TERMS & CONDITIONS OF SERVICE
IMPORTANT - By creating an account and by utilising the service provided by Ediface Limited you agree to be bound by these Terms and Conditions.Welcome to the Ediface Training Platform or Ediface Website (collectively, the "Service"). Your use of the Service is subject to these Terms of Service and Ediface’s Privacy Policy (collectively, the “Terms of Service” or “Agreement”). These Terms of Service are a legal agreement between You and Ediface Ltd (“Ediface”), a UK Registered company, for use of the Ediface service. "You" refers to any individual who creates an account created on the Service, or, if the Service is being used on behalf of an entity (such as a School) by an individual authorized to agree to such terms on behalf of such entity, then "You" refers to such entity. If You are accessing the Service on behalf of Your employer, you represent and warrant that You have the authority to agree to these Terms of Service on its behalf. If You do not agree with the terms of this Agreement, do not use the Service. Ediface reserves the right to update and change the Agreement from time to time without notice or acceptance by You. The Agreement will also be applicable to the use of the Service on a trial basis. By using the Service, You signify Your acceptance of this Agreement. The Ediface Training Platform and website are protected by copyright laws and international copyright treaties, as well as other intellectual property laws and treaties.
Description of ServiceEdiface Ltd ("Ediface") is the producer and owner of the "Ediface Course Management System" (collectively referred to here as the/our "Platform" or our "Services' The Ediface Course Management System is a digital hub for the creation, storage and distribution of lesson plans, homework assignment and learning content. The Service may contain information, data, text, photographs, videos, audio clips, written posts and comments, software, scripts, graphics, and interactive features generated, provided, or otherwise made accessible on or through the Service (collectively, “Content”). Subject to these Terms of Service, Ediface grants to You and each user of the Service a worldwide, non-exclusive and non-transferable license to use Content solely for purposes of using the Service. Use, reproduction, modification, distribution or storage of any Content for other than purposes of using the Service is expressly prohibited without prior written permission from us. You shall not sell, license, rent, or otherwise use or exploit any Content for commercial use or in any way that violates any third party right. For the purposes of these Terms of Service, “Content” also includes all User Content (as defined below).
An "Account" referred to herein means a service, provided by Ediface, where You may use Ediface to create, update, share, and publish information, data, text, videos, images or other materials ("User Content").
Unless explicitly stated otherwise, any new features that augment or enhance the current Service, including the release of new tools and capabilities, shall be subject to the Agreement. Ediface will provide the Service in accordance with this Agreement. Ediface may at its sole discretion modify the features of the Service from time to time without prior notice.
RegistrationIn order to use the Service, You must have a valid Account. To acquire an Account for the Service, You must provide Ediface with an email address and other information ("Registration Data"). You are responsible for maintaining the confidentiality of the access data for Your Account, and are fully responsible for all activities that occur under Your Account. You agree to
- immediately notify Ediface of any unauthorized use of Your Account or any other breach of security, and
- ensure that You exit from Your Account at the end of each session. Ediface cannot and will not be liable for any loss or damage arising from Your failure to comply with this section.
In consideration of use of the Service, You agree to:
- provide true, accurate, current and complete information about Yourself as prompted by the Service's registration form, and
- maintain and promptly update the Registration Data to keep it true, accurate, current and complete.
Ediface assumes no duty to verify such information as further detailed in the CONTENT OF THE SERVICE section of these Terms of Service. If You provide any information that is untrue, inaccurate, not current or incomplete, or Ediface has reasonable grounds to suspect that such information is untrue, inaccurate, not current or incomplete, Ediface has the right to suspend or terminate Your Account and refuse any and all current or future use of the Service (or any portion thereof).
By using the Service (and registering an Account on the Service), You represent and warrant that solely responsible for ensuring that these Terms of Service are in compliance with all laws, rules and regulations applicable to you and the right to access the Service is revoked where these Terms of Service or use of the Service is prohibited or to the extent offering, sale or provision of the Service conflicts with any applicable law, rule or regulation.
