or copyrightable materials or Content, including the selection and arrangements thereof is “Content.”

Where the Company provides Content to You in connection with the Products, including, without limitation, the Software, and the Products and the Site, it is “Company Content.” Content uploaded, transmitted, or posted to the Site or through the Products by a User is “Submitted Content.”

Content remains the proprietary property of theperson or entity supplying it (or their affiliated and/or third-party providers and suppliers) and is protected, without limitation, pursuant to the United Kingdom and foreign copyright and other intellectual property laws. You hereby represent and warrant that You have all licenses, rights, consents, and permissions necessary to grant the rights set forth in these Terms to Company with respect to Your Submitted Content and that Company shall not need to obtain any licenses, rights, consents, or permissions from, or make any payments to, any third party for any use or exploitation of Your Submitted Content as authorized in these Terms or have any liability to You or any otherparty as a result of any use, copying, or exploitation of Your Submitted Content as authorized in these Terms.

You hereby grant the Company a fully-transferable, royalty-free, perpetual, sublicensable, non-exclusive, worldwide license to copy, distribute, modify, create derivative works based on, publicly perform, publicly display, and otherwise use the Submitted Content on the Site and through the Products, and sublicense it to Instructors and Users for these purposes directly or through third parties. This will be strictly for educational purposes and continuous improvement exercises and not promotional data sharing.

You may not reproduce, redistribute, transmit, assign, sell, broadcast, rent, share, lend, modify, adapt, edit, create derivative works of, license, or otherwise transfer or use any Submitted Content or Company Content unless We give You explicit permission to do so. Submitted Content and Company Content is licensed, and not sold, to You, as provided above.

You agree that We may record all or any part of any Courses (including voice chat communications) for quality control and delivering, marketing, promoting, demonstrating, or operating the Site and the Products. You hereby grant the Company permission to use Your name, likeness, image or voice in connection with offering, delivering, marketing, promoting, demonstrating, and selling the Site, Products, Courses, Company Content, and Submitted Content and waive any and all rights of privacy, publicity, or any other rights of a similar nature in connection therewith, to the extent permissible under applicable law.

The company respects all copyright, privacy, defamation, and other laws relating to content and information and will not tolerate violation of such laws. Notwithstanding the foregoing, the company does not screen the submitted content, and all use of the submitted content by you is at your own risk, and the company shall have no liability for such use. In particular, no review or posting or appearance of the submitted content on the site or through the products is intended to act as an endorsement or representation that any submitted content is free of violation of any copyright, privacy or other laws or will suit a particular purpose or be accurate or useful.

If You believe that Submitted Content of Yours violates any law or regulation or is inaccurate or poses any risk whatsoever to a third party, it is Your responsibility to take such steps. You deem necessary to correct the situation. If You believe that Submitted Content of a third party or any Company Content violates any laws or regulations, including, without limitation, any copyright laws, You should report it to the Company directly by emailing info@skill-up.org. All rights not expressly granted in these Terms are retained by the Content owners, and these Terms do not grant any implied licenses.

Pricing

You agree to pay the fees for Courses that You take, and hereby authorize Us to charge Your credit card for these amounts. You authorize us to charge Your credit card upon purchase or registration for the Courses, as per the payment schedule indicated. The prices of the Courses will be as quoted on our Site from time to time. We take all reasonable care to ensure that the prices are correct at the time when the relevant information was entered into the system. Prices for our Courses may change from time to time, but changes will not affect any order which we have confirmed with a Purchase Confirmation. Our Site contains many Courses. It is alway possible that, despite our reasonable efforts, some of the Courses on our Site may be incorrectly priced. If we discover an error in the price of the Courses you have ordered, we will inform you of this error, and we will give you the option of continuing with the order at the correct price or canceling your order. We will not process your order until we have received your instructions. If we are unable to contact you using the contact details you provided during the order process, we will treat the order as canceled and notify you in writing. Please note that if the pricing error is obvious and unmistakeable and could have reasonably been recognized by you as a mispricing, we do not have to provide the Course to you at the incorrect (lower) price.

