eLearning Marketplace

Terms and Conditions June 2018

Information about eLM

This website is operated by Elearning Marketplace Limited (Company No. 08369915) and our registered office is at 31A Charnham Street, Hungerford, Berkshire, United Kingdom, RG17 0EJ (referred to as “eLM” in these terms and conditions). Our VAT number is: 155224428. If you wish to contact us, please telephone 0844 854 9218 email [email protected],  visit our “contact us” page, or write to us at Mount View, Kintbury Road, Inkpen, Berkshire, RG17 9QY.

Status of these terms and conditions and updates

These terms and conditions, together with our Privacy Policy and Copyright Policy, will form a legally binding agreement between you and eLM in relation to your use of the eLM website. By using the eLM website, you confirm that you accept these terms and conditions and that you agree to comply with them. If you do not agree to these terms and conditions, you must not use the eLM website.

This version of the eLM terms and conditions supersedes all prior, written or oral understandings or agreements and applies to the exclusion of any other terms or conditions that you may seek to impose or incorporate, or which are implied by law, trade, custom, practice or course of dealing. We may update these terms and conditions from time to time. Any changes to these terms and conditions will be displayed on the eLM website and your continued use of the website indicates your agreement to these changes. Accordingly, please check this page from time to time to take notice of any changes we made, as they will be binding on you. Any changes to specific seller terms will be notified by email to the seller.

Access to the eLM website and eLM’s liability

Although eLM makes reasonable efforts to update the information on the eLM website, eLM makes no representations, warranties or guarantees that the content on the eLM website is accurate, complete or up-to-date.

eLM does not guarantee that the eLM website, or any content on it, will always be available or be uninterrupted. Access to the eLM website is permitted on a temporary basis. eLM may suspend, withdraw, discontinue or change all or any part of the eLM website without notice. eLM will not be liable to you if for any reason the eLM website is unavailable at any time or for any period.

You are responsible for ensuring that all persons who access the eLM website through your internet connection are aware of these terms and conditions and that they comply with them.

Nothing in these terms and conditions excludes or limits eLM’s liability for death or personal injury arising from eLM’s negligence, or eLM’s fraud or fraudulent misrepresentation, or any other liability that cannot be excluded or limited by law.

To the extent permitted by law, eLM excludes all conditions, warranties, representations or other terms which may apply to the eLM website or any content on it, whether express or implied.

eLM will not be liable to any user for any loss or damage, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, even if foreseeable, arising under or in connection with:

• use of, or inability to use, the eLM website; or
• use of or reliance on any content displayed on the eLM website.

If you are a business user and you purchase a product on the eLM website then (subject always to the provisions above and below) eLM’s total liability to you will be limited to the total amount paid by you for the product. If you are a business user and you sell a product on the eLM website, eLM’s total liability to you will be limited to the amount of commission payable by you to us.

If you are a consumer user then (subject always to the provisions above and below) eLM will be responsible for loss or damage you suffer that is a foreseeable result of eLM’s negligence or breach of these terms and conditions, but eLM will not be responsible for any loss or damage that is not foreseeable.

eLM will not be liable for:

• loss of data (as it is your responsibility to back-up and keep copies of all data you submit to the eLM website);
• loss of profits, sales, business, or revenue;
• business interruption;
• loss of anticipated savings;
• loss of business opportunity, goodwill or reputation; or
• any indirect or consequential loss or damage.

eLM will not be liable for any loss or damage caused by a virus, distributed denial-of-service attack, or other technologically harmful material that may infect your computer equipment, computer programs, data or other proprietary material due to your use of the eLM website or to your downloading of any content on it, or on any website linked to it.

eLM assumes no responsibility for the content of websites linked on the eLM site. Such links should not be interpreted as endorsement by eLM of those linked websites. eLM will not be liable for any loss or damage that may arise from your use of them.

