Terms and Conditions

TERMS AND CONDITIONS

Hodder Education (a trading name of Hodder & Stoughton Limited) (us, we and our) provide website features and other products and services to you when you visit or shop at www.hoddereducation.com (the Site or our Site). We provide our services and sell our products to you subject to the terms and conditions set out below. Please also see our Privacy Notice to understand how we collect and process your personal information.

The following terms and conditions are provided to you in a layered format so you can click through to the specific areas:

(A) Terms and Conditions of Sale for Individual Consumers and Business Customers

(B) Event Terms and Conditions

(C) Website Terms of Use

(D) Platform Use Terms 

If you do not agree to any of the terms and conditions below (including any amendments), you must not use our Site or purchase or products and services. We reserve the right to amend any of the terms and conditions at any time without notice. 

Contacting us. To contact us telephone our Customer Service Team at 01724410149 or email digital-support@hodder.co.uk.

A - TERMS AND CONDITIONS OF SALE FOR INDIVIDUAL CONSUMERS AND BUSINESS CUSTOMERS  

1    INTRODUCTION

1.1    These terms and conditions of sale (“Sale Terms”) govern the sale of goods (“Goods”) and digital content (“Digital Content”) (together referred to as “Products”) to you (the customer purchasing the Products). 

1.2    Please note, we do not give businesses customers the same rights as individual consumers. For example, business customers cannot cancel their orders without our consent, they have different rights where there is a problem with a product, and we do not compensate them in the same way for losses caused by us or our products. Where a term applies just to business customers or just to individual consumers, this is clearly stated in the Sale Terms. You are a business customer if you are buying products wholly or mainly for use in connection with your trade, business, craft or profession, even if you are an individual.

1.3    The Sale Terms constitute the entire agreement between us and you in relation to your purchase (“Sale Contract”). You acknowledge that you have not relied on any statement, promise or representation or assurance or warranty that is not set out in the Sale Terms. 

1.4    Please read the Sale Terms carefully before placing an order with us. By placing an order with us, you signify your agreement to be bound by the Sale Terms. 

2    PLACING AN ORDER

2.1    Please follow the onscreen prompts to place an order. Each order is an offer by you to buy the Products specific to that order, whether that be Goods or Digital Content, subject to the Sale Terms.

2.2    After you place an order, you will receive an email from us acknowledging that we have received it, but please note that this does not mean that your order has been accepted. We will confirm our acceptance of your order by sending an email to you that confirms that the Goods have been dispatched, or when we make the Digital Content available for you to download or access (“Dispatch”). The Sales Contract between you and us will only be formed when the Dispatch occurs. 

2.3    Sometimes we reject orders, for example, because a Product is out of stock, because we have identified an error in the price or description of the Product, or because we are unable to meet a delivery deadline you have specified. When this happens, we will let you know as soon as possible and refund any sums you have paid. 

2.4    You can buy our Products from most countries throughout the world. If we are unable to accept your order or deliver to your required delivery address we will tell you and will not charge you for the Product. There may be additional import or customs charges in some territories. These are outside our control and must be borne by you.

3    OUR PRODUCTS

3.1    Any images of Products are for illustrative purposes only. For example, the colour of the Products may vary slightly from the images that are displayed on the screen of your device and the packaging or cover of the Goods may vary from that shown on our Site. 

3.2    We may change a Product to: 

3.2.1    reflect changes in relevant laws and regulatory requirements; and 

3.2.2    to implement technical adjustments and improvements, for example, to address a security threat. 

These changes will not affect your use of the Product. 

3.3    We may update or require you to update Digital Content, provided that the Digital Content shall always match the description of what we provided to you before you purchased this. 

3.4    If you place an order for Digital Content and we accept that order we will license to you the non-exclusive right to download and view a copy of the Digital Content for your personal, non-commercial use only. Any other use of Digital Content is strictly prohibited. You may not modify, transmit, publish, participate in the transfer or sale of, reproduce, create derivative works from, distribute, perform, display, or in any way exploit, any of the content of any Digital Content, in whole or in part.

4    DELIVERY, TRANSFER OF TITLE AND RISK

4.1    The costs of delivery will be displayed on our Site. We will contact you with an estimated delivery date unless you have pre-ordered the Goods. Any delivery dates given by us are estimates only and time shall not be of the essence. If you have pre-ordered Goods, the date the Goods are available will be displayed on our Site and your order will be dispatched within a reasonable time of that date.  Delivery is complete once the Goods have been delivered or unloaded at the address for delivery set out in your order and the Goods will be at your risk from that time. 

4.1.1     

4.2    We will make the Digital Content available for download by you as soon as we accept your order. If you have pre-ordered Digital Content, the date it is available will be displayed on our Site and the Digital Content will be available for you to download after that date. 

4.3    Notwithstanding any other provisions contained in the Sale Terms, legal and beneficial title in all Goods supplied pursuant to the Sale Terms shall remain vested in us until the later of:

4.3.1    we receive payment in full of all debts (including value added tax any interest payable) owed by you to us; and 

4.3.2    time of delivery of the Goods to you. 

4.4    If our supply of your Product is delayed by an event outside of our control, we will contact you as soon as possible to let you know and do what we can to reduce the delay. We won’t compensate you for any delay, but if the delay is likely to be substantial, you can contact our Customer Service Team to receive a refund for any Products you have paid for, but not yet received.

5    PRICE AND PAYMENT

5.1    The price of Products will be as quoted on our Site at the time you submit your order. We take all reasonable care to ensure that the prices of Products are correct. It is possible that, despite our reasonable efforts, some of the Products on our Site may be incorrectly priced. If we discover an error in the pricing of the Products you have ordered, we will contact you to inform you of this error and we will give you the option of continuing with the purchase at the correct price or cancelling your order. If we are unable to contact you using the contact details you provided during the order process, we will treat the order as cancelled and notify you in writing. If we mistakenly accept and process your order where a pricing error is obvious and could reasonably have been recognised by you as a mispricing, we may cancel the order and refund you any sums you have paid.

5.2    The price for Products shall be exclusive of value added tax (if applicable) and does not include delivery charges. We reserve the right to charge you, in addition to the price for the Products, for all costs or charges, if applicable, in relation to packaging, loading, unloading, carriage, insurance and storage. We reserve the right to charge to you any extra or increased costs incurred by us in meeting any specific order requirement. 

Payment – Individual consumers  

5.3    We accept payment by the means specified on our Site. Payment must be made at the time of ordering (subject to condition 5.4 below). Payment of the total purchase price (including VAT and any delivery charges) must be made in full before Dispatch. 

5.4    If you are purchasing a subscription from us, you shall pay for this at the point of purchase on our Site.

Payment – business customers 

5.5    Payment terms are as agreed between you and us in writing. Time for payment shall be of the essence. You must pay all amounts due to us in full without any set-off, counterclaim, deduction or withholding (other than any deduction or withholding of tax as required by law). If we’re unable to collect any payments you owe to us, we shall charge interest on the overdue amount at the rate of 4% above Barclays Bank plc’s base rate from time to time in force. The interest accrues on a daily basis from the due date until the date of actual payment of the overdue amount, whether before or after judgement. 

6    RETURNS AND REFUNDS - INDIVIDUAL CONSUMERS

6.1    For most of our Products bought online, individual consumers have a legal right to change their mind about a purchase within 14 days from the day on which the Goods are received, or from the day of the conclusion of the contract, in the case of services or Digital Content not supplied in a tangible medium (please see condition 6.3 for further information). Any refund to you may account for deductions to reflect the reduction in the value of the Products if this has been caused by your handling them in a way which would not be permitted in a shop. Only complete books may be returned unless otherwise authorised by us in writing. 

6.2    To let us know you want to change your mind. Please do one of the following:

By post. Print and complete the cancellation form annexed to these Sale Terms and send this to us along with the relevant Products; or 

Phone or email. For Goods, call 01235 827 720 (secondary)/01235 400 555 (primary) or by email at education@hachette.co.uk/primary@hachette.co.uk. For Digital Products, visit https://help.hoddereducation.co.uk/hc/en-gb/requests/new. Please provide your name, home address, your order number, details of the order and, where available, your phone number and email address. 

6.3    If you change your mind about a Product, you must let us know no later than 14 days after:

6.3.1    the day of delivery, if its Goods. If the Goods are for regular delivery (for example, a subscription), you can only change your mind after the first delivery. If the Goods are split into several deliveries over different days, the period runs from the date after the last delivery;

6.3.2    the day we confirm that we have accepted your order, if it is for a service; or

6.3.3    the day we confirm we have accepted your order, if it is for Digital Content for download or streaming, although you cannot change your mind about Digital Content once we have started providing it. 

6.4    If you are exercising your right to change your mind, the following shall apply to your refund:

6.4.1    if the Products are Goods, your refund will be made within 14 days from the date on which we receive the Goods back from you; and 

6.4.2    in all other cases, your refund will be made within 14 days of you telling us you have changed your mind.