ChildrenIn the circumstances where Ediface will be used by children within a School, Kindergarden, College or other Educational Establishment. By using the Service (and registering an Account on the Service), You represent and warrant that solely responsible for any use by children and their rights and responsibilities as laid out in these Terms of Service and in our Privacy Policy. This means that you must notify the child's parents/guardians of the personally identifiable information that Ediface, and that you will obtain parental/guardian consent before your students establish accounts or use Ediface. If you are located outside of the United Kingdom, we will rely upon you to obtain any required consent or approval from the parent or guardian of any student covered by similar laws, and, as a condition to your and your students' use of Ediface, you agree that you will be responsible for complying with such laws.
Billing and Payment TermsAccess to the Ediface Course Management System is a paid service where you shall pay fees (described below) to Ediface. Credit cards are the only payment mechanism Ediface will accept for payment ("Subscription Fee") and all currency references are in GBP.
Ediface uses a third party payment provider called Stripe who manages all payments to Ediface. Details of the Terms of Service for Stripe can be found through -
https://stripe.com/gb/connect-account/legal.
When creating an account You will provide Ediface with the necessary billing information ("Billing Data"). You must provide current, complete and accurate Billing Data and the credit card that You provide as part of the Billing Data will be automatically and immediately billed on the day You sign up. You agree that Ediface (through Stripe) may charge to Your credit card all amounts due and owing for Your Account on that yearly basis unless you cancel the account (see the "Termination, Breach, Suspension and Cancellation" and "Refund" sections of these Terms of Service). Ediface will contact You via electronic mail to alert You upon each charge. Ediface may change prices at any time without prior notice, but will endeavor to provide reasonable advance notice via the Ediface website and/or electronic mail. You agree that in the event Ediface (through Stripe) is unable to collect the fees owed to Ediface for Your Account through Your Subscription Fee, Ediface has the right to suspend or terminate Your Account and refuse any and all current or future use of the Service (or any portion thereof).
You must promptly notify Ediface if Your Payment Method is changed (for example, for loss or theft) or if You become aware of a potential breach of security, such as the unauthorized disclosure or use of Your name or password. If You fail to provide any of the foregoing information, You agree that Ediface may continue charging You for any use of the Paid Plan under your Billing Data unless You have terminated Your Paid Plan as set forth herein.
As long as Your Account remains active and in good standing, You will be charged the Subscription Fee even if You never use the service. You may, however, cancel Your Subscription at any time.
Termination, Breach, Suspension and CancellationIf Your Subscription Fee payment is overdue, Ediface will disable Your access to Your Ediface account after 14 days. Ediface may, at its sole discretion, at any time and for any reason, terminate the Service, terminate this Agreement, or suspend or terminate Your Account. In the event of suspension or termination, Your account will be disabled and You may not be granted access to Your Account or any files or other Content (including Your User Content) contained in Your Account, and Ediface may delete Your User Content, although residual copies of information may remain in our system for some time for back-up purposes. In the event of termination, Ediface may also withdraw and at its discretion reallocate the public web address of Your Account.
If You terminate Your Account, via an email or mail to Ediface, and You request that Ediface delete Your User Content and files contained in Your Account, Ediface will make all reasonable efforts to do so.
RefundsEdiface provides means for Account cancellation through the Ediface Course Management System and via an email to
support@ediface.org. If You cancel Your Account within 20 calendar days of the date of sign up, and You request a refund, Ediface will refund all payments You have made to Ediface within the 20 calendar days prior to the cancellation and refund request.
Propriety/Intellectual Property RightsEdiface and/or its suppliers, as applicable, retain ownership of all proprietary rights in the Service and in all trade names, trademarks and service marks associated or displayed with the Service. You will not remove, deface or obscure any of Ediface's or its suppliers' copyright or trademark notices and/or legends or other proprietary notices on, incorporated therein, or associated with the Service. You may not reverse engineer, reverse compile or otherwise reduce to human readable form any software associated with the Service.