Product descriptions and images displayed on the eLM website are illustrative only and are published to provide users with a guide to the products being offered and do not contribute in any way to a binding contract between users and sellers and/or eLM. No responsibility or liability is assumed by eLM for the information, service and/or products being suitable for the purpose of the user.

If you are a consumer, advice about your legal rights is available from your local Citizens’ Advice Bureau or Trading Standards office. Nothing in these terms and conditions will affect these legal rights.

Intellectual property

eLM is the owner or the licensee of all intellectual property rights in the eLM website, and in the material published on it, with the exception of products for sale. These works are protected by copyright laws and treaties around the world. All such rights are reserved. For further information on intellectual property, please see our Copyright Policy.

Viruses

eLM does not guarantee that the eLM website will be secure or free from bugs or viruses. You are responsible for configuring your information technology, computer programmes and platform in order to access the eLM website. You should use your own virus protection software.

You must not misuse the eLM website by knowingly introducing viruses, trojans, worms, logic bombs or other material which is malicious or technologically harmful. You must not attempt to gain unauthorised access to the eLM website, the server on which it is stored or any server, computer or database connected to the eLM website. You must not attack the eLM website via a denial-of-service attack or a distributed denial-of service attack. By breaching this provision, you would commit a criminal offence under the Computer Misuse Act 1990. We will report any such breach to the relevant law enforcement authorities and we will co-operate with those authorities by disclosing your identity to them. In the event of such a breach, your right to use our site will cease immediately.

Linking

You may link to the eLM home page, provided you do so in a way that is fair and legal and does not damage eLM’s reputation or take advantage of it. You must not establish a link in such a way as to suggest any form of association, approval or endorsement on our part where none exists. eLM reserves the right to withdraw linking permission without notice.

Where the eLM website contains links to other sites and resources provided by third parties, these links are provided for your information only. eLM has no control over the contents of those sites or resources.

Governing law and jurisdiction

These terms and conditions shall be governed by and read in accordance with the laws of England and shall be subject to the exclusive jurisdiction of the courts of England.

If you require a copy of these terms and conditions in a printable document you can request a copy by contacting one of our customer advisors on 0844 854 9218.

Additional terms relating to the use of our website

Sections in this document apply as follows:

Section 1 – All registered users

Section 2 – Buyers

Section 3 – Sellers.

Section 1 – All Registered Users

To register with the eLM website you must be 18 years of age or over and must provide a valid email address and accurate information about yourself. At our discretion we may refuse a username if it is inappropriate for any reason, e.g. a trademark or is offensive. If we notice that any information given by you is untrue or inaccurate we have the right to delete your registration without notice, at any time. Your personal information is subject to our Privacy Policy, which can be found here.

You must keep your username and password confidential. Should you approve another individual to use your account you are solely responsible for their actions. If you are using the account on behalf of an organisation you must be authorised to represent that organisation. If you find that there has been unauthorised use of your account you agree to notify eLM immediately.

You must not interfere or disorder any aspect of the eLM website and ecommerce system. In agreeing to these terms and conditions you agree to:

• Treat other users of the eLM website with respect and courtesy, ensuring that your use complies with their legal rights
• Keep information provided by, or on behalf of eLM in your possession and not supply it to any third party

In agreeing to these terms and conditions you understand that eLM does not own, control, quality assure accuracy of content or endorse products for sale on elearningmarketplace.co.uk.  eLM disclaims all responsibility and liability for the information and products displayed on and sold through the website, including  accuracy, legality, content and reliability.

As eLM does not buy or sell the seller’s products, both buyers and sellers understand and agree that if disputes arise between them that eLM is not responsible or liable for any losses, claims, damages, costs or demands of any kind, known and unknown, suspected and unsuspected, disclosed and undisclosed arising from such disputes.

Users of the site understand and agree that any feedback and ratings they post to the eLM website will be publicly available for viewing. eLM is not responsible for monitoring, checking or editing the feedback or ratings posted on the website and is not liable for any claims or actions connected with any feedback or ratings. Registered users should use the contact form on the website to report any inappropriate or dishonest feedback and eLM will investigate the claim. It will be at the discretion of eLM as to whether the feedback should be removed.