6.5    The right of cancellation does not apply to:

6.5.1    newspapers, periodicals or magazines (other than by subscription contracts for the supply of such publications);

6.5.2    Digital Content, after you have started to download or stream these, or if you accepted when you placed your order that we could start to deliver it, and that you could not cancel it once delivery started; 

6.5.3    services, once these have been completed;

6.5.4    audio or video recordings;

6.5.5    computer software;

6.5.6    personalised, bespoke or sealed (once unsealed) Goods; and

6.5.7    Goods which become mixed inseparably with other items after their delivery.

6.6    We will pay the costs of return: 

6.6.1    if the Goods are faulty or misdescribed; or

6.6.2    if you are ending the Sales Contract because we have informed you of an upcoming change to the Product or the Sales Terms, an error in pricing or description, a delay in delivery due to events outside of our control, or because you have a legal right to do so as a result of something we have done wrong. 

In all other cases, returns are made at your expense.

6.7    If a Product is faulty or misdescribed, you may have a legal right to end the Sales Contract and receive a refund. If you think there is something wrong with your Product, you must contact our Customer Service Team.

6.8    You have the right to end the Sales Contract for the reasons set out in 6.8.1 to 6.8.3 below. In such circumstances, the Sales Contract will immediacy end and we will refund you in full for any Products which have not been provided. The reasons are: 

6.8.1    we have told you about an error in the price or description of the Product you ordered and you do not wish to proceed;

6.8.2    there is a risk that the supply of the Products may be significantly delayed because of events outside our control; or

6.8.3    you have a legal right to end the Sales Contract because of something we have done wrong. 

7    RETURNS AND REFUNDS – BUSINESS CUSTOMERS 

7.1    Unless otherwise agreed, Products are supplied on a firm sale basis. Where we have agreed to supply physical Products on a sale or return basis, condition 7.2 to condition 7.6 inclusive shall, unless we agree otherwise, apply to such return. 

7.2    Prior written authorisation for returned Products must be obtained from us by business customers either in writing or electronically under the Industry Returns Initiative. Prior written authorisation does not confer automatic credit for return if you fail to comply with remaining provisions of our return policy. For authorisation requests placed by electronic means under the Returns Initiative, the rules of that Initiative will apply. These rules are published on the Book Industry Communication website (http://www.bic.org.uk). 

7.3    Returned Goods will not be credited against your invoice or account unless they are in mint condition and are accompanied by a signed returns authorisation note that corresponds to the Goods returned. ISBN and full details of the Goods proposed to be returned must be provided in writing. The relevant invoice numbers for the returned Goods must be quoted wherever possible.

7.4    Unauthorised returns will not be sent back to you and will not be credited. 

7.5    Only complete books may be returned unless otherwise authorised by us in writing. 

7.6    All returns are made at your expense and we will not accept any charges levied by you or any shipping or transport agents. We are not liable for any returns lost in transit. Returns remain the responsibility and property of you until receipt by us in our warehouse. You are liable for any shortages in or damages to the Goods during transit based on our sole determination.

8    ENDING OUR CONTRACT – BUSINESS CUSTOMERS 

8.1    Without limiting any other rights contained in these Sale Terms, we may suspend the supply or delivery or the Products to you, or terminate the Sales Contract with immediate effect by giving notice in writing if you:

8.1.1    commit a material breach of any term in the Sale Terms and (if such breach is remediable) fail to remedy that breach within 30 days of you being notified to do so;

8.1.2    you fail to pay any amount due under the Sales Contract on the due date for payment;

8.1.3    you suspend, threaten to suspend, cease or threaten to cease to carry on all or a substantial part of your business; or

8.1.4    your financial position deteriorates to such an extent that in our reasonable opinion your capability to adequality fulfil your obligations under the Sales Contract has been placed in jeopardy. 

9    CANCELLING A SUBSCRIPTION

9.1    We will tell you when and how you can end a subscription contract with us during the order process and we will confirm this information to you in writing after we've accepted your order. If you have any questions, please contact our Customer Service Team.

9.2    If you end a subscription contract for any reason after Products have been dispatched to you or you have received them, you must return the Products to us at your own expense. 

10    LIABILITY

Liability- all customers 

10.1    No party excludes or limits its liability to the other for: 

10.1.1    death or personal injury caused by its own negligence, or the negligence of its employees, agents, or subcontractors (as applicable); 

10.1.2    fraud or fraudulent misrepresentation; and

10.1.3    any other matter for which it would be unlawful to exclude or restrict liability. 

10.2    Subject to condition 10.1 above, our liability to you in respect of any and all claims, whether in contract, delict, tort, breach of statutory duty, or otherwise in connection with these Sale Terms is (to the extent permitted by law) limited to and shall not exceed the price of the Products. 

10.3    Subject to condition 10.1, we will not be liable to any customer, in respect of any and all claims, whether in contract, delict. tort (including negligence), breach of statutory duty or otherwise, arising under or in connection with any Sales Contract between us for:

10.3.1    loss of profits, sales, business, contracts or revenue;

10.3.2    loss of anticipated savings;

10.3.3    loss or corruption of software, data or information; 

10.3.4    business interruption; or 

10.3.5    any indirect or consequential loss.

Liability - business customers 

10.4    We do not make or give any warranty, representation or undertaking as to the quality of the Products, their correspondence with description or fitness for a particular purpose, that the Products are not defamatory, injurious, obscene, unlawful or in breach of copyright or in any other manner whatsoever. 

10.5    Except to the extent expressly stated in these Sale Terms, we exclude all terms implied by sections 13 to 15 of the Sales of Goods Act 1979 and sections 3 to 5 of the Supply of Goods and Services Act 1982.

Liability - individual customers 

10.6    Subject to provisions contained in this condition 10, we will be responsible for losses you suffer caused by us breaking this Sales Contract unless the loss is avoidable. We shall not be responsible if the loss was something you could have avoided by taking reasonable action. For example, damage to your own Digital Content or device which could have been avoided by following our advice to apply a free update or by correctly following the installation instructions or having the minimum system requirements advised by us.  

11    CLAIMS 

Any claims for damage to Goods in transit, or shortage in Goods delivered, must be notified to both the relevant carrier and us within seven 7 days after the date of delivery (packaging and contents to be held for inspection). Any other claims for credit must be notified to us within twenty-eight 28 days after the date of delivery. On no account will claims be considered if notified outside these periods. You must afford us or our agents opportunity to verify any shortage and/or inspect any damaged Goods as delivered.

12    WITHDRAWL OF PRODUCTS 

We may write to you to let you know that we are going to stop providing a Product. We will refund you any sums you have paid in advance for Products which will not be provided.

13    THIRD PARTY RIGHTS

13.1    Neither us nor you intend any term of the Sales Contract to be enforceable pursuant to the Contracts (Rights of Third Parties) Act 1999.

14    COMMUNICATIONS BETWEEN US

14.1    When we refer to "in writing", this includes email.

14.2    Any notice given under or in connection with the Sales Contract must be in writing and be delivered by hand, sent by pre-paid first class post or other next working day delivery service, or email. Any notice or communication shall take effect:

14.2.1    if delivered, upon delivery;

14.2.2    if sent by first class registered post, at 10am on the second business day after posting; and

14.2.3    if sent by facsimile or electronic mail, when a complete and legible copy of the communication, received at the appropriate address. 

15    FORCE MAJEURE

15.1    We shall have the right to cancel or delay deliveries or performance or to reduce the quantity of Goods delivered and shall under no circumstances be responsible for failure or delay in performing or fulfilling any relevant Sales Contract or otherwise failing to implement its obligations to you if such failure or delay shall be due to any cause or circumstance beyond our reasonable control. 

15.2    Such cause or circumstance shall include, but shall not be limited to, fire, flood, riot, terrorism, strike, freight embargoes or transportation delays, shortage of labour, inability to procure or secure fuel, material, supplies or power at current prices or on account of shortages thereof, pandemic, epidemic and/or other health related emergencies, acts of God or of a public enemy, or any existing or future laws or acts of H.M. Government or the government of any other state or territory (including specifically but not exclusively any orders, rules or regulations issued by any official or agency of H.M. Government or of any other such government) affecting the conduct of our business with which we, in our sole discretion, deems it advisable to comply as a legal duty.

16    GENERAL

16.1    You are not entitled to assign or transfer any of your rights or purport to assign any of your obligations under these Sale Terms without our prior written consent. We may, at any time, assign, sublicense, transfer or otherwise dispose of all or any of our rights or obligations under the Sale Terms.

 
16.2    You acknowledge and agree that the Sales Contract and any business, operational, financial or sensitive information disclosed to you pursuant to the Sales Contract or these Sale Terms is confidential and you shall not disclose such confidential information to any third party without our written consent. 

16.3    If all or any provisions in these Sale Terms shall be or become illegal, invalid or unenforceable in any respect, then the remainder of such provision and/or all other provisions shall remain valid and enforceable and the remaining liabilities of the parties shall not be affected or impaired.

16.4    No delay in exercising or non-exercise of any right, power or remedy provided by law or under these Sale Terms shall impair or otherwise operate as a waiver or release of that right, power or remedy. Any single or partial exercise of any right, power or remedy provided by law or under these Sale Terms shall not preclude any other or further exercise of that right or the exercise of any other right, power or remedy.