Export RestrictionsYou acknowledge that the Service, or portion thereof may be subject to the export control laws of the United Kingdom. You will not export, re-export, divert, transfer or disclose any portion of the Service or any related technical information or materials, directly or indirectly, in violation of any applicable export law or regulation.
Injunctive ReliefYou acknowledge that any use of the Service contrary to this Agreement, or any transfer, sublicensing, copying or disclosure of technical information or materials related to the Service, may cause irreparable injury to Ediface, its affiliates, suppliers and any other party authorised by Ediface to resell, distribute, or promote the Service ("Resellers"), and under such circumstances Ediface, its affiliates, suppliers and Resellers will be entitled to equitable relief, without posting bond or other security, including, but not limited to, preliminary and permanent injunctive relief.
Proper UseEdiface does not claim ownership over any User Content submitted on or through the Service unless this content has been explicitly created for Ediface by an affiliates, supplier or other party authorised by Ediface. Your User Content belongs to You. However, by uploading any User Content to the Service, You agree that Ediface may store and display your user content solely as necessary in connection with the Service. To the extent You choose to share any of Your User Content with other users of the Service, You agree to allow these users (i.e., only the users you specify) to view Your User Content and, to the extent applicable, collaborate with You and Your User Content.
You understand that all User Content is the sole responsibility of the person from which such User Content originated. This means that You, and not Ediface, are entirely responsible for all User Content that You upload, publish or otherwise make available via Your Account. Ediface does not control the User Content posted via the Service and, as such, does not guarantee the accuracy, integrity or quality of such User Content.
You understand that by using the Service, You may be exposed to User Content that is offensive, indecent or objectionable. Under no circumstances will Ediface be liable in any way for any User Content, including, but not limited to, for any errors or omissions in any Content, or for any loss or damage of any kind incurred as a result of the use of any Content posted, transmitted or otherwise made available via the Service. You acknowledge that Ediface does not pre-screen User Content, but that Ediface shall have the right (but not the obligation) in their sole discretion to refuse, modify or move any Content that is available via the Service. Without limiting the foregoing, Ediface and its designees shall have the right to remove any User Content that violates the Agreement or is otherwise objectionable. You agree that You must evaluate, and bear all risks associated with, the use of any Content, including any reliance on the accuracy, completeness, or usefulness of such Content. In this regard, You acknowledge that You may not reasonably rely on any Content created by Ediface or submitted to Ediface. You acknowledge and agree that Ediface may preserve User Content and may also disclose User Content if required to do so by law or in the good faith belief that such preservation or disclosure is reasonably necessary to:
- comply with legal process;
- enforce the Agreement;
- respond to claims that any Content violates the rights of third-parties; or
- protect the rights, property, or personal safety of Ediface, its users and the public.
If Ediface discloses User Content to comply with legal process or respond to claims that any User Content violates the rights of third-parties, to the extent permitted by law, regulation or legal process, Ediface agrees to provide You with prompt notice of any such legal or governmental demand and reasonably cooperate with You in any effort to seek a protective order or otherwise to contest such required disclosure.