Links to external websites on the eLM site are not under the control of eLM and therefore the content and operation of such linked sites are not their responsibility.

You can close your account at any time and for any reason by notifying us using the contact form. Once your account has been closed you will need to re-register to sell or purchase products.

Section 2 – Buyers

Products displayed and sold through the eLM website are not owned by eLM, but remain the property of the third party supplier (on whose behalf eLM acts as agent). Your contract for purchase will be with the third party supplier, not eLM. Products purchased are sold on an ‘as is’ basis and no warranties or guarantees are offered by eLM.

A legally binding contract of sale will be formed between you and the supplier of the product when you have confirmed your order, eLM has confirmed that the seller will sell the product at the price advertised and you have paid the product price in full, plus VAT as required.

You may use the following payment methods:

• Checkout on the site using PayPal’s payment system with a PayPal account, credit or debit card
• By BACS directly into the eLM bank account. Please phone a customer advisor on 0844 854 9218 to confirm your order and to obtain our bank details
• By cheque made out to Elearning Marketplace Ltd and sent to Accounts, Mount View, Kintbury Road, Inkpen, Berkshire, RG17 9QY. Please phone a customer advisor to confirm your order on 0844 854 9218

eLM will collect payment as agent for the third party supplier.

When you purchase a product via the eLM website you provide us with your permission to supply you with the means to access the digital goods you have purchased immediately, a downloadable product, or within one working day, an online product. Once payment has been made you will be sent an email with the details of your purchase. If your purchase is for access to an e-learning course, you will receive a second email with details of how to access the course within one working day (UK time: GMT Monday to Friday).

When purchasing a product you are buying a non-exclusive licence to use the product, upon terms specified by the seller, and ownership of the product remains with the seller unless explicitly described by the seller in the details of their product for sale. Unless described otherwise by the seller you must not copy, modify or re-produce a non-original version of the product you purchase, or loan, lease, sell or distribute the product. You download and use suppliers’ products at your sole risk. eLM does not guarantee any specific outcomes as a result of you purchasing a product from the website.

User licence name changes, only permitted if the user has not accessed the course, must be requested in writing. Changes requested within 14 days of purchase are carried out free of charge, requests made between 15 days and 3 months incur a £2.50 per user administration charge and requests made between 3 months and 6 months following purchase incur a 50% course price per user administration charge. After 6 months a user licence cannot be changed.

Refund requests should be made to eLM through the contact form on the website or by email to [email protected]. The eLM Refunds policy states that a full refund will be issued if a purchased on-line course has not been accessed and the refund claim is made within fourteen days of the purchase. Refunds for downloads will be looked at on a case by case basis, but requests will normally only be upheld for products purchased that are defective or not as described by the seller.

 If you are a consumer, please note that you waive your right to a refund under The Consumer Contracts (Information, Cancellation and Additional Charges) Regulations 2015 if you access an online product or download a downloadable product. Up until this point, and within fourteen days of making your purchase, you may cancel your purchase by contacting us in writing and we will issue a full refund. Advice about your legal rights is available from your local Citizens’ Advice Bureau or Trading Standards office.

Section 3 – Sellers

As a seller you agree to appoint eLM as your non-exclusive agent to display, market and sell products that are owned by or licensed to you; you warrant that you are the original author and own the copyright of the product and therefore have the right to sell the products or that you are a licensee with sufficient authority to do so. In agreeing to these terms and conditions you agree that in selling products through the eLM website you are not infringing any legal or intellectual property rights * of any third party and you agree to indemnify and hold harmless eLM from and against all losses, damages, costs and expenses suffered or incurred by eLM as a result of or in connection with any intellectual property infringement claim brought or threatened by any third party. eLM has no responsibility or liability with respect to any claims arising from infringement of the law in any country in relation to the products eLM displays, markets and sells on behalf of third parties. Products displayed and sold through the eLM website remain the property of the seller. The seller has sole responsibility and control of their products, including risk of loss.