16.5    Please refer to our Privacy Notice to know how we use and store your personal data.

16.6    We have the right to end our Sales Contract with you at any time if you are in breach of it.

16.7    We reserve the right to vary these Sale Terms without notice at our sole discretion. 

16.8    Termination of the Sales Contract shall not affect your or our rights and remedies that have accrued as at termination.

16.9    These Sales Terms and our Sale Contract are governed by and construed in accordance with the laws of England and all disputes shall be submitted to the exclusive jurisdiction of the English courts.

ANNEX – MODEL CANCELLATION FORM

Complete and return this form only if you wish to withdraw from a particular Sales Contract in accordance with condition 6.2.

To: Hodder Education (a trading name of Hodder & Stoughton Limited), Carmelite House, 50 Victoria Embankment, London EC4Y 0DZ

I/We [*] hereby give notice that I/We [*] cancel my/our [*] contract of sale of the following goods [*],

Ordered on [*]/received on [*],

Name of customer,

Address of customer,

Signature of consumer(s) (only if this form is notified on paper),

Date

B - EVENT TERMS AND CONDITIONS

1    INTRODUCTION

1.1    These terms and conditions govern your participation in our events including: CPD Workshops, Teacher/Revision Webinars, Student Revision Days and Bespoke in School Training (each an “Event” and together the “Events”).

1.2    Any contract formed is made between us and the person, company or other entity specified on your booking form (you or your).

1.3    By registering for the Event, you are agreeing to be bound by the following terms and conditions (“Event Terms”).

1.4    You agree that you are 18 years or older. If you are not 18 years old, we will ask your parent or legal guardian to confirm your booking on your behalf. If you are booking on behalf of your educational establishment, you also confirm that you have the necessary authority to bind your educational establishment and you will procure that any participants in the Event (“Participant”) will adhere to these terms and conditions.

1.5    Where tickets are issued for an Event, you shall be responsible for any such tickets, and we shall not be responsible in the event of any loss, theft, and/or destruction of tickets.

2    YOUR BOOKING

2.1    It is your responsibility to ensure that the information you provide to us during the booking process is complete and accurate.

2.2    Spaces at an Event may be restricted and are allocated on a first come, first served basis. Your place at the Event is not guaranteed until you receive an email from us stating that your booking is confirmed (your “Booking Confirmation” and a “Confirmed Booking”). 

2.3    If you are booking a CPD Event on behalf of your educational establishment, we will ask you to confirm the total number of Participants at the time of booking. If you are booking any other Event on behalf of your education establishment, we will ask you to provide a provisional number of expected Participants in the Event. This number must be confirmed no later than 28 days prior to the Event and if you are making a booking within 28 days of the Event, you must confirm the total number of Participants at the time of booking. In the event that you fail to confirm the total number of Participants in accordance with this condition 2.3, we reserve the right to release your provisional booking. 

2.4    Your Booking Confirmation shall include:

2.4.1    access to the Event at a specified time and date; 

2.4.2    if applicable, a set of notes to compliment the Event for each Participant (the “Materials”);

 
2.4.3    if the event is a webinar, may include a recording of the Event once it has concluded; and

2.4.4    if the Event is a CPD Event, details of lunch and refreshments. 

3    PAYMENT OF THE EVENT FEE

3.1    Fees for each Event, where applicable, are correct at the time of publication. We reserve the right to change the fee at any time but such changes will not affect registrations which have already been confirmed by us. 

3.2    When registering for an Event, you agree to pay the fee associated with the Event. Unless otherwise agreed, we will send an invoice for the Event fee to the email address used when booking no later than 30 days after the Event. The invoice will reflect the agreed fee (including any agreed discounts). You shall pay to us the fee (plus VAT) for the Event within 30 days from receipt by you of an invoice from us. 

4    AMENDING OR CANCELLING YOUR BOOKING 

4.1    If you wish to cancel your booking, you will need to notify our Events Team at events@hoddereducation.co.uk as soon as possible. 

4.2    To cover the costs of processing your cancellation and to compensate us for the risk that we may not be able to resell your place(s), we may make a cancellation charge based on the scale shown below. The cancellation charges will be effective from the date of receipt of written communication. The full cost of the booking is payable if you do not cancel your places(s) and do not attend the Event.

Teacher Workshop	15 days or more prior to event	Within 14 days of the event
	Free of charge	Full charge
Student Conference	Provisional booking	Confirmed booking
	Free of charge	Full charge
Teacher/Student Webinar	15 days or more prior to event	Within 14 days of the event
	Free of charge	Full charge
In-School event	Provisional booking	Confirmed booking
	Free of charge	75% of full fee

4.3    If you wish to amend your booking, please notify our Events Team as soon as possible and we will let you know if any changes are possible. If it is possible, we will let you know about any changes to the price or anything else which would be necessary as a result of your requested change and ask you to confirm whether you wish to proceed with the change. 

4.4    For the avoidance of doubt, there will be no reduction in the Event fee if you reduce the number of Participants of a Confirmed Booking. 

4.5    We shall use all reasonable endeavours to provide the Events described on our Site, but we reserve the right to cancel or change the Event for any reason, including, but not limited to: 

4.5.1    the circumstances set out in condition 9 (Force Majeure); and 

4.5.2    if before the Event we have not, in our sole discretion, received a sufficient number of applications to ensure that there are enough Participants to make the Event economically viable.

4.6    We may at our sole discretion, change the format, speakers, participants, content, venue location and programme or any other aspect of the Event at any time.

4.7    If you have a Confirmed Booking, in the event of the cancellation of the Event by us, we may offer you a place at an alternative Event (at our sole discretion). In the event that a suitable alternative Event is not available, you will not be liable to pay the Event fee. 

4.8    Travel expenses shall not be reimbursed. You are responsible for booking and paying for your travel to and from the Event. 

5    THE EVENT

5.1    It is your responsibility to comply, and ensure all Participants comply (in the event that you are booking on behalf of an educational establishment), with all instructions given at the Event and to comply with all applicable laws, including health and safety laws, fire regulations and any Event venue’s codes of conduct, terms and conditions or wi-fi access terms. 

5.2    You are responsible for your behaviour during the Event and the behaviour of all Participants (in the event that you are booking on behalf of an educational establishment). We may, at our sole discretion, refuse access or remove you or a Participant immediately from the Event if we believe:

5.2.1    you or such Participant has disobeyed and/or breached, as relevant, any applicable terms and conditions, directions, instructions, decisions, or laws; 

5.2.2    you or such Participant’s behaviour endangers safety or may damage or harm the environment, cause offence, otherwise cause a risk or potential risk to health and safety, or is otherwise inappropriate for the Event or the venue where the Event is taking place (the “Venue”); 

5.2.3    you or such Participant failed to arrive at the Event at the specified time or location; 

5.2.4    you or such Participant is unfit to attend/participate in the Event due to the excessive consumption of alcohol or drugs; 

5.2.5    you or such Participant enters the Venue with contraband goods and/or prohibited articles including but not limited to illegal drugs, knives, guns and other types of weapons;

5.2.6    you or such Participant’s behaviour poses, or could pose, a security risk to the Venue Event, Participants or otherwise; or

5.2.7    you or such Participant’s behaviour affects, or is likely to affect, the enjoyment of other Participants or anyone connected to the Event.

5.3    If you are refused entry to or are removed from an Event, you will not receive a refund of the Event fee (whether total or partial) or any travel expenses. 

5.4    All Events may be recorded and videos, photographs and other recordings may be taken, where you may be captured participating in the Event. You agree to the publication of such photographs, videos, recordings, and/or likeness of you (whether edited, adapted, modified or copied) and the use by us and those authorised by us, without prior notice or compensation, in any way which we may see fit now or in the future including but not limited to film, broadcast, radio, TV, publications, future events and publicity. You acknowledge that we have the full right to sell and/or profit from the commercial use of such photographs, motion pictures, recordings, and/or likeness of you. 

5.5    Any audio, visual, or audio-visual recordings that you take of the Event or any part of it are for personal use only and cannot be published or used for any commercial purpose without our prior written consent. In the event that you are booking on behalf of an educational establishment, it is your responsibility to ensure that the Participants are aware of this condition and the condition above. 

5.6    Unless otherwise stated, (a) lunch and refreshments will be provided at any CPD Event, and (b) at any other Event, you are responsible of providing your own food and refreshments. We cannot guarantee we will be able to fulfil all dietary requirements, and shall not be liable in any case. 

6    WEBINAR EVENTS

6.1    Joining details for a Webinar Event shall be sent to your email address which was used for the booking around 3 business days before the Event takes place. If you have not received these details 3 days before the Event, please contact our Events Team at events@hoddereducation.co.uk.

6.2    We may record Webinar Events and, if so, we may send a recording of the Event to your email.

6.3    Access to webinar Events is for yourself only (and to display the Event in a classroom environment). You may not share the unique access link given to you with any third party. Access to the Event may require you to configure the settings on your device, which may require that you download software for your operating system. We will not be responsible to you if you fail to verify your device configuration or download the necessary software before the webinar Event occurs. In such circumstances, you will still be liable to pay for the Event and will not be entitled to a refund.  

6.4    Zoom (or any other required) application must be downloaded prior to the webinar.  We are not liable for your use of any third party application. 