How to pay

We accept the following payment methods: Mastercard, Maestro, Visa, Visa Electron, and Amex. We will charge your debit card, credit card, or PayPal account immediately after sending you a Purchase Confirmation.

Foreign Currency

The Company’s online platform will default the Sale Currency based on Your geographic location. The currency of any transaction will match the Sale Currency displayed to You on the Website. You cannot change Your displayed currency.

Each foreign currency conversion is processed at a foreign currency conversion rate. This rate generally refers to the amount of one currency that must be paid to buy a certain amount of another currency at a given time. Currency conversion rates can (and will) vary from time to time.

Refunds

Classroom Course (In house course)

By completing your registration for a course and making a payment of full or installment fee, you agree to the following Terms and Conditions:

You have the right to cancel your booking at any time under the following terms:

-Any courses canceled after registration – an admin fee of 25% of the course price applies (which will not be refunded), the remaining deposit will be refunded. You need to request the course cancellation five working days before the course starting date.

– You are not eligible for any refund if you made a request for course cancellation less than five working days before the course starting date.

– SkillUp reserves the right to cancel a course if the number of delegates has not reached the minimum required to run the Course effectively. The Company also reserves the right to cancel in the event of an unforeseen circumstance which disables a safe training environment. In the event of a cancellation, Skill Up will either arrange for an alternative course date or offer a full refund of the fee paid.

Online Courses (Distance Learning)

Under our refund policy, you may cancel your purchase of the Course within the period of 14 calendar days (cancellation period) from the date on which the contract of purchase is concluded. Please note that the right to cancel will not apply after we issued your login detail for the online study platform before receiving your cancellation request to us.

If you choose to cancel within this period, you will receive a refund of the price within 30 days if you are eligible for refunds. If we posted any study material to you, you should return them to us before the refund. Once a course has been redeemed, we cannot grant a refund. All refund requests can be sent to info@skill-up.org. We will refund you on the credit card, debit card or PayPal account used by you to pay.

Trademarks

The trademarks, service marks, and logos (the “Trademarks”) used and displayed on the Site, in the Products or in any Company Content are Our registered or unregistered Trademarks or of Our suppliers or third parties are protected pursuant to United Kingdom and foreign trademark laws. All rights are reserved, and You may not alter or obscure the Trademarks, or link to them without Our prior approval.

Limitation of Liability

To the fullest extent permissible under applicable law, neither party shall be liable for any losses under any theory of liability, including, but not limited to, contract, tort, or negligence, except where such losses were reasonably foreseeable at the time you agreed to these terms. The company’s total liability shall be limited to the amounts paid by you for the specific courses or products related to the liability. You acknowledge and agree that the disclaimers and limitations of liability set forth in these terms of use reflect a reasonable and fair allocation of risk between you and the company and are essential to making the services available to you on an economically viable basis. This section does not exclude or limit either party’s responsibility for any liability that cannot be limited or excluded by law, including but not limited to liabilities arising from fraud or death/injury caused by negligence. You specifically agree that any cause of action related to the products must commence within one (1) year after the cause of action accrues, otherwise, such cause of action is permanently barred.

Indemnification

You hereby indemnify, defend and hold harmless the Company, and its affiliates, officers, directors, agents, partners, employees, licensors, representatives and third party providers from and against all reasonably foreseeable losses, expenses, damages, costs, claims and demands, including reasonable attorneys’ fees and related costs and expenses, due to or arising out of Your breach of any representation or warranty hereunder. We reserve the right, at Our own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by You under this Section, and in such case, You agree to fully cooperate as reasonably required with such defense and in asserting any available defenses are fully appropriate.

Termination

Your right to access a Course will automatically terminate upon:

your completion of the Course for which you have ordered a Single Subscription
expiry of your Periodic Subscription, where you have provided us with no less than seven days’ notice prior to the renewal date of the Periodic Subscription that you wish to cancel the subscription, by writing to us at info@skill-up.org or our notice to you by email that we will cease to provide (or are unable to provide) the Course on our Site.

