BACKGROUND:

These Terms of Use, together with any and all other documents referred to herein, set out the terms of use under which you may use this website, www.avail-learning-academy.com (“Our Site”). Please read these Terms of Use carefully and ensure that you understand them. [Your agreement to comply with and be bound by these Terms of Use is deemed to occur upon your first use of Our Site] If you do not agree to comply with and be bound by these Terms of Use, you must stop using Our Site immediately.

1. Definitions and Interpretation

1.1 In these Terms of Use, unless the context otherwise requires, the following expressions have the following meanings:

2. Information About Us

2.1 Our Site, www.avail-learning-academy.com is owned and operated by Avail Learning and Development, a limited company registered in England under 10369353, whose registered address is 724 Capability Green, Luton, Bedfordshire, England, LU1 3LU. Our VAT number is.250626130

3. Payment

3.1 Unless otherwise agreed in writing all payments required to be made pursuant to this Agreement by either Party shall be made within 30 days of the date of the relevant invoice in UK Sterling (£) in cleared funds to such bank as the Service Provider may from time to time nominate, without any set-off, withholding or deduction except such amount (if any) of tax as the Client is required to deduct or withhold by law.

3.2 The time of payment shall be of the essence. If the Client fails to make any payment on the due date then the Service Provider shall, without prejudice to any right which the Service Provider may have pursuant to any statutory provision in force from time to time, have the right to charge the Client interest on a daily basis at an annual rate equal to the aggregate of 2% and the base rate of The Bank of England from time to time on any sum due and not paid on the due date. Such interest shall be calculated cumulatively on a daily basis and shall run from day to day and accrue after as well as before any judgement.

4. Accounts

4.1 Certain parts of Our Site (including the ability to purchase services from Us) may require an Account in order to access them.

4.2 You may not create an Account if you are under 16 years of age.

4.3 When creating an Account, the information you provide must be accurate and complete. If any of your information changes at a later date, it is your responsibility to ensure that your Account is kept up-to-date.

4.4 We require that you choose a strong password for your Account, consisting of a combination of lowercase and uppercase letters, number and symbols. It is your responsibility to keep your password safe. You must not share your Account with anyone else. If you believe your Account is being used without your permission, please contact Us immediately at support@avail-learning-academy.com. We will not be liable for any unauthorised use of your Account.

4.5 You must not use anyone else’s Account without the express permission of the User to whom the Account belongs.

4.6 Any personal information provided in your Account will be collected, used, and held in accordance with your rights and Our obligations under the law, as set out in Clause 17.

4.7 If you wish to close your Account, you may do so at any time. Closing your Account will result in the removal of your information. Closing your Account will also remove access to any areas of Our Site requiring an Account for access.

5. Intellectual Property Rights

5.1 With the exception of User Content (see Clause 6), all Content included on Our Site and the copyright and other intellectual property rights subsisting in that Content, unless specifically labelled otherwise, belongs to or has been licensed by Us. All Content (including User Content) is protected by applicable United Kingdom and international intellectual property laws and treaties.

5.2 Subject to sub-Clauses 5.3 and 5.6 you may not reproduce, copy, distribute, sell, rent, sub-licence, store, or in any other manner re-use Content from Our Site unless given express written permission to do so by Us.

5.2 You may:

5.2.1 Access, view and use Our Site in a web browser (including any web browsing capability built into other types of software or app);
5.2.2 Download Our Site (or any part of it) for caching;
5.2.3 Print one copy of any page(s) from Our Site;
5.2.4 Download extracts from pages on Our Site; and
5.2.5 Save pages from Our Site for later and/or offline viewing.

5.3 Our status as the owner and author of the Content on Our Site (or that of identified licensors, as appropriate) must always be acknowledged.

5.4 You may not use any Content saved or downloaded from Our Site for commercial purposes without first obtaining a licence from Us (or our licensors, as appropriate) to do so. This does not prohibit the normal access, viewing and use of Our Site for general information purposes whether by business users or consumers.