7    INTELLECTUAL PROPERTY

Copyright in the Materials or any content related to the Event (including but not limited to recordings) (“Event Materials”) belongs to us exclusively or is used under licence from a third party. You may not copy, distribute, publish, sell or disseminate the Event Materials in any form via any channel without our prior written consent.

8    LIABILITY 

8.1    Neither party excludes or limits its liability to the other party for:

8.1.1    death or personal injury caused by its own negligence, or the negligence of its employees, agents, or subcontractors (as applicable);

8.1.2    fraud or fraudulent misrepresentation; and

8.1.3    any other matter for which it would be unlawful to exclude or restrict liability. 

8.2    Subject to condition 8.1 above, our total liability to you in respect of any and all claims, whether in contract, delict, tort, breach of statutory duty, or otherwise in connection with these Event Terms is (to the extent permitted by law) limited in respect of each event or series of connected events to the Event fee paid or payable by you.

8.3    Subject to condition 8.1, we will not be liable to you, or any other person making a booking or attending an Event in your place, in respect of any and all claims, whether in contract, delict, tort (including negligence), breach of statutory duty, or otherwise, even if foreseeable, arising under or in connection with these Event Terms for:

8.3.1    loss of profits, sales, business, contracts or revenue;

8.3.2    loss of anticipated savings; 

8.3.3    loss or corruption of software, data, or information;

8.3.4    waste of management, office, study or teaching time;

8.3.5    business interruption; or

8.3.6    any indirect or consequential loss or damage. 

8.4    In addition to condition 8.3 above, we accept no responsibility for the loss of, theft, or damage to any property owned by or under your control which you bring to the Venue. You are solely and personally responsible for the safety of your belongings.

9    FORCE MAJEURE

9.1    We shall have the right to cancel or change the Event and shall under no circumstances be responsible for any such cancellation or change if this is due to any cause or circumstance beyond our reasonable control.

9.2    Such cause or circumstances shall include, but shall not be limited to, fire, flood, riot, terrorism, strike, freight embargoes or transportation delays, shortage of labour, inability to procure or secure fuel, material, supplies or power at current prices or on account of shortages thereof, pandemic, epidemic or other health emergency, acts of God or of a public enemy, or any existing or future laws or acts of H.M. Government or the government of any other state or territory (including specifically but not exclusively any orders, rules or regulations issued by any official or agency of H.M. Government or of any other such government) affecting the conduct of our business with which we, in our sole discretion, deems it advisable to comply as a legal duty.

10    GENERAL 

10.1    Attendance at any Event is not guaranteed to meet any CPD requirements you may have. 

10.2    You are not entitled to assign or transfer any of your rights or purport to assign any of your obligations under these Event Terms without our prior written consent. We may, at any time, assign, sublicense, transfer or otherwise dispose of all or any of our rights or obligations under the Event Terms. 

10.3    You acknowledge and agree that these Event Terms and any business, operational, financial or sensitive information disclosed to you pursuant to these Event Terms is confidential and you shall not disclose such confidential information to any third party without our written consent. 

10.4    If all or any provisions in these Event Terms shall be or become illegal, invalid or unenforceable in any respect, then the remainder of such provision and/or all other provisions shall remain valid and enforceable, and the remaining liabilities of the parties shall not be affected or impaired.

10.5    No delay in exercising or non-exercise of any right, power or remedy provided by law or under these Event Terms shall impair or otherwise operate as a waiver or release of that right, power or remedy. Any single or partial exercise of any right, power or remedy provided by law or under these Event Terms shall not preclude any other or further exercise of that right or the exercise of any other right, power or remedy.

10.6    These Event Terms set out the entire agreement and understanding between us for any of our Events and supersedes all proposals and prior agreements, arrangements, and understanding between us in relation to its subject matter.

10.7    Please refer to our Privacy Notice to know how we use and store your personal data. 

10.8    These Event Terms do not give rise to any rights under the Contracts (Rights of Third Parties) Act 1999 to enforce any terms of these Event Terms. 

10.9    We reserve the right to vary these Event Terms without notice at our sole discretion. 

10.10    Nothing contained in these Event Terms shall constitute or shall be construed as constituting a partnership, joint venture, or contract of employment between us.

10.11    These Event Terms and any matters arising from them shall be governed by and construed in accordance with the laws of England and all disputes shall be submitted to the exclusive jurisdiction of the English courts.

C - WEBSITE TERMS OF USE

1    INTRODUCTION

1.1    This Site is owned and operated by us.  

1.2    By using this Site, you confirm that you accept these terms of use (“Terms of Use”) and that you agree to comply with them. If you do not agree to these Terms of Use, you must not use our Site. 

1.3    If you purchase goods or services from our Site, please review our Terms and Conditions of Sale for Individual Consumers and Business Customers before placing any order.

2    OUR SITE

2.1    We may amend our Terms of Use from time to time. Every time you wish to use our Site, please check the Terms of Use to ensure you understand the terms that apply at that time. We may update and change our Site from time to time to reflect changes to our products, our users' needs and our business priorities. We shall not be liable to you or any third party for any modification or withdrawal of our Site.

 
2.2    Our Site is made available free of charge. Whilst we use reasonable endeavours to ensure that our Site is generally available, we do not guarantee that our Site, or any content on it, will always be available or uninterrupted. We may suspend or withdraw or restrict the availability of all or any part of our Site for business and operational reasons. We will try to give you reasonable notice of any suspension or withdrawal.

2.3    You are responsible for ensuring that all persons who access our Site through your internet connection are aware of these Terms of Use and other applicable terms and conditions, and that they comply with them. 

2.4    We may transfer our rights and obligation under these Terms of Use to another organisation. 

2.5    We are the owner or the licensee of all intellectual property rights in our Site, and in the material published (including but not limited to text, photographs, graphics, and downloads). The material is protected by copyright laws and treaties around the world. All such rights are reserved. You may print off one copy, and may download extracts, of any page(s) from our Site for your personal use and you may draw the attention of others within your organisation to content posted on our Site. 

2.6    You must not modify the paper or digital copies of any materials you have printed off or downloaded in any way, and you must not use any illustrations, photographs, video or audio sequences or any graphics separately from any accompanying text. 

2.7    Our status (and that of any identified contributors) as the authors of content on our Site must always be acknowledged (except where the content is user-generated). All brand names, product names and titles used on our Site are trade names, and in some instances trade marks, of their respective holders. 

2.8    No permission is given in respect of use of any of the above, and such use may constitute an infringement of the holders’ rights. You may not use or apply in any way any of the trade marks, logos, or any other identifying marks appearing on the Site without obtaining permission to do so from us.  

2.9    You must not use any part of the content on our Site for public or commercial purposes without obtaining a licence to do so from us or our licensors.

2.10    If you print off, copy, download, share or repost any part of our Site in breach of these Terms of Use, your right to use our Site will cease immediately and you must, at our option, return or destroy any copies of the materials you have made.

3    NO TEXT OR DATA MINING, OR WEB SCRAPING 

3.1    You shall not conduct, facilitate, authorise or permit any text or data mining or web scraping in relation to our Site or any services provided via, or in relation to, our Site. This includes using (or permitting, authorising or attempting the use of):

3.1.1    any “robot”, “bot”, “spider”, “scraper” or other automated device, program, tool, algorithm, code, process or methodology to access, obtain, copy, monitor or republish any portion of the Site or any data, content, information or services accessed via the same; and

3.1.2    any automated analytical technique aimed at analysing text and data in digital form to generate information which includes but is not limited to patterns, trends and correlations.

3.2    The provisions of this condition 3 should be treated as an express reservation of our rights in this regard, including for the purposes of Article 4(3) of Digital Copyright Directive ((EU) 2019/790).

3.3    This condition 3 shall not apply insofar as (but only to the extent that) we are unable to exclude or limit text or data mining or web scraping activity by contract under the laws which are applicable to us.

4    DO NOT RELY ON INFORMATION ON THIS SITE

4.1    The content on our Site is provided for general information only. It is not intended to amount to advice on which you should rely. You must obtain professional or specialist advice before taking, or refraining from, any action on the basis of the content on our Site.

4.2    Although we make reasonable efforts to update the information on our Site, we make no representations, warranties or guarantees, whether express or implied, that the content on our Site is accurate, complete or up to date.

5    THIRD PARTY LINKS 

5.1    Where our Site contains links to other sites and resources provided by third parties, these links are provided for your information only. Such links should not be interpreted as approval by us of those linked websites or information you may obtain from them. We have no control over the contents of those sites or resources.

5.2    We do not assume any responsibility or liability for the actions, content, goods, suitability or otherwise of all or any part of the third party sites. Please read the terms and conditions of use and privacy policies of such sites as it is your responsibility to view and abide by them. 

5.3    If you click on any links or banner advertisements on this Site, you may be transferred to another website where the data privacy practices may be different to those of ours. We are not responsible for the privacy policies or data collection policies of any other websites.

6    USER-GENERATED CONTENT IS NOT APPROVED BY US

6.1    This Site may include information and materials uploaded by other users of the Site, including links to social media pages, video-sharing sites, bulletin boards and chat rooms. This information and these materials have not been verified or approved by us. The views expressed by other users on our Site do not represent our views or values. We accept no liability in respect of any material submitted by any user and published by us. 