As an eLM seller you agree to the publication of feedback and ratings about your products, even though the feedback may be critical, insulting or defamatory and you waive all rights against eLM in respect of any liability in connection with the publication of defamatory comments about you or your organisation. Should a registered user post inappropriate, untrue or dishonest comments about you or your products you should use the contact form on the website to report them and eLM will investigate your claim. It will be at the discretion of eLM as to whether the feedback should be removed. Please note that eLM will not monitor feedback posted on the eLM website.

You, the seller, will provide the required information for your products as required by eLM in the online Product Submission form. You must ensure that the information you provide is accurate, complete and not misleading. You are solely responsible for setting the price of your products and any discounts attributed to those products. However, eLM requires that you price your products for no more than they are advertised elsewhere online. If an eLM buyer locates the exact same product at a lower price you will be required to sell your product on the eLM website for the lower price to that buyer. Also responsibility lies with you the seller to define any applicable duration for access to your products, should these be delivered through your own online system. You are solely responsible for the process, format and expense of delivery of your products through your own systems. Downloadable products will be available to the purchaser for a month following their purchase.

You give eLM, as your agent, the authority to collect the value of all purchases of your products made through eLM on your behalf. You agree to pay eLM 35% commission on the sale of your products sold through eLM, calculated as a percentage of the total net price of your product plus VAT.

eLM reserves the right to modify the commissions charged to sellers, following a review of the commission structure, provided that sellers are notified by email of any new commission rates at least 30 days prior to the changes taking place.

eLM will collect the value of suppliers sales, plus VAT as required, from buyers. Commission payable by the seller, plus VAT will be deducted from the collected amount and will be payable monthly to the seller by eLM, no later than 45 days following sales that have been made. Payments to sellers will be made via Paypal or BACS, as per the information supplied in the Sellers Registration form.

As a seller you are required to have your own Refunds and Returns policy or to agree to the terms of the eLM Refunds and Returns policy, which states that a refund will be issued if a purchased on-line course has not been accessed or is defective or does not comply with the published description. Refunds for downloads will be looked at on a case by case basis, but requests will normally only be upheld for products purchased that are not as described by the seller. Refunds will not be issued if an on-line course has not been accessed within the course duration as described in the product details.  In submitting your sellers information to eLM and agreeing to the Terms and Conditions you give eLM authority to implement your sellers Refunds and Returns policy or if requested the eLM Refunds and Returns policy.

If eLM refunds a buyer for the value of a product they have purchased, in accordance with the agreed Refunds and Returns policy, the refund will be applied against any amounts owed to you, the seller. If no amounts are owed then eLM will invoice you for the amount paid to you for those sales that were refunded and shall retain 50% of the commission.

You may withdraw any of your products for sale from the eLM website by providing eLM with 30 days written notice; however you are required to fulfil any sales that have been made.

Section 3a – Seller Rules

You must:

• When submitting a product for sale accurately complete the sellers Product Submission form
• Following notification of a sale of an online course delivered by your organisation respond to requests from eLM for user access details to the course within one working day
• Ensure that all submitted products comply with applicable laws and are not copied or duplicated in any format

You are prohibited to:

• Divert eLM users to another website or sales process either through links, advertisements, marketing messages or “calls to action”
• Do not contact eLM customers directly, unless the customer has purchased a product through the eLearning Marketplace and has sought support from you for that product
• In any communication with eLM customers you must not include advertisements, marketing messages or “calls to action” that encourage customers away from the eLM website and keep the communication limited to details around support of your product
• Misuse the ratings and feedback forum. Do not include inappropriate comments or personal information about any user or supplier in feedback.

*  including, without limitation, any patents, trademarks, service marks, registered designs, applications for any of the foregoing, copyright, database rights, design rights, know-how, confidential information, trade and business names, trademarks and any other similar protected rights in any country.