Should User Content be found or reported to be in violation with, but not limited to, the following terms, it will be in Ediface's sole discretion as to what action should be taken. You agree that You will not:
- upload, post, transmit or otherwise make available any User Content that is unlawful, harmful, threatening, abusive, harassing, tortuous, defamatory, vulgar, obscene, libellous, invasive of another's privacy (up to, but not excluding
any address, email, phone number, or any other contact information without the written consent of the owner of such information), hateful, or racially, ethnically or otherwise objectionable;
- harm minors in any way;
- forge headers or otherwise manipulate identifiers in order to disguise the origin of any User Content transmitted through the Service;
- upload, post or otherwise transmit any User Content that You do not have a right to transmit under any law or under contractual or fiduciary relationships (such as inside information, proprietary and confidential information learned
or disclosed as part of employment relationships or under nondisclosure agreements);
- upload, post or otherwise transmit any User Content that infringes any patent, trademark, trade secret, copyright, rights of privacy or publicity, or other proprietary rights of any party;
- upload, post or otherwise transmit any material that contains software viruses or any other computer code, files or programs designed to interrupt, destroy or limit the functionality of any computer software or hardware or telecommunications
equipment;
- interfere with or disrupt the Service or servers or networks connected to the Service, or disobey any requirements, procedures, policies or regulations of networks connected to the Service;
- intentionally or unintentionally violate any applicable local, county, national or international law;
- promote or provide instructional information about illegal activities, promote physical harm or injury against any group or individual, or promote any act of cruelty to animals.
- use the Account website as a redirecting/forwarding service to another website;
- exceed the scope of the Service that You have signed up for; for example, accessing and using the tools that You do not have a right to use, or having humans share User logins, or deleting, adding to, or otherwise changing other
people's comments or User Content as an Account holder. If any user is reported to be in violation with the letter or spirit of these terms, Ediface retains the right to terminate such account at any time without further warning.
You agree that Ediface has no responsibility or liability for the deletion of, or the failure to store or to transmit, any User Content and other communications maintained by the Service. You acknowledge that Ediface may establish general practices and limits concerning use of the Service and may modify such practices and limits from time to time. Ediface retains the right to create limits on use and storage at our sole discretion at any time with or without notice. You acknowledge that we reserve the right to log off users who are inactive for an extended period of time.
You agree that You will not:
- upload, post, email, or otherwise transmit any computer routines, files or programs designed to interrupt, destroy or limit the functionality of any computer software or hardware or telecommunications equipment;
- interfere with or disrupt our Service or networks connected to our website or through the use of our Service, or disobey any requirements, procedures, policies or regulations of networks connected to our website or through the use of our Service, or otherwise interfere with our Service in any way, including through the use of JavaScript, ActiveX or other coding;
- take any action that imposes an unreasonable or disproportionately large load on our infrastructure; or
- copy, reproduce, alter, modify, or publicly display any information displayed on the Service (except for Your User Content), or create derivative works from our website (other than from Your User Content), to the extent that such action(s) would constitute copyright infringement or otherwise violate the intellectual property rights of Ediface or any other third party, except with the prior written consent of Ediface or the appropriate third party.
Content of ServiceEdiface takes no responsibility for any third-party Content or User Content (unless this content has been explicitly created for Ediface by an affiliates, supplier or other party authorised by Ediface), nor does Ediface have any obligation to monitor such third-party Content. Ediface reserves the right at all times to remove or refuse to distribute any Content on the Service, such as Content which violates these Terms of Service.
Ediface also reserves the right to access, read, preserve, and disclose any information as it reasonably believes is necessary to
- satisfy any applicable law, regulation, legal process or governmental request,
- enforce these Terms of Service, including investigation of potential violations hereof,
- detect, prevent, or otherwise address fraud, security or technical issues,
- respond to user support requests, or
- protect the rights, property or safety of Ediface, its users and the public.
Ediface will not be responsible or liable for the exercise or non-exercise of its rights under this Agreement.
If Ediface discloses such information to satisfy any applicable law, regulation, legal process or governmental request or to respond to user support requests, to the extent permitted by law, regulation or legal process, Ediface agrees to provide You with prompt notice of any such demand and reasonably cooperate with You in any effort to seek a protective order or otherwise to contest such required disclosure.
International UseRecognising the global nature of the Internet, You agree to comply with all local rules regarding online conduct and acceptable User Content. Specifically, You agree to comply with all applicable laws regarding the transmission of technical data exported from the United Kingdom or the country in which You reside.