6.2    If you are uploading or submitting material to our Site, you agree to be bound by the following terms of acceptable use (“Terms of Acceptable Use”):

6.2.1    publication of any material you submit will be at our sole discretion. We reserve the right to make additions or deletions to the text or graphics prior to publication, or to refuse publication;

6.2.2    you grant to us a non-exclusive, perpetual, royalty-free, worldwide licence to copy, sublicense, adapt, create derivative works from, republish and in any way distribute in any format any material (including, but not limited to print and electronic format) that you submit to us. You waive any and all moral rights in relation to the material you submit, including but not limited to your right to be identified as the author of such content and your right to object to derogatory treatment of it;

6.2.3    you will not submit any material which is intended to or which might upset others or which is unlawful, obnoxious, offensive, abusive, indecent, profane, harassing, derogatory or rude;

6.2.4    you will not submit any material that is promotional or commercial in nature;

6.2.5    you will not submit personal information about another person or make attempts to solicit personal information from anyone;

6.2.6    you warrant that any material that you submit will be relevant to the content in respect of which it is submitted;

6.2.7    you warrant that any material that you submit to us is your own original work and that you own the copyright and any other relevant rights in it;

6.2.8    you warrant that any material that you submit to us is not obscene, offensive, defamatory of any person or a misuse of private information, and that it does not constitute hate speech against an identifiable group and is not otherwise illegal;

6.2.9    you warrant that you are aware that if you disclose personal information in content that you provide to public forums on the Site including bulletin boards and other comment or review functions, then that information can be collected and used by others and may result in unsolicited messages from third parties; 

6.2.10    you acknowledge that any breach of these warranties may cause us damage or loss and you agree to indemnify us in full and permanently against any third party liability, claims, costs, loss or damage (including indirect and consequential loss) that we incur as a result of publishing material that you submit to us; and

6.2.11    we reserve the right to remove your access to individual services completely if we believe you are not complying with these Terms of Acceptable Use or the Terms of Use. Where appropriate, we reserve the right to report your details to the applicable law enforcement agencies.

6.3    If you believe that material has been published on our Site that does not comply with the Terms of Acceptable Use, please email us at education@hachette.co.uk and include details of why you think the material breaches the Terms of Acceptable Use.

7    HOW TO COMPLAIN ABOUT OR REPORT CONTENT 

7.1    If you become aware of any material that is illegal or could comprise or be connected to child sexual abuse or exploitation or could comprise terrorist content or be connected to terrorism, please contact us immediately on education@hachette.co.uk.

7.2    If you wish to complain about any other content, please contact us on education@hachette.co.uk.

8    WARRANTIES

8.1    This Site is provided on an ‘as-is’ basis without any conditions, warranties or other terms of any kind. We provide the Site on the basis that all representations, warranties, conditions and other terms (including, without limitation, the conditions implied by law of satisfactory quality, fitness for purpose and the use of reasonable care and skill) are excluded to the fullest extent permitted in law.

8.2    Any content and/or software downloaded from the Site is downloaded at your own risk. We accept no liability for damage caused from installing and/ or using any content and/or software. 

8.3    We do not guarantee that our Site will be secure or free from bugs or viruses. It is solely your responsibility to virus check all content and/or software downloaded from the Site and to check it is compatible with your device.

8.4    You are responsible for configuring your information technology, computer programmes and platform to access our Site. 

9    LIABILITY

9.1    Different limitations and exclusions of liability will apply to liability arising as a result of the supply of any products and services to you, which will be set out in our Sale Terms. 

9.2    Neither party excludes or limits its liability to the other party for:

9.2.1    death or personal injury caused by its own negligence, or the negligence of its employees, agents or subcontractors (as applicable);

9.2.2    fraud or fraudulent misrepresentation; and

9.2.3    any other matter for which it would be unlawful to exclude or restrict liability. 

9.3    Subject to condition 9.2 above, our liability to you in respect of any and all claims, whether in contract, delict, tort, breach of statutory duty, or otherwise in connection with these Terms of Use is (to the extent permitted by law) limited to £100.

9.4    Subject to condition 9.2, we will not be liable to you 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: 

9.4.1    loss of profits, sales, business, or revenue;

9.4.2    loss of anticipated savings;

9.4.3    loss or corruption of software, data, or information;

9.4.4    loss of business opportunity, goodwill or reputation; 

9.4.5    business interruption; or

9.4.6    any indirect or consequential loss or damage.

9.5    In addition to condition 9.4 above, we exclude all liability and responsibility for any loss or damage that may in any way result to you or a third party in connection with the use, inability to use, or the results of use of the Site and any third party sites linked to/from the Site including, without limitation, any loss or damage due to viruses, software, data or other property on account of your access to, use of, or browsing the Site or your downloading of any material from the Site or any websites linked to/from the Site. 

10    HOW WE WILL USE YOUR PERSONAL INFORMATION

We will only use your personal information as set out in our Privacy Notice. 

11    COMPETITIONS AND PROMOTIONS 

11.1    Our Site may contain or offer competitions or other prize promotions, which may be governed by the additional terms that will feature alongside the relevant competition or prize promotion. 

12    GENERAL 

12.1    You are not entitled to assign or transfer any of your rights or purport to assign any of your obligations under these Terms of Use without our prior written consent. We may, at any time, assign, sublicense, transfer or otherwise dispose of all or any of our rights or obligations under the Terms of Use.

12.2    If any or all provisions in these Terms of Use shall be or become illegal, invalid or unenforceable in any respect, then the remainder of such provision and/or all other provisions shall remain valid and enforceable, and the remaining liabilities of the parties shall not be affected or impaired.

12.3    No delay in exercising or non-exercise of any right, power or remedy provided by law or under these Terms of Use shall impair or otherwise operate as a waiver or release of that right, power or remedy. Any single or partial exercise of any right, power or remedy provided by law or under these Terms of Use shall not preclude any other or further exercise of that right or the exercise of any other right, power or remedy.

12.4    These Terms of Use do not give rise to any rights under the Contracts (Rights of Third Parties) Act 1999 to enforce any terms of these Event Terms.

12.5    These Terms of Use are governed by and shall be construed in accordance with English law. Disputes arising in connection with the Terms of Use or the site shall be subject to the non-exclusive jurisdiction of the English courts.

12.6    Our Site is intended for the use of residents in the United Kingdom. Whilst we do not prohibit the use of the Site by residents outside of the United Kingdom, we are not required to ensure that the Site complies with any law other than the laws of England and Wales. If you are an international user (i.e. you are not resident in the United Kingdom) you will be responsible for complying with all local laws.

D - PLATFORM USE TERMS

1    INTRODUCTION

1.1    These terms and conditions set out the terms on which we make available each platform owned and operated by us (each a “Platform” and together the “Platforms”). Please read these terms of use carefully before you start to use any of our Platforms. By using any of our Platforms, you confirm that you accept and agree to abide by these terms (“Platform Terms”). If you are an individual using a Platform as part of an organisation, you represent that you have authority to bind the organisation to these Platform Terms. If you do not agree to these Platform Terms, please refrain from using our Platforms. We may revise the Platform Terms from time to time. Such variation will be notified to you, either via the Platform or by email. 

1.2    These Platform Terms should be read in conjunction with our Privacy Notice. 

1.3    Acceptance of these Platform Terms shall form a binding agreement between us and you. For the purposes of these Platform Terms, you (meaning the local authority, academy trust, educational establishment, other institution or the individual that accesses the Platform) shall be referred to as the “Customer”.  

2    ACCESS TO THE PLATFORM AND SUPPORT SERVICES

2.1    We authorise the Customer to access the Platform and the material, resources and online tools available on the Platform (“Platform Content”), subject to the Platform Terms. This authority extends to everyone the Customer authorises to access the Platform (including any staff or students, in the case of an educational establishment) (“Authorised User(s)”). Unless otherwise approved by us in advance, Authorised Users must be part of the same educational establishment as the Customer.  

2.2    This authority starts when the Customer enters into this agreement and ends when the Customer’s subscription period (“Subscription Period”) or free trial period (“Free Trial Period”) ends, or when the agreement is terminated in accordance with these Platform Terms.  

2.3    We shall provide the Customer with email and telephone support services in relation to the Platform between 8 am and 5 pm UK time Monday to Friday (“Support Services”). Please contact digital-support@hodder.co.uk or 01724410149 to request the Support Services.

3    AUTHORISED USER INFORMATION AND LEAD ACCOUNT HOLDER 

3.1    The Customer shall ensure that Authorised Users keep their passwords for the Platform secure. 

3.2    The Customer shall nominate an Authorised User to be the lead account holder (“Lead Account Holder”) for the Customer and the Lead Account Holder will be our point of contact in relation to this agreement. The Customer must ensure that the Lead Account Holder has been informed about, and consented to, their name, title, department (if applicable) and email being shared with any Authorised User within the Customer’s organisation who needs to be told the Lead Account Holder’s name to register for the Platform.