5.5 Nothing in these Terms of Use limits or excludes the fair dealing provisions of Chapter III of the Copyrights, Designs and Patents Act 1988 ‘Acts Permitted in Relation to Copyright Works’, covering in particular the making of temporary copies; research and private study; the making of copies for text and data analysis for non-commercial research; criticism, review, quotation and news reporting; caricature, parody or pastiche; and the incidental inclusion of copyright material.

6. Links to Other Sites

6.1 Links to other sites may be included on Our Site. Unless expressly stated, these sites are not under Our control. We neither assume nor accept responsibility or liability for the content of third party sites. The inclusion of a link to another site on Our Site is for information only and does not imply any endorsement of the sites themselves or of those in control of them.

7. Disclaimers

7.1 Nothing on Our Site constitutes advice on which you should rely. It is provided for general information purposes only.

7.2 Insofar as is permitted by law, We make no representation, warranty, or guarantee that Our Site will meet your requirements, that it will not infringe the rights of third parties, that it will be compatible with all software and hardware, or that it will be secure. If, as a result of Our failure to exercise reasonable care and skill, any digital content from Our Site damages your device or other digital content belonging to you, you may be entitled to certain legal remedies. For more details concerning your rights and remedies as a consumer, please contact your local Citizens Advice Bureau or Trading Standards Office.

7.3 We make reasonable efforts to ensure that the Content on Our Site is complete, accurate, and up-to-date. We do not, however, make any representations, warranties or guarantees (whether express or implied) that the Content is complete, accurate, or up-to-date. Please note that this exception does not apply to information concerning services for sale through Our Site.

8. Our Liability

8.1 To the fullest extent permissible by law, We accept no liability to any User for any loss or damage, whether foreseeable or otherwise, in contract, tort (including negligence), for breach of statutory duty, or otherwise, arising out of or in connection with the use of (or inability to use) Our Site or the use of or reliance upon any Content (including User Content) included on Our Site.

8.2 To the fullest extent permissible by law, We exclude all representations, warranties, and guarantees (whether express or implied) that may apply to Our Site or any Content included on Our Site.

8.3 If you are a business user, We accept no liability for loss of profits, sales, business or revenue; loss of business opportunity, goodwill or reputation; loss of anticipated savings; business interruption; or for any indirect or consequential loss or damage.

8.4 We exercise all reasonable skill and care to ensure that Our Site is free from viruses and other malware. However, subject to sub-Clause 8.2, We accept no liability for any loss or damage resulting from a virus or other malware, a distributed denial of service attack, or other harmful material or event that may adversely affect your hardware, software, data or other material that occurs as a result of your use of Our Site (including the downloading of any Content from it) or any other site referred to on Our Site.

8.5 We neither assume nor accept responsibility or liability arising out of any disruption or non-availability of Our Site resulting from external causes including, but not limited to, ISP equipment failure, host equipment failure, communications network failure, natural events, acts of war, or legal restrictions and censorship.

8.6 Nothing in these Terms of Use excludes or restricts Our liability for fraud or fraudulent misrepresentation, for death or personal injury resulting from negligence, or for any other forms of liability which cannot be excluded or restricted by law. For full details of consumers’ legal rights, including those relating to digital content, please contact your local Citizens’ Advice Bureau or Trading Standards Office.

9. Viruses, Malware and Security

9.1 We exercise all reasonable skill and care to ensure that Our Site is secure and free from viruses and other malware.

9.2 You are responsible for protecting your hardware, software, data and other material from viruses, malware, and other internet security risks.

9.3 You must not deliberately introduce viruses or other malware, or any other material which is malicious or technologically harmful either to or via Our Site.

9.4 You must not attempt to gain unauthorised access to any part of Our Site, the server on which Our Site is stored, or any other server, computer, or database connected to Our Site.

9.5 You must not attack Our Site by means of a denial of service attack, a distributed denial of service attack, or by any other means.