No Resale of the ServiceYou agree not to reproduce, duplicate, copy, sell, resell or exploit any portion of the Service, use of the Service, or access to the Service without the express permission by Ediface.
Your Representations and WarrantiesYou represent and warrant that
- all of the information provided by You to Ediface to participate in the Service is correct and current; and
- You have all necessary right, power and authority to enter into these Terms of Service and to perform the acts required of You hereunder.
No warranties or representations by EdifaceYou understand and agree that the Service is provided "as is" and Ediface, its affiliates, suppliers and Resellers expressly disclaim all warranties of any kind, express or implied, including without limitation any warranty of merchantability, fitness for a particular purpose, non-infringement or bailment of your data on Ediface's servers. Ediface, its affiliates, suppliers and Resellers make no warranty or representation regarding the results that may be obtained from the use of the Service, the security of the Service, or that the Service will meet any user's requirements. Use of the Service is at Your sole risk. You will be solely responsible for any damage to You resulting from the use of the Service. The entire risk arising out of use, security or performance of the Service remains with You. No oral or written information or advice given by Ediface or its authorised representatives shall create a warranty or in any way increase the scope of Ediface's obligations.
IndemnityYou agree to indemnify, defend and hold harmless Ediface, its affiliates, officers, directors, employees, consultants, agents, suppliers and Resellers from any and all third party claims, liability, damages and/or costs (including, but not limited to, solicitors fees as and when incurred) arising from Your use of the Service, Your use of Your Account, Your violation of these Terms of Service or the infringement or violation by You or any other User of Your Account, of any intellectual property relating to the Service (including without limitation Your User Content) or other right of any person or entity.
Modifications of ServiceEdiface reserves the right at any time and from time to time to modify or discontinue, temporarily or permanently, the Service (or any part thereof) with or without notice at any time. You agree that Ediface shall not be liable to You or to any third party for any modification, suspension, termination or discontinuance of the Service.
No AgencyNo agency, partnership, joint venture, employee-employer or franchiser-franchisee relationship between You and Ediface Software is intended or created by these Terms of Service.
Limitation of LiabilityIn no event will Ediface or its affiliates, suppliers or Resellers be liable for any special, incidental, indirect, exemplary or consequential damages whatsoever (including, without limitation, damages for loss of business profits, business interruption, loss of business information, or any other pecuniary loss or damage) arising out of the use of or inability to use the Service, or the provision of or failure to provide technical or other support service, whether arising in tort (including negligence) contract or any other legal theory, even if Ediface, its affiliates, suppliers or Resellers have been advised of the possibility of such damages. In any case, Ediface, its affiliates', suppliers' and Resellers' maximum cumulative liability and Your exclusive remedy for any claims arising out of or related to this Agreement will be limited to the amount actually paid by You for the Service (if any) in the previous twelve (12) months.
Choice of LawThis Agreement shall be governed by and construed under UK law.
Entire Agreement/General ProvisionsThis Agreement embodies the entire understanding and agreement between the parties respecting the subject matter of this Agreement and supersedes any and all prior understandings and agreements between the parties respecting such subject matter. Ediface may change the terms of this Agreement at any time by posting modified terms on its website. This Agreement has been prepared in the English Language and such version shall be controlling in all respects and any non-English version of this Agreement is solely for accommodation purposes. Any and all rights and remedies of Ediface upon Your breach or other default under this Agreement will be deemed cumulative and not exclusive of any other right or remedy conferred by this Agreement or by law or equity on Ediface, and the exercise of any one remedy will not preclude the exercise of any other. The captions and headings appearing in this Agreement are for reference only and will not be considered in construing this Agreement. Notices to You may be made via either email or regular mail. The Service may also provide notices of changes to the Agreement or other matters by displaying notices or links to notices to You generally on the Service. All notices or other correspondence to Ediface under this Agreement must be sent to the following electronic mail address for such purpose:
support@ediface.org