3.3    The Lead Account Holder(s) shall:

3.3.1    ensure that the Customer name, address, billing and other contract details are correct and complete and are promptly updated as required; 

3.3.2    ensure that only Authorised Users have access to the Platform; 

3.3.3    promptly end an Authorised User’s access to the Platform if the Authorised User ceases to require access to the Platform, including in the event that such individual ceases to be a member of staff, employee or student; and

3.3.4    keep an up-to-date list of Authorised Users and take reasonable steps to ensure that Authorised Users keep their contact details up-to-date.

4    PLATFORM USE

4.1    Subject to the Customer complying with all obligations under the Platform Terms, we shall grant to the Customer during the Subscription Period or the Free Trial Period (as applicable), a non-exclusive licence to:

4.1.1    access, and permit Authorised Users to access, the Platform and the Platform Content at any time for research, teaching, and private study purposes;

4.1.2    print and/or download, and permit the Authorised Users to print and/or download, test results and other Platform Content that is made available by us to be printed and downloaded for research, teaching and private study purposes; 

4.1.3    use the Platform and the Platform Content to set lessons, tasks and homework;

4.1.4    use the Platform and the Platform Content to enable Authorised Users to take online tests and assessments;

4.1.5    use the “Usage Analysis” (meaning, the analysis carried out by us of any Authorised User’s use of the Platform) to monitor the progress of Authorised Users; and 

4.1.6    if an eBook subscription has been purchased by the Customer, access and/or download the eBook.

4.2    The authority granted above is limited to the Customer and, where stated, Authorised Users, and does not extend to any subsidiary or parent organisation of the Customer, or to any other related affiliated organisations, including affiliated schools or academy trusts. 

5    INFORMATION ON OUR PLATFORMS

5.1    The Platform and the Platform Content are provided for information purposes only and the Customer relies on the Platform and the Platform Content at its own risk. 

5.2    We do not make any representation, warranty or guarantee of any kind, either express or implied in relation to the Platform, the Platform Content, or any products and services provided through it including, without limitation, any warranties in relation to fitness for a particular purpose or in relation to the quality, completeness, accuracy or reliability of the Platform and Platform Content, or any products and services provided through it.

6    USER RESTRICTIONS

6.1    The Customer shall not (and shall ensure each Authorised User shall not):

6.1.1    use the Platform in any improper or unlawful manner or for improper or unlawful purposes; 

6.1.2    act in a manner that would, or may, cause damage to us, the Platform or any other third party;

6.1.3    post or submit any content to the Platform which is, or may be construed as, discriminatory, racially offensive, abusive, offensive, defamatory, threatening, intimidating, inaccurate, incomplete, obscene, profane, sexually explicit, harassing or illegal;

6.1.4    post or submit any content to the Platform that infringes any other person’s rights, including intellectual property rights and right of privacy;  

6.1.5    use the Platform to transmit any viruses, worms, defects, trojan horses or other malicious code or items of a destructive nature; 

6.1.6    otherwise use the Platform in breach of the Platform Terms; or

6.1.7    copy, adapt, reverse engineer, decompile, disassemble or modify (or undertake a similar or equivalent act in respect of) the Platform in whole or in part.

6.2    Unless our express written consent is obtained, the Customer shall not (and shall ensure each Authorised User shall not):

6.2.1    sell, distribute, license, rent or otherwise exploit the Platform, any element of the Platform Content, or any derivative work for any commercial use;

6.2.2    make the Platform or the Platform Content available on or by, electronic bulletin boards, news groups, website or any other means of posting of transmitting material on the internet, an online service or a wide area network;

6.2.3    remove or obscure our copyright notice from the Platform Content including, but is not limited to, hardcopy print-outs;

6.2.4    use the Platform or the Platform Content to create any derivative work, product or service, or merge the Platform or the Platform Content with any other product, database, or service, except use within your virtual learning environment or institutional intranet, if applicable; 

6.2.5    share the Platform Content with, or disclose or make available the Platform Content to, anyone other than the Authorised Users; or

6.2.6    alter, amend, modify, translate or change the Platform Content.

7    CUSTOMER OBLIGATIONS

7.1    The Customer shall inform Authorised Users of the user restrictions and other provisions set out in the Platform Terms and shall ensure that Authorised Users comply with the Platform Terms.

7.2    The Customer shall notify us immediately of any infringement (or suspected infringements) of the Platform Terms that comes to the Customer's attention (whether the infringement is an act or omission of the Customer or an Authorised User) and the Customer agrees to cooperate with us as appropriate to stop further infringement should it occur. We may suspend or terminate a Customer’s account if we deem appropriate (at our discretion). 

7.3    The Customer shall be liable for any breach of the Platform Terms by any Authorised User. The Customer undertakes to ensure that any breach of the Platform Terms by an Authorised User is not allowed to continue after the Customer has become aware of such breach, whether from us or otherwise.

7.4    We shall be entitled to monitor the Customer’s use of the Platform through our servers in order to monitor the Customer’s compliance with these Platform Terms. 

7.5    The Customer shall maintain appropriate cybersecurity and general security measures and procedures in order to adequately protect the Platform and Platform Content and prevent any unauthorised access to, or disclosure thereof.

8    INTELLECTUAL PROPERTY

8.1    We and our licensors own all intellectual property rights in and to the Platform (including the Platform Content and any copies of Platform Content made by the Customer or Authorised Users). No rights in or to any of the same shall be transferred to the Customer or any Authorised Users under these Platform Terms. The Customer acknowledges that any rights not expressly granted to the Customer under the Platform Terms are reserved by us. 

8.2    Where the Customer and/or any Authorised Users upload content containing their intellectual property rights to the Platform, the Customer and/or Authorised Users grant us a non-exclusive, perpetual, royalty-free, worldwide licence to copy, sublicense, adapt, create derivative works from, republish and in any way distribute in any format any such content for the following reasons:

8.2.1    as part of, or promotion for, our services including the Platform;

8.2.2    to track activity on the Platform during the Subscription Period or Free Trial Period (as applicable) to carry out the Usage Analysis; and 

8.2.3    to carry out analysis of anonymised and aggregated student data during and after the Subscription Period or Free Trial Period (as applicable) for our legitimate business purposes, including for development of the Platform, enhanced reporting or analytics, to produce national assessment benchmarks or comparisons and to develop additional services for customers. All student data used in such analysis will be anonymised by us and no individual will be identifiable either during the analysis or from the results of the analysis.

8.3    In addition to condition 8.2 above, if the Customer and/or any Authorised Users upload or submit content to our Platform, they agree to be bound by our Terms of Acceptable Use, as set out in the Website Terms of Use. 

8.4    We are under no obligation to compensate the Customer and/or any Authorised Users for any use we make of their intellectual property rights. 

9    TERM, TERMINATION AND SUSPENSION

9.1    The agreement between us and the Customer shall continue for the duration of the Subscription Period, or the Free Trial Period, as applicable, unless terminated earlier in accordance with these Platform Terms. 

9.2    A Subscription Period may be renewed by the Customer on a rolling basis, subject to payment of the applicable subscription fee.

9.3    We may suspend, terminate or restrict the Customer’s access to the Platform with immediate effect on written notice to the Customer, without liability or the obligation to reimburse any subscription fee, if we believe that the Customer (or any Authorised User) is responsible for the Platform being used in a manner that is in breach of these Platform Terms. In these circumstances, any continuation of a Subscription Period or a Free Trial Period shall be at our sole discretion. 

9.4    We may suspend, terminate or restrict the Customer’s access to the Platform with immediate effect where we deem it necessary, including, without limitation: (i) where we identify or suspect that the Customer’s use (and/or any Authorised User’s use) of the Platform causes or may impact on the stability or security of the Platform; and (ii) in cases where we suspect misuse of the Platform. In the event of such suspension, we may carry out further investigation, and, at our discretion either: (i) end the suspension; or (ii) terminate the Customer’s rights to use. 

9.5    In addition to the above, we may terminate the Customer’s access to the Platform, without cause:

9.5.1    at any time during a Free Trial Period, immediately upon written notice to the Customer; and

9.5.2    at any time during the Subscription Period upon 30 days’ written notice to the Customer.

9.6    If we terminate in accordance with condition 9.5.2 above, we shall repay to the Customer any proportion of the subscription fee that has been paid by the Customer in respect of any period of time after the date of termination. 

9.7    Upon termination for any reason:

9.7.1    all rights and licenses granted to the Customer under the Platform Terms shall cease; 

9.7.2    the Customer must cease all activities authorised by the Platform Terms, including accessing the Platform; 

9.7.3    the Customer shall destroy, and will instruct all Authorised Users to destroy, all Platform Content stored on any digital information storage media including, but not limited to, system servers, hard disks, diskettes, memory sticks, recorded discs, and back up tapes, but excluding test and assessment results that have been downloaded by Authorised Users; and

9.7.4    the Customer shall return or destroy (and will instruct all Authorised Users to return or destroy) any printed copies of the Platform Content. 

10    SUBSCRIPTION FEE

10.1    The Customer shall pay to us the subscription fee for a Subscription Period either:

10.1.1    in the case of Product(s) which are available on the Platform, at the point of purchase; or 

10.1.2    in the case of Product(s) which are yet to be published on the Platform, within 30 days of receipt of an invoice from us, which shall be sent following publication of the Product(s) on the Platform. 