9.6 By breaching the provisions of sub-Clauses 9.3 to 9.5 you may be committing a criminal offence under the Computer Misuse Act 1990. Any and all such breaches will be reported to the relevant law enforcement authorities and We will cooperate fully with those authorities by disclosing your identity to them. Your right to use Our Site will cease immediately in the event of such a breach.

10. Acceptable Usage Policy

10.1 You may only use Our Site in a manner that is lawful and that complies with the provisions of this Clause 10. Specifically:

10.1.1 you must ensure that you comply fully with any and all local, national or international laws and/or regulations;
10.1.2 you must not use Our Site in any way, or for any purpose, that is unlawful or fraudulent;
10.1.3 you must not use Our Site to knowingly send, upload, or in any other way transmit data that contains any form of virus or other malware, or any other code designed to adversely affect computer hardware, software, or data of any kind; and
10.1.4 you must not use Our Site in any way, or for any purpose, that is intended to harm any person or persons in any way.

10.2 When submitting User Content (or communicating in any other way using Our Site), you must not submit, communicate or otherwise do anything that:
10.2.1 is sexually explicit;
10.2.2 is obscene, deliberately offensive, hateful or otherwise inflammatory;
10.2.3 promotes violence;
10.2.4 promotes or assists in any form of unlawful activity;
10.2.5 discriminates against, or is in any way defamatory of, any person, group or class of persons, race, sex, religion, nationality, disability, sexual orientation or age;
10.2.6 is intended or otherwise likely to threaten, harass, annoy, alarm, inconvenience, upset, or embarrass another person;
10.2.7 is calculated or is otherwise likely to deceive;
10.2.8 is intended or otherwise likely to infringe (or threaten to infringe) another person’s right to privacy or otherwise uses their personal data in a way that you do not have a right to;
10.2.9 misleadingly impersonates any person or otherwise misrepresents your identity or affiliation in a way that is calculated to deceive (obvious parodies are not included within this definition provided that they do not fall within any of the other provisions of this sub-Clause 10.2);
10.2.10 implies any form of affiliation with Us where none exists;
10.2.11 infringes, or assists in the infringement of, the intellectual property rights (including, but not limited to, copyright, patents, trade marks and database rights) of any other party; or
10.2.12 is in breach of any legal duty owed to a third party including, but not limited to, contractual duties and duties of confidence.

10.3 We reserve the right to suspend or terminate your access to Our Site if you materially breach the provisions of this Clause 10 or any of the other provisions of these Terms of Use. Specifically, We may take one or more of the following actions:
10.3.1 suspend, whether temporarily or permanently, your Account and/or your right to access Our Site;
10.3.2 remove any User Content submitted by you that violates this Acceptable Usage Policy;
10.3.3 issue you with a written warning;
10.3.4 take legal proceedings against you for reimbursement of any and all relevant costs on an indemnity basis resulting from your breach;
10.3.5 take further legal action against you as appropriate;
10.3.6 disclose such information to law enforcement authorities as required or as We deem reasonably necessary; and/or
10.3.7 any other actions which We deem reasonably appropriate (and lawful).

10.4 We hereby exclude any and all liability arising out of any actions (including, but not limited to those set out above) that We may take in response to breaches of these Terms of Use.

11. Privacy and Cookies

Use of Our Site is also governed by the Privacy Policy, available from https://avail-learning-academy.com/privacy-policy/ This policy is incorporated into these Terms of Use by this reference.

12.Technical Support

12.1 If you experience problems in deploying our web based application we will work with you to resolve the problem in accordance with the SLA. This includes, within Business Hours, telephone and email support, support via a remote desktop session and liaison with your IT department/provider as we deem necessary.

12.2 In situations where it is deemed that the configuration of your computer or IT infrastructure is having a detrimental effect on the performance of our application (for example you may use an unsupported device/browser, a thin client, have a proxy or firewall which is blocking access to programme resources) we cannot continue to provide inclusive technical support.

12.3 In such a scenario we can pass you on to our recommended IT support partner (hourly rates available on request) who will be able to work directly with you to rectify any issues with your system. Alternatively, you can consult with your own IT support partner for a resolution.

13.Changes to these Terms of Use

We may alter these Terms of Use at any time. Any such changes will become binding on you upon your first use of Our Site after the changes have been implemented. You are therefore advised to check this page from time to time.

In the event of any conflict between the current version of these Terms of Use and any previous version(s), the provisions current and in effect shall prevail unless it is expressly stated otherwise.

14. Contacting Us

To contact Us, please email Us at info@avail-learning-academy.com or using any of the methods provided on Our contact page at https://avail-learning-academy.com/contact/

15. Data Protection

All personal information that We may use will be collected, processed, and held in accordance with the provisions of EU Regulation 2016/679 General Data Protection Regulation (“GDPR”) and your rights under the GDPR.

For complete details of our collection, processing, storage, and retention of personal data including, but not limited to, the purpose(s) for which personal data is used, the legal basis or bases for using it, details of your rights and how to exercise them, and personal data sharing (where applicable), please refer to Our Privacy Policy https://avail-learning-academy.com/privacy-policy/

16. Confidentiality

16.1 Both the Service Provider and the Client shall undertake that, except as provided by sub-Clause 16.2 or as authorised in writing by the other Party, it shall at all times during the continuance of the Agreement and for 5 years after its termination:
16.1.1 keep confidential all Confidential Information;
16.1.2 not disclose any Confidential Information to any other party;
16.1.3 not use any Confidential Information for any purpose other than as contemplated by these Terms and Conditions or the Agreement;
16.1.4 not make any copies of, record in any way or part with possession of any Confidential Information; and
16.1.5 ensure that (as applicable) none of its directors, officers, employees, contractors, agents or advisers does any act which, if done by that Party, would be a breach of the provisions of sub-Clauses 16.1.1 to 16.1.4.

16.2 Subject to sub-Clause 16.3, either Party may disclose any Confidential Information to:
16.2.1 any of their subcontractors or suppliers or group companies
16.2.2 any governmental or other authority or regulatory body; or
16.2.3 any of their employees or officers or those of any party described in sub-Clauses 16.2.1 or 16.2.2;

16.3 Disclosure under sub-Clause 16.2 may be made only to the extent that is necessary for the purposes contemplated by these Terms and Conditions and the Agreement, or as required by law and provided that the recipients are aware of the obligations of confidentiality and (subject to any overriding requirement existing under statute) agree to keep the confidential information confidential and to use it only for the purposes for which the disclosure is made. In each case the disclosing Party must first inform the recipient that the Confidential Information is confidential, unless such information would reasonably be understood, given the nature of the information, to be confidential.

16.4 Either Party may use any Confidential Information for any purpose, or disclose it to any other party, where that Confidential Information is or becomes public knowledge through no fault of the receiving Party.

16.5 When using or disclosing Confidential Information under sub-Clause 16.4, the receiving Party must ensure that it does not disclose any part of that Confidential Information which is not public knowledge.

16.6 The provisions of this Clause 5 shall continue in force in accordance with their terms, notwithstanding the termination of the Agreement for any reason.

Law and Jurisdiction

These Terms and Conditions, and the relationship between you and Us (whether contractual or otherwise) shall be governed by and construed in accordance with the law of England.

If you are a consumer, any dispute, controversy, proceedings or claim between you and Us relating to these Terms and Conditions, or the relationship between you and Us (whether contractual or otherwise) shall be subject to the jurisdiction of the courts of England.

If you are a business, any disputes concerning these Terms and Conditions, the relationship between you and Us, or any matters arising therefrom or associated therewith (whether contractual or otherwise) shall be subject to the jurisdiction of the courts of England.

17.No Partnership or Agency

17.1 Nothing in this Agreement is intended to, or shall be deemed to, establish any partnership or joint venture between any of the Parties, constitute either Party the agent of the other Party, or authorise either Party to make or enter into any commitments for or on behalf of the other Party.

17.2 Each party confirms it is acting on its own behalf and not for the benefit of any other person.