Where you have selected a Lifetime Access Subscription for all Courses, your Lifetime Access Subscription will automatically terminate where (a) we cease to provide the Lifetime Access Subscription service; or (b) you have provided us with no less than seven days’ notice by email to info@skill-up.org that you wish to cancel your subscription to the service.

If you are in breach of these Terms, we are within our rights to suspend all access to the Course(s) until such breach is remedied or, without prejudice to our other rights and remedies, we shall be entitled to terminate your subscription and your use of and access to the Course immediately without notice

You may not be entitled to a refund of the Charges or any part of them if this

(a) Agreement is terminated; or

(b) If our Site ceases to be available (on a permanent basis), we will send you notice by email, and this Agreement will automatically terminate upon the expiry of such notice. Products and Content, all representations and warranties shall survive termination.

Electronic Notices

By using the Products or communicating with Company, you agree that Company may communicate with You electronically regarding security, privacy, and administrative issues relating to Your use of the Products or these Terms. If the Company learns of a security system’s breach, the Company may attempt to notify You electronically by posting a notice on the Products or sending an email to You. You may have a legal right to receive this notice in writing. To receive free written notice of a security breach (or to withdraw your consent from receiving electronic notice), please write to Company at info@skill-up.org

Miscellaneous

These Terms and any policies applicable to You posted on the Site constitute the entire Agreement between the parties with respect to the subject matter hereof and supersede all previous written or oral agreements between the parties with respect to such subject matter.

If any provision of these Terms is found to be illegal, void, or unenforceable, then that provision shall be deemed severable from these Terms and shall not affect the validity and enforceability of any remaining provisions of these Terms.

A provision of these Terms may be waived only by a written instrument executed by the party entitled to the benefit of such provision. The failure of Company to exercise or enforce any right or provision of these Terms will not constitute a waiver of such right or provision.

Any notice or other communication to be given hereunder will be in writing and given by facsimile, postpaid registered or certified mail return receipt requested, or electronic mail.

No Agencies

Nothing in these Terms shall be construed as making either party the partner, joint venture, agent, legal representative, employer, contractor, or employee of the other. Neither the Company nor any other party to this Agreement shall have, or hold itself out to any third-party site or Company ashaving, any authority to make any statements, representations or commitments of any kind, or to take any action that shall be binding on the other except as provided for herein or authorized in writing by the party to be bound.

Governing Law and Jurisdiction

You agree that any dispute arising out of or in connection with these Terms shall be governed by the laws of England and Wales, excluding any conflicts of law principles that would require the application of the laws of another jurisdiction. You further consent to the exclusive jurisdiction of the courts of England and Wales, with the courts of London being the legal forum for any such dispute.

Excluding claims for injunctive or other equitable relief, for claims related to the Products where the total amount sought is less than ten thousand pounds sterling (£10,000.00 GBP), either you or the Company may elect at any point during the dispute to resolve the claim through binding, non-appearance-based arbitration. The dispute will then be resolved using an established alternative dispute resolution (“ADR”) provider, mutually agreed upon by you and the Company. The parties and the selected ADR provider shall not require any personal appearance by the parties or witnesses unless otherwise mutually agreed by the parties; rather, the arbitration shall be conducted, at the option of the party seeking relief, online, by telephone, or via written submissions alone. Any judgement rendered by the arbitrator may be entered in any court of competent jurisdiction.

If you believe that your copyrighted work has been copied in a manner that constitutes copyright infringement and is accessible on this Website, please notify the Company’s copyright agent, as required under the Copyright, Designs and Patents Act 1988. For your complaint to be valid, you must provide the following information in writing:
An electronic or physical signature of a person authorised to act on behalf of the copyright owner.
Identification of the copyrighted work that you claim is being infringed.
Identification of the material that is claimed to be infringing and where it is located on the Site.
Information reasonably sufficient to permit the Company to contact you, such as your address, telephone number, and email address.
A statement that you have a good faith belief that the use of the material in the manner complained of is not authorised by the copyright owner, its agent, or the law; and
A statement, made under penalty of perjury, that the above information is accurate and that you are the copyright owner or are authorised to act on behalf of the owner.

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