These Terms and Conditions (Terms) govern access to and use of the Avidator website and platform (Platform), operated by Avidator Ltd (company number 14030277) whose registered office is at Office 3002, 182-184 High Street North, London, England, E6 2JA (Avidator, we, us or our). By accessing or using the Platform, you agree to be bound by these Terms. If you do not agree, you must not use the Platform.These Terms apply to two categories of user: schools, educational institutions and programme operators (Institutional Users); and parents and guardians registering on behalf of their children (Consumer Users).

Where different provisions apply to Institutional Users and Consumer Users, this is clearly indicated. In all other respects, these Terms apply equally to both.

NOTE FOR CONSUMER USERS: If you are a parent or guardian using the Platform in a personal capacity, you have additional rights under consumer protection legislation, including the Consumer Rights Act 2015. These are set out where relevant below.

1. Definitions

1.1    In these Terms:

Business Day: any day other than a Saturday, Sunday or public holiday in England and Wales;

Consumer User: has the meaning given in the introduction above;

Content: any teaching materials, pre-recorded videos, software, text, graphics, logos, images or other material made available on the Platform by Avidator;

Institutional User: has the meaning given in the introduction above;

OTP: the one-time passcode sent by the Platform to a registered parent or guardian’s mobile number for the purpose of authorising a child’s pick-up;

Platform: has the meaning given in the introduction above;

Services: the services provided through the Platform as described in clause 3; and

UK GDPR: the retained EU law version of the General Data Protection Regulation (EU) 2016/679 as it forms part of the law of England and Wales by virtue of section 3 of the European Union (Withdrawal) Act 2018.

2. Access to the Platform

2.1    Eligibility. The Platform is designed for use in connection with educational programmes for children. Children may not register directly; all accounts must be created and managed by a parent, guardian, or an authorised school administrator.

2.2    Account registration. To access the Platform you must create an account using accurate and complete information. You are responsible for maintaining the confidentiality of your login credentials and for all activities that occur under your account. You must notify us immediately if you suspect any unauthorised access.

2.3    Institutional access. Institutional Users are granted access for the number of learners and staff specified in the applicable order form or agreement. Institutional Users are responsible for ensuring that all staff and pupils using the Platform do so in accordance with these Terms.

2.4    Free and paid access. The Platform is currently provided free of charge. We reserve the right to introduce subscription, per-course, per-workshop or per-event pricing. Where paid services are introduced, we will give you reasonable advance notice and the applicable pricing and payment terms will be set out at the point of purchase.

3. Platform services

3.1    The Platform provides (or will provide) the following services:

• online tutoring, classes, workshops and mock examinations;
• attendance management and OTP-based authorised pick-up verification;
• homework submission, file uploads and learning progress tracking;
• messaging and chat between learners and authorised teaching staff;
• assessment and results reporting; and
• event booking and enrolment.

3.2    We reserve the right to modify, suspend or withdraw any feature of the Platform at any time. Where possible, we will give reasonable advance notice of any material changes.

4. Acceptable use

4.1    You agree that you (and, where you are an Institutional User, any users you authorise) will not:

• use the Platform for any unlawful purpose;
• upload, share or transmit any content that is harmful, offensive, abusive, defamatory or inappropriate, particularly in any context involving children;
• attempt to gain unauthorised access to any part of the Platform or any other user’s account;
• use the Platform in a way that could damage, disable or impair its functionality;
• scrape, harvest or extract data from the Platform by automated means;
• share your login credentials with any unauthorised person; or
• use the Platform to send unsolicited communications.

4.2    We reserve the right to suspend or terminate access if we reasonably believe these Terms have been breached.

5. Intellectual property

5.1    All Content on the Platform is owned by or licensed to Avidator and is protected by copyright and other intellectual property rights. You are granted a limited, non-exclusive, non-transferable licence to access and use Content for the educational purposes for which it was provided. You may not copy, reproduce, distribute, modify or create derivative works from any Content without our prior written consent.

5.2    Any content uploaded by you or your child to the Platform (including homework, files or images) remains your property. You grant Avidator a limited licence to store, display and use that content solely to deliver the Services.

6. Fees and payment
   • The Platform is currently free of charge. When paid services are introduced:

• fees will be as set out in the applicable order form, pricing page or booking confirmation;
• for Consumer Users, payment will typically be made by the parent or guardian at the time of booking or subscription;
• for Institutional Users, payment terms will be as agreed in writing;
• