These Terms of Use (“Agreement”) are entered into between you (hereinafter referred to as the “Customer”, “User” and also as “you” or “your”) and Learnworks.com (trade name of Altasen Services BV) registered in Netherlands (hereinafter referred to as “Company”, “Learnworks”, “we”, “our” or “us”).
You must be at least 13 years old to use the Site and our services. If you are between the ages of 13 and 18, you may use the Site under the supervision and guidance of your parents or guardians. In such a case, your parent(s) or guardian must agree to this Agreement and shall be bound by the same.
Please review this Agreement since it affects your legal rights and obligations. If you cannot agree to be bound by this Agreement, do not access or use our website located at www.Learnworks.com and any related software (the “Site”). By using the Site, you hereby (i) agree to be bound by the same, and (ii) represent and warrant that you have the right, authority, and capacity to enter into this Agreement.
This Agreement includes and hereby incorporates by reference the Learnworks’s policies referred to herein. The Company’s policies may be modified by the Company during the continuance of this Agreement, in its sole discretion.
ABOUT THE SITE AND SERVICES
The Site is Software-as-a-Service (SaaS) platform wherein Company provides (in general) services relating to (among others) e-learning, course building and consultation services (“Services”).
The Company, in exchange of a Fee, provides each Customer with access to a rich collection of courses on the Site.
REGISTRATION
You must create an Account on the Site in order to enjoy our Services. During registration, you shall be required to provide contact information, consisting of your name, valid email address, password, location and financial information. The registration shall be deemed to be conclusive proof that you use our Site. You are hereby required to provide accurate and complete information. We reserve the right, with or without giving any reasons, to reject, remove, restrict or suspend any username.
The registration shall be non-transferrable. It shall be your sole duty to keep your password confidential and Company shall bear no responsibility for any access, use/misuse of the Site in connection with your Account. If you become aware of any unauthorized use of your Account, you must notify the Company in writing of such use.
SITE AND SERVICES LICENSE
Subject to and conditioned on compliance with this Agreement and the other Company policies, the Company grants you a limited license to access and, if you are a Customer to use this Site and Services for the purpose of enjoying the Services made available and authorized from this Site.
You shall not access or use the Site or Services for any reasons that are in competition with the Company. You must not sell, reproduce, distribute, modify, display, publicly perform, prepare derivative works based on, repost or otherwise use any content of this Site in any way for any public or commercial purpose without prior written consent of the Company. You must not use any content of this Site on any other website or in a networked computer environment for any purpose except your own viewing. You must not frame or link to the Site except as permitted in writing by the Company. You must not attempt to reverse engineer or attempt to interfere with the operation of any part of this Site unless expressly permitted by law. This Site or any portion of this Site may not be reproduced, duplicated, copied, sold, resold or otherwise exploited for any commercial purpose that is not expressly permitted by the Company. The Company and its licensors retain all of their right, title and interest in and to all patent rights, inventions, copyrights, know-how, and trade secrets relating to the Site. The Site logo and name are trademarks of the Company, and may be registered in certain jurisdictions. All other product names, company names, marks, logos and symbols on the Site may be the trademarks of their respective owners. Except as expressly stated, nothing in this Agreement confers any license under any of Company’s or any third party’s Proprietary Rights, whether by estoppel, implication or otherwise.
COURSES
Without limiting the generality of the above and giving the Customers/Users an idea what the Site does, Learnworks offers courses to: i) individuals, and ii) Organizations.
Courses to Individuals
Any individual can buy the courses available on the Site through lw.Learnworks.com. The course shall be non-transferrable and be available to the individual who purchased it. The individual shall have life-time access to the course.
Courses to Organizations
The organization that wishes to purchase our courses is provided with its own access (Tenant) wherein they can create multiple logins on the same access and offer these courses to their employees. The organizations can further sell these courses further with the permission of the Company.
PAYMENT TERMS
The fee of each course is stated in the features of the course. If you are an individual, you will be required to pay for each single course through iDeal, CreditCards or PayPal.
If you are an organization, you shall execute a contract with the Company and you shall be charged on annual basis and will be invoiced as such. The fee shall be paid via bank transfer. The first payment shall become due one (01) month after installation. Every recurring payment shall be due within thirty (30) days of issuance of invoice. Failure to pay on or before the due date shall result in your access being blocked until the clearance of invoice.
MANAGEMENT RESPONSIBILITY
The provision of Services by the Company is intended to help Customers gain technical knowledge. However, Customer is fully and exclusively responsible for his/her performance. Like in a traditional school paradigm, students have an obligation to learn, we and our tutors do their best to impart to students to the best of their abilities, the students (Users/Customers) have to do their part as well.
NO ENDORSEMENT Any reference in the Services to any specific commercial product, services or process by trade name, trademark, manufacturer, or otherwise, is for general information and does not necessarily constitute or imply its endorsement, recommendation, or favoring by us and such mention shall not be deemed to mean advertising or endorsement of such products, services or processes.
CERTIFICATES
For all Learnworks courses, the Company will issue Learnworks certificates bearing its logo. For third party courses, the relevant institute/entity shall issue the certificate.
ENFORCEMENT OF THE AGREEMENT AND POLICIES
Without limiting Company’s other remedies, we shall have the right, but not the obligation, to suspend or cancel your access to the Site if (a) you breach any terms and conditions of this Agreement or other written policies and procedures posted on the Site, or violate Company’s rights or those of another party; (b) We are unable to verify or authenticate any information you provide to us; or (c) We believe that your actions may cause legal liability to you, other users or Company. In addition, violations of this Agreement may be prosecuted to the fullest extent as permitted by law and may result in additional penalties and sanctions.
We, in our sole discretion, reserve the right to determine whether or not your use of the Site or Services is in conjunction with this Agreement.
GENERAL OBLIGATIONS AND RESTRICTIONS UPON USERS
You shall not transgress from your role under this Agreement. You shall not access (or attempt to access) the Site or our services by any means other than through the interfaces provided by Company, and shall not use any information available on the Site for any purpose other than the purpose for which it was made available. You shall not use the Site for any illegal, fraudulent, obscene or defamatory activity. You shall not attempt to gain unauthorized access to other networks or computer systems through the Site. You shall not engage in any activity that interferes with or disrupts the proper functioning/operation of the Site. You shall not upload or attach any malicious or unknown files. You shall not insert any external links that could be malicious or unknown to you, or used for offering any goods or services.
You are not allowed to advertise, promote or brand any content, including any third party’s content into the Site for personal, commercial or any other purposes unless expressly permitted by us.
You shall not use any software, script, device, mechanism or do any act by the commission of which the proper and true functioning of the Site may be affected. You shall not do any act or encourage anyone else to do an act that could infect a routine in the Site, including, without limitation, any virus, Trojan horse, cancelbot, time bomb, worm or any other computer routine(s) that might damage, seize, interfere with, intercept, delay, impound, or expropriate a system, network, personal information or data.
Unless otherwise expressly provided in this Agreement, or through an express prior written permission from Company, you may not modify, reproduce, copy, republish, upload, post, download, transmit, or distribute, create derivative work, sell or otherwise exploit, in any manner, all or portion of this Site, Services, content, design, codes, data or materials.
INTELLECTUAL PROPERTY RIGHTS
Company and its licensors reserve all Proprietary Rights in and to the Site and the Services. You may not use the Site except as necessary for the purposes of performing your obligations under this Agreement. We reserve the right to withdraw, expand, otherwise change or cease to operate the Site at any time at our sole discretion.
You may/shall not reverse-engineer, disassemble or decompile, decrypt, circumvent or otherwise interfere, in any manner whatsoever, whole or part of the Site or domains as it constitutes/embodies Company’s Proprietary Rights.
TERMINATIONS AND MODIFICATIONS
This Agreement becomes effective by your visit of the Site. We reserve the right to modify or discontinue all or part of the Siteor Services, temporarily or permanently, with or without notice to you, and are not obligated to support or update the same. You understand and agree that we shall not be liable to you or a third party for modifications, suspensions or changes to Site or Services.
You agree that we may make changes to this Agreement, and other rules, whenever necessary to comply with governing laws or further the goals of this Agreement and ensure an overall positive user experience. Notice of such changes may be made by email, regular mail, postings on the Service or will be noted as amendments or updates on this “Terms of Use” page.
COMPLIANCE WITH COPYRIGHT LAWS
We shall respond quickly to claims of copyright infringement. If you believe your copyright is infringed by our Site and Content, please provide us with a written notice via mail or email at the following address:
Learnworks.com
Billitonlaan 4
7314 CP Apeldoorn
The Netherlands
Email: security-privacy@learnworks.com
Your notice must contain the following information:
We are only required to respond to those notices that substantially comply with the above requirements. We will investigate your claim and will notify by the method of contact you used to file your notice with us.
INTERNATIONAL USE
You are required to follow all the national and international laws while accessing the Site. The Site is being operated under the laws of Netherlands; thereby you are obligated to follow the law of Netherlands in your use of the Site. If you choose to access this Site from a location outside of Netherlands, you do so, on your own initiative and you are responsible for compliance with local laws.
WARRANTY & DISCLAIMER
THE SITE, COURSES, SERVICES AND CONTENT ARE AVAILABLE ON “AS IS” BASIS. EXCEPT AS EXPRESSLY PROVIDED OTHERWISE IN THIS AGREEMENT, NEITHER WE, NOR OUR MANAGERS, AFFILIATES OR AGENTS MAKE ANY REPRESENTATIONS, WARRANTIES OR ENDORSEMENTS OF ANY KIND WHATSOEVER, EXPRESS OR IMPLIED OR STATUTORY, REGARDING THE CONTENT, COURSES, SERVICES OR ITEMS, WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, TITLE, CUSTOM, TRADE, QUIET ENJOYMENT, ACCURACY OF INFORMATION PROVIDED ON SITE OR ANY ACTIVITIES RELATED TO THIS AGREEMENT.
LIMITATION OF LIABILITY
IN NO EVENT WILL COMPANY BE LIABLE FOR ANY SPECIAL, CONSEQUENTIAL, INCIDENTAL, EXEMPLARY OR INDIRECT COSTS OR DAMAGES, LITIGATION COSTS, INSTALLATION AND REMOVAL COSTS, OR LOSS OF DATA, PRODUCTION OR PROFIT. THESE LIITATIONS SHALL APPLY TO ANY LIABILITY, ARISING FROM ANY CAUSE OF ACTION WHATSOEVER, WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY OR OTHERWISE, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH COSTS OR DAMAGES AND EVEN IF THE LIMITED REMEDIES PROVIDED HEREIN FAIL OF THEIR ESSENTIAL PURPOSE.
EMAIL FROM THE COMPANY FOR NEWSLETTERS AND ANNOUNCEMENTS
From time to time, we may use your email address to provide you with email newsletters and announcements about the Site and Services or to solicit feedback from you. If you do not wish to receive these kinds of communications, you can opt out by clicking unsubscribe at the end of the email.
INDEMNIFICATION
You shall indemnify, defend and hold harmless Company and its subsidiaries, affiliates, officers, agents, employees and representatives from any and all claims, liabilities, damages, costs, and expenses (including, but not limited to, reasonable attorneys’ fees and all related costs and expenses) arising from or relating to (i) your use of Content, or (ii) any information provided by you or obtained by you, and (iii) any claim, judgment, or adjudication that any action or omission by you infringes Proprietary Rights or other rights of any third party.
SEVERABILITY, INTEGRATION AND GOVERNING LAW
This Agreement and any supplemental terms, policies, rules and guidelines posted on this Site constitute the entire agreement between you and us and supersede all previous written or oral agreements. If any part of this Agreement is held invalid or unenforceable, that portion shall be construed in a manner consistent with applicable law to reflect, as nearly as possible, the original intentions of the parties, and the remaining portions shall remain in full force and effect.
This Agreement shall be governed and construed by the laws of Netherlands. In the event of a dispute regarding this Agreement, the courts of Netherlands shall have the exclusive jurisdiction in the matter.
NO WAIVER
The failure or delay of Company to exercise or enforce any right or claim does not constitute a waiver of such right or claim and shall in no way affect that Company’s right to later enforce or exercise it, unless Company issues an express written waiver, signed/executed by a duly authorized representative of Company.
Data Processing Addendum
This Data Processing Agreement (DPA) is an addendum to the terms of Use between Learnworks and Users who provide courses through the Learnworks platform. The provision of the Learnworks services (the “Services”) involves the Processing of Personal Data by Learnworks on behalf of the User. The provisions of this DPA govern the Processing of Personal Data by Learnworks for all services provided under this addendum.
The Parties agree that for any Personal Data Processed as a result of or pursuant to the addendum, Learnworks shall be the Data Processor and the User shall be the Data Controller. Learnworks shall Process Personal Data on behalf of the User and shall not do anything that may put the User in breach of applicable Data Protection Legislation.
Definitions
“Personal Data” means any information relating to an identified or identifiable natural person
“Data Subject”means an identifiable natural person is one who can be identified, directly or indirectly, in particular by reference to an identifier such as a name, an identification number, location data, an online identifier or to one or more factors specific to the physical, physiological, genetic, mental, economic, cultural or social identity of that natural person;
“Processing” means any operation or set of operations that is performed on personal data or on sets of personal data, whether or not by automated means, such as collection, recording, organization, structuring, storage, adaptation or alteration, retrieval, consultation, use, disclosure by transmission, dissemination or otherwise making available, alignment or combination, restriction, erasure or destruction;
“Data Processor” means a person that processes personal data on behalf of the controller;
“Data Protection Legislation” means all applicable laws and regulations relating to the Processing of Personal Data and privacy and all laws and regulations implementing or made under them and any amendment or re-enactment of them;
“Personal Data Breach” means a breach of security leading to the accidental or unlawful destruction, loss, alteration, unauthorized disclosure of, or access to, Personal Data transmitted, stored or otherwise processed.
“Subprocessor” means any Data Processor engaged by the Data Processor in the Processing of Personal Data.
Instructions
The User hereby instructs Learnworks to Process Personal Data for the purpose of provision of Learnworks Service. The SAAS Service is a service whereby Learnworks provides the User with an infrastructure to host online teaching materials and provide their customers with such materials. Learnworks’s Processing of Personal Data primarily concerns the following: Learnworks makes its educational platform available to User and the User can sell online teaching materials and services on the platform, where the User collects Buyers’ personal information for the purposes of providing the online educational materials. Learnworks must process Personal Data on behalf of the User in accordance with the purpose stated in the Data Processing Addendum. Learnworks may not use Personal Data for any other purpose. The Personal Data may be Processed only on instructions from the User. The following types of buyers’ Personal Data are being processed on behalf of the Learnworks Users: personal names, email addresses, and profile photo.
Subprocessors
Learnworks employs Subprocessors to deliver specific features within its Services. These Subprocessors might access Controllers’ Personal Data to offer the necessary functionality. However, their access is restricted to the specified Services and objectives. By agreeing to this Data Processing Addednum, the User agrees to the use of Subprocessors. In case the User does not agree with the use of a specific Subprocessor, they can object. Learnworks will furnish all required details to the User to facilitate this right to object. If the User raises concerns, both parties will engage in a constructive dialogue aiming for a mutually beneficial solution. If the User’s reservations cannot be addressed satisfactorily, Learnworks will either refrain from engaging the new Subprocessor or allow the User to pause or end the relevant Service without any financial implications for either side.
Learnworks may not – without the User’s specific and written authorisation – use the individual Subprocessors for any “other” Processing than agreed or have the described Processing be carried out by another Subprocessor.
Where Learnworks engages a Subprocessor, it shall do so by way of a contract that imposes on the Subprocessor the same data protection obligations as the ones imposed on Learnworks under this DPA. Learnworks shall remain fully responsible for each Subprocessor’s compliance with the obligations of this DPA and for any acts or omissions of such Subprocessor that cause Learnworks to breach any of its obligations under this DPA.
User Responsibilities
Compliance with laws. The User shall comply with the Data Protection Legislation with respect to Processing of Personal Data and the instructions for Processing of Personal Data given to Learnworks. The User acknowledges and agrees that it is solely responsible for: (i) ensuring that its instructions for Processing of Personal Data given to Learnworks comply with the Data Protection Legislation; (ii) the legality, quality, and accuracy of collected Personal Data; (iii) complying with all the applicable transparency and lawfulness requirements under Data Protection Legislation with respect to the collection and use of Personal Data; (iv) ensuring that the transfer of Personal Data to Learnworks for the purpose of processing is lawful.
Learnworks Obligations
Compliance with User’s instructions. Learnworks will process personal data solely for the purpose of delivering the Services and will adhere to the User’s written instructions as outlined in this DPA.
Conflict of laws. If Learnworks becomes aware that any applicable law prevents it from following the User’s instructions or mandates the Processing of Personal Data differently than directed by the User, Learnworks will notify the User about these legal obligations prior to Processing, unless disclosing such information is barred due to significant public interest reasons. If Learnworks believes that a given instruction violates Data Protection Legislation, it will promptly alert the User. Learnworks is responsible for ensuring that any individual under its authority with access to Personal Data strictly adheres to the provided instructions.
Personnel. Learnworks shall ensure that access to Personal Data is limited to those members of its personnel and Subprocessors who need access to Personal Data to meet Learnworks’s obligations under this DPA and in the case of any access by any personnel, such part or parts of the Personal Data as is strictly necessary for the performance of the duties of the personnel. Learnworks shall ensure that all personnel: (i) are informed of the confidential nature of Personal Data; (ii) have undertaken training relating to the handling of Personal Data; and (ii) are aware of both the Learnworks duties and their personal duties and obligations under Data Protection Legislation and the Agreement and the DPA. In addition, Learnworks shall take reasonable steps to ensure the reliability of any members of personnel that have access to the Personal Data.
Subprocessors Compliance. Learnworks must ensure that each Subprocessor is compliant with the data processing requirements as set by the Data Protection Legislation. If the subprocessor is located in a third country, Learnworks must ensure that such country is safe according to the Data Protection Legislation. If a Subprocessor is not located in such a country, Learnworks must ensure that the Subprocessor provides appropriate safeguards according to Article 46 of the GDPR, particularly in the form of standard contract clauses, or in the form of binding corporate rules according to Article 47 of the GDPR.
Security measures. Learnworks shall ensure that any Personal Data is subject to appropriate technical and organizational measures against unauthorized or unlawful processing of the Personal Data and against accidental loss or destruction of, or damage to, the Personal Data in accordance with any applicable Data Protection Legislation. Learnworks shall take all measures required under Article 32 of the GDPR to ensure a level of security appropriate to the risks of varying likelihood and severity to the rights and freedoms of natural persons.
Assistance. Learnworks shall provide reasonable assistance to User, in accordance with and as set forth in applicable Data Protection Legislation, in respect of User’s compliance with (i) the security of the Processing; (ii) the notification of a Personal Data Breach to the competent supervisory authority; (iii) the communication of the Personal Data Breach to the Data Subject; (iv) the carrying out of an assessment of the impact of the envisaged processing operations on the protection of Personal Data; and (v) prior consultations to the competent supervisory authority, taking into account the nature of the Processing undertaken by Learnworks and the information available to Learnworks. Furthermore, Learnworks must assist User in complying with any obligations resting upon User under applicable law in force from time to time where Learnworks’s assistance is implied or where Learnworks’s assistance is necessary for the User’s compliance with their obligations, including responding to data subject requests. Should Learnworks receive such requests, they must immediately provide the User with access to the requests and associated data.
Personal data breaches. If Learnworks has become aware of a potential or actual Personal Data Breach, Learnworks must immediately notify User in writing. This notification must as a minimum include information about the nature of the Personal Data Breach identified and, if possible, the categories of persons (data subjects) affected as well as the number of data subjects affected, the categories of Personal Data concerned, and the number of Personal Data records concerned as well as the mitigating measures taken or suggested by Learnworks in respect of the Personal Data Breach identified.
Data Transfers. The Data Processing by Learnworks does not involve transferring of Personal Data outside the European Union. In the case of a transfer of Personal Data to a third country or an international organization by Learnworks, the transfer must take place in compliance with the requirements of the Data Protection Legislation, including Chapter V of the GDPR.
Maintenance of records. Learnworks shall maintain complete and accurate records and information related to Processing of Personal Data on behalf of the User to demonstrate its compliance with this DPA and make available to User information reasonably necessary to demonstrate compliance with Learnworks’s Personal Data Processing obligations under the Terms of Use and this DPA and in accordance with the SAAS Services purchased by the User.
Audits. Learnworks shall allow for audits by the User or a third-party auditor designated by them to check out the compliance of Learnworks with this Agreement. The right to audit shall not extend to the facilities of Subprocessors or other third parties that Learnworks engages with for the purpose of providing its Services. The User or the designated third-party auditor will not be given access to the Personal Data of other Learnworks customers. The User shall announce the date and time of the audit and the name of the third-party auditor, if any, at least 90 days before the proposed time and date. Learnworks may object to the proposed date and time and the proposed third-party auditor. In the case of an objection to the date and time, Learnworks shall propose multiple dates and times no later than 120 days after the initial notification. If Learnworks objects to the third-party auditor, the User may propose another one. Learnworks and the User shall sign a written agreement on the engagement of a third-party auditor to conduct the audit on behalf of the User. The mutually agreed-upon third-party auditor shall be subject to an executed written confidentiality agreement between the third-party auditor and Learnworks. Learnworks shall ensure that the User is able to verify Learnworks’s compliance with the Data Protection Legislation. User may use the audit reports only for the purposes of meeting its regulatory audit requirements and/or confirming compliance with the requirements of this DPA. The audit reports shall constitute confidential information of the parties under the Terms of Use. This right to audit may be exercised but not more than once a year. User may, once per the calendar year, demand documentation of Learnworks’s continuous assessment of its authorized Subprocessors.
Deletion or return of personal data. Learnworks shall erase all Personal Data being Processed on behalf of User as well as any copies thereof 30 days after the termination of the account. At the choice of User, Learnworks shall delete or return all Personal Data to User after the end of the provision of the Services relating to processing unless Learnworks is required to retain the Personal Data by any applicable law.
Client support is on top of our priority. Connect with us and learn more about our service via support@learnworks.com