10.2    If the Customer does not pay fees within the 30-day period, the Customer’s access to the Platform shall cease. 

11    LIABILITY 

11.1    Neither party excludes or limits its liability to the other party for: 

11.1.1    death or personal injury caused by its own negligence, or the negligence of its employees, agents, or subcontractors (as applicable); 

11.1.2    fraud or fraudulent misrepresentation; and

11.1.3    any other matter for which it would be unlawful to exclude or restrict liability.

11.2    Subject to condition 11.1 above, our liability to the Customer in respect of any and all claims, whether in contract, delict, tort, breach of statutory duty, or otherwise in connection with these Platform Terms is (to the extent permitted by law) limited in respect of each event or series of connected events to the lesser of £1,000 or an amount equal to the subscription fee payable by the Customer in the twelve-month period immediately preceding the events giving rise to the claim.

11.3    Subject to condition11.1, we will not be liable to the Customer, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, even if foreseeable, arising under or in connection with these Platform Terms for:

11.3.1     any loss of profits, sales, business, contracts or revenue;

11.3.2     loss of anticipated savings;

11.3.3    loss or corruption of software, data or information;

11.3.4    business interruption; or 

11.3.5    any other indirect or consequential loss or damage.  

11.4    In addition to 11.3 above, we shall not be liable to the Customer from any claim arising from:

11.4.1    omissions or inaccuracies in the Platform or Platform Content, regardless of how caused;

11.4.2    any failure or malfunction resulting wholly or to any extent from the Customer's negligence, operator error, or use, other than in accordance with these Platform Terms or any user documentation provided by us from time to time, or any other misuse or abuse of the Platform or the Platform Content;

11.4.3    the failure by the Customer to implement recommendations or solutions previously advised by us in respect of defaults in the Platform or Platform Content;

11.4.4    the modification of the Platform or Platform Content or merger with any other program or any maintenance, repair, adjustment, alteration or enhancement of the Platform or Platform Content by any person other than us or our authorised agent(s); or

11.4.5    the Customer or any Authorised Users being unable to use the Platform due to the Platform being unavailable as a result of any act or omission of us, provided that the period for which the Platform is not available shall not exceed a prior of 100 hours (in aggregate) in any continuous period of 1000 hours. 

12    DATA PROTECTION

12.1    We and the Customer shall both comply with the provisions of any applicable data protection and privacy legislation in force from time to time in the United Kingdom including: (i) the retained EU law version of the General Data Protection Regulation ((EU) 2016/679) (UK GDPR); (ii) the Data Protection Act 2018 (DPA 2018) (and regulations made thereunder); (iii) the Privacy and Electronic Communications Regulations 2003 (SI 2003/2426) as amended; and (iv) the guidance and codes of practice issued by the Information Commissioner (collectively, the Data Protection Legislation). Personal Data, Data Subject, Data Controller and Data Processor shall have the same meaning as under the Data Protection Legislation.

12.2    Without prejudice to the generality of condition 12.1, the Customer will ensure that it has all necessary appropriate consents and notices (including but not limited to consents from Authorised Users (and where required, written consents from parents or guardians) in place to enable the lawful transfer and processing of Personal Data to us and any Data Partner for the duration of the processing (as set out below at condition 12.6), as applicable, for the purpose of the Customer’s access to the Platform and our use of Pupil Data in accordance with these Terms.

12.3    We may notify the Customer via the Platform that we and/or our Data Partners (defined below) are able to facilitate data syncing services, whereby Customer data (e.g. school, pupil and staff data) is synced to the Platform and/or data (including but not limited to pupil assessment data on the Platform) is synced to the Managed Information System (MIS) database, data exchange or data tracker platform used by a School. If the Customer elects to use any such synchronisation functions, the Customer agrees that we and/or our third party partners shall transfer the relevant data to and from the Platform in accordance with the Customer’s instructions. “Data Partner” is a third party with whom we have a contractual arrangement to facilitate the synchronisation of Customer data and/or data (including but not limited to pupil assessment data on the Platform) to and from the Platform if requested by the Customer.

12.4    Both parties shall obtain and maintain throughout the Subscription Period, or the Free Trial Period, as applicable, all necessary registrations and notifications that such party is obliged to obtain and maintain in accordance with the Data Protection Legislation in respect of providing or using the Platform.

12.5    In making the Platform available to the Customer, we may process personal data (including “Pupil Data”, meaning any information about, or data relating to, pupils that is entered onto our Platforms by Authorised Users, including, without limitation, assessment data and questionnaire responses) on the Customer’s behalf. The table below sets out how we will process personal data for each Platform. The parties acknowledge that, save as otherwise provided in condition 12.10, for the purposes of the Data Protection Legislation, the Customer is the Data Controller and we are the Data Processor in respect of such Personal Data

Platform	Nature and purpose of processing	Types of personal data processed	Special category data (where provided to us)	Categories of data subjects
Boost Insights	To provide educational assessment and learning tools and services via the Platform including support tools for learning, marking tests and assessments and recording assessment results and report generation. To support use of and access to the Platform. To provide customer service and support. Data collection, storage and retrieval.	Full name, title, contact details, email address, role, subject list, school, teaching group, user name/ ID and password, status, last log in date and other information relating to use of the Platform. Information relating to pupil and his/her education and learning for the provision of the services including   first, middle and last names, class, year, school, unique pupil number, age, date of birth, gender, pupil premium, password of pupils, status, last log-in date and test and assessment scores and data relating to the pupil’s use of learning materials on the Platform.	Information relating to pupil’s ethnic origin (including home language) and special education needs (SEN).	The Customer (if an individual). Authorised Users, being teachers, administrative staff and pupils of the Customer (if a school or educational establishment).
Boost Learning	Same as above	Full name, title, contact details, email address, role, subject list, school, teaching group, user name/ ID and password, status, last log in date and other information relating to use of the Platform. Information relating to pupil and his/her education and learning including: first, middle and last name, username, password, email address, last log-in date and test and assessment scores and data relating to the pupil’s use of learning materials on the Platform.	None	Same as above
Eduu school	Same as above	Full name, title, contact details, email address, role, subject list, school, teaching group, user name/ ID and password, status, last log in date and other information relating to use of the Platform. Information relating to pupil and his/her education and learning for the provision of the Services including: first, middle and last name, username, password, email address, last log-in date and test and assessment scores and data relating to the pupil’s use of learning materials on the Platform.	None	Same as above
SNAP	Same as above	Full name, title, contact details, email address, role, subject list, school, teaching group, user name/ ID and password, status, last log in date and other information relating to use of the Platform. Information relating to pupil and his/her education and learning for the provision of the services including:  first, middle and last names, class, year, school, unique pupil number, age, date of birth, gender, pupil premium, password, status, last log-in date, test and assessment scores and reaction time, questionnaire responses and reports and profiles generated from the pupil information uploaded to the Platform by Authorised Users.	Information relating to pupil’s ethnic origin (including home language) and special education needs (SEN).	Same as above
Wellbeing and attitudes to learning	Same as above	Full name, title, contact details, email address, role, subject list, school, teaching group, username/ ID and password, status, last log in date and other information relating to use of the Platform. Information relating to pupil and his/her education and learning for the provision of the services including:  first, middle and last names, class, year, school, unique pupil number, age, date of birth, gender, pupil premium, traveller status, free school meals, if looked after, home language, questionnaire responses and reports and profiles generated from the pupil information uploaded to the Platform by Authorised Users.	Information relating to pupil’s health and ethnic origin.	Same as above
MARK (including Shine product)	Same as above	Full name, title, contact details, email address, role, subject list, school, teaching group, user name/ ID and password, status, last log in date and other information relating to use of the Platform. Information relating to pupil and his/her education and learning for the provision of the services including   first, middle and last names, class, year, school, unique pupil number, age, date of birth, gender, pupil premium, password of pupils, status, last log-in date and test and assessment scores and data relating to the pupil’s use of learning materials on the Platform.	Information relating to pupil’s ethnic origin (including home language) and special education needs (SEN).	Same as above
Boost eBooks (accessed through Boost Learning – see above)	Provision of access to eBook content to educational institutions. Access control and support. Data collection, storage and retrieval.	First names, surnames, email addresses, passwords.	None	Same as above
Hodder Education Magazines (including eLibraries and eMagazines)	Provision of access to Magazine content to educational institutions. Access control and support. Data collection, storage and retrieval.	First names, surnames, email addresses, passwords.	None	Same as above

12.6    Below details how long we will retain Personal Data: 

12.6.1    we hold test data processed via our Platforms for the duration of the Subscription Period or the Free Trial Period or as long as the data subject continues to add test data (unless the data subject asks us to delete it earlier).  Thereafter personal data is held for a further two or three year period depending on the specific Platform. Ater that it is de-identified unless the data subject has instructed us to delete it; 

12.6.2    we securely destroy assessment test trialling papers after recording learners' scores and returning results to schools and we retain de-identified test data in aggregated form for as long as we continue to publish the relevant product; 

12.6.3    we  delete questionnaires for our SNAP and Wellbeing and attitudes to learning products two years after the expiry of the Subscription Period or the Free Trial Period; 

12.6.4    we delete personal data on Hodder Education Magazines at the end of the Subscription Period / Free Trial.

12.7    When processing Personal Data as a Data Processor on behalf of the Customer, we shall in relation to any Personal Data processed in connection with the performance of our obligations under these Platform Terms:

12.7.1    process all such Personal Data only in accordance with the written instructions given by the Customer from time to time unless we are required by any applicable laws to process the Personal Data;

12.7.2    take all reasonable steps to ensure that any of our employees, agents and sub-contractors who have access to such Personal Data are obliged to keep the Personal Data confidential;

12.7.3    ensure that we have in place appropriate technical and organisational measures, to protect against unauthorised or unlawful processing of Personal Data and against accidental loss or destruction of, or damage to, Personal Data, appropriate to the harm that might result from the unauthorised or unlawful processing or accidental loss, destruction or damage and the nature of the data to be protected, having regard to the  state of technological development and the cost of  implementing any measures;

12.7.4    not transfer any such Personal Data to any country outside the European Economic Area without the prior written consent of the Customer (such consent not to be unreasonably withheld) or unless the following conditions are fulfilled:

(a)    either we or the Customer has provided appropriate safeguards in relation to the transfer; 
(b)    the data subject has enforceable rights and effective legal remedies;
(c)    we comply with our obligations under the Data Protection Legislation by providing an adequate level of protection to any Personal Data that is transferred; and
(d)    we comply with reasonable instructions notified to us in advance by the Customer with respect to the processing of the Personal Data;

The Customer consents to appointment of our subcontractors located outside the EEA in compliance with the provisions of clause 12.8, and Customer authorises us to, where necessary, enter into UK Addendum and EU SCCs (or the IDTA) as appropriate with the relevant subcontractors. Copies of the executed UK Addendum and EU SCCs (or IDTA) are available on request

12.7.5    assist the Customer, at the Customer’s request, in responding to any request from a data subject in respect of their rights under Data Protection Legislation; 

12.7.6    not use any such Personal Data for any purpose that is not authorised under these Platform Terms;

12.7.7    assist the Customer in ensuring and demonstrating compliance under the Data Protection Legislation with respect to security, breach notifications, impact assessments and consultations with supervisory authorities or regulators (such assistance shall be at the reasonable cost of the Customer);

12.7.8    notify the Customer without undue delay on becoming aware of a Personal Data breach;

12.7.9    at the written direction of the Customer, delete or return Personal Data and copies thereof to the Customer and shall procure that any sub-processor shall do the same, unless required by any applicable laws to store the Personal Data. Please contact our help centre at https://help.hoddereducation.co.uk/hc/en-gb/requests/new if you require any data uploaded to our Platforms to be deleted; and

12.7.10    maintain complete and accurate records and information to demonstrate our compliance with Data Protection Legislation and allow for and contribute to audits, conducted by the Customer or another auditor mandated by the Customer, provided: (i) the audit shall not take place more than once in a calendar year; (ii) the Customer provides reasonable notice of their intention to carry out such audit; (iii) the audit takes place during business hours; and iv) the audit shall be limited to our records and information only in relation to our compliance with Data Protection Legislation. Unless otherwise agreed in writing, the Customer shall have no other audit rights. 

12.8    We use and the Customer hereby approves the appointment of the sub-processors listed in Annex 1 to undertake processing  of Personal Data on behalf of the Customer, provided that we have entered into with such third-party processor(s) a written agreement incorporating terms relating to required compliance with Data Protection Legislation which are substantially similar to those set out in these Platform Terms. As between the Customer and us, we shall remain liable for all acts or omissions of any third-party sub-processor appointed by us. We shall inform the Customer of any intended changes concerning the addition or replacement of any material sub-processors by providing 30 days’ notice before such change takes effect, thereby giving the Customer the opportunity to object to such changes (such objection not to be made unreasonably).

12.9    The Customer acknowledges and agrees that we may make the Personal Data of the Customer’s Authorised Users available on our Platforms to other of the Customer’s Authorised Users for the purposes of: (i) registering a new Authorised User; or (ii) sharing Customer content within a group of Customer’s Authorised Users in the course of providing the Services. 

12.10    We may process Personal Data obtained direct from the Customer or Authorised Users as a Data Controller:

12.10.1    where such processing is necessary for our legitimate business interests as a supplier of Platforms and where such legitimate interests do not endanger the rights and freedoms of Data Subjects as described in our privacy notice made available to the Customer and any Authorised User at the time of collection of such Personal Data;

12.10.2    where such processing is necessary for the performance of a contract with the Customer; or

12.10.3    where the Customer or Authorised User (as applicable) has provided consent to such processing.

12.11    We shall process personal data in accordance with our Privacy Notice and Cookie Policy  when acting as a Data Controller. For further information on how we handle personal information, please review our Privacy Notice.

13    FORCE MAJEURE

13.1    We shall under no circumstances be responsible for any failure or delay in performing our obligations under these Platform Terms if such failure or delay is due to any cause or circumstance beyond our reasonable control. 

13.2    Such cause or circumstance shall include, but shall not be limited to, fire, flood, riot, terrorism, war strikes, floods, governmental restrictions, power failures, or damage or destruction of any network facilities or services.

14    DISCLAIMERS  

14.1    We do not guarantee that the Platform will always be error free or that the Platform or the server that makes it available are or will always be free of viruses or other harmful components. 

14.2    The Customer is responsible for configuring its information technology and computer programmes to access the Platform. The Customer should use its own virus protection software.

14.3    We will not issue any credits or refunds against charges incurred by the Customer in relation to any communications network or service, including the internet, or those incurred in relation to contacting us or using the Support Services. We are not responsible for any technical support requirements arising from the Customer’s use of any hardware, software or communications network or service used to access the Platform.

14.4    Whilst we use reasonable endeavours to provide the Customer with as much notice as practicable in advance of any planned maintenance works in respect of the Platform by email or by posting a notice on the Platform, the Customer acknowledges and agrees that it may not always be possible for us to give notice of any unplanned maintenance works. 

14.5    We shall not be responsible for any default in the Platform which is caused by the Customer or any Authorised User when using the Platform contrary to our instructions. 

15    GENERAL 

15.1    The Customer shall not assign or transfer any of its rights or purport to assign any of its obligations under these Platform Terms without our prior written consent. We may, at any time, assign, sublicense, transfer or otherwise dispose of all or any of our rights or obligations under the Platform Terms. 

15.2    Each party undertakes that it shall not at any time disclose to any person any confidential information that has been disclosed to it by the other party or that it has otherwise acquired in connection with Platform or the agreement between the parties.

15.3    If any or all provisions in these Platform Terms shall be or become illegal, invalid or unenforceable in any respect, then the remainder of such provision and/or all other provisions shall remain valid and enforceable, and the remaining liabilities of the parties shall not be affected or impaired.

15.4    No delay in exercising or non-exercise of any right, power or remedy provided by law or under these Platform Terms shall impair or otherwise operate as a waiver or release of that right, power or remedy. Any single or partial exercise of any right, power or remedy provided by law or under these Platform Terms shall not preclude any other or further exercise of that right or the exercise of any other right, power or remedy.

15.5    We shall be entitled to update and change the Platform, the Platform Content and the means of access to the Platform at any time. 

15.6    These Platform Terms and our Privacy Notice set out the entire agreement between us and replace any previous agreements and understandings.

15.7    Nothing in these Platform Terms shall constitute or shall be construed as constituting a partnership, joint venture, or contract of employment between the parties. 

15.8    The Platform Terms are governed by and shall be construed in accordance with English law. Disputes arising in connection with the Platform Terms shall be subject to the non-exclusive jurisdiction of the English courts.

ANNEX 1 – APPROVED SUB-PROCESSORS

Sub-processor name	Location	Purpose of processing	Categories of personal data	Platforms
Zeus Learning Limited	United Kingdom	Platform maintenance and development	First name, middle name (optional), surname, gender, date of birth, UPN (optionally added by schools), email addresses (for those users who have nominated an email address).	Boost Learning, Eduu school, MARK, SNAP, Wellbeing and attitudes to learning, Boost eBooks, and Hodder Education Magazines.
Osano Inc.	United States of America	Cookie consent services	IP address, first and last name, email address, phone number, country of residence, proof of identity.	Boost Learning, Eduu school, Boost Insights, MARK, SNAP, Wellbeing and attitudes to learning, Boost eBooks, and Hodder Education Magazines.
Zendesk Inc.	United States of America	Customer support services	First name, last name, email address, any personal data provided voluntarily by customer in correspondence about their query.	Boost Learning, Eduu school, Boost Insights, MARK, SNAP, Wellbeing and attitudes to learning, Boost eBooks, and Hodder Education Magazines.
Talk Think Do Limited	United Kingdom	Platform maintenance and development	For pupils: first name, middle name, last name, year group, class, date of birth, gender, home language, unique pupil number, pupil premium, service children, free school meals, SEN status, traveller status, looked after status, access to application;  For teachers: title, first name, surname, email address, gender.	Boost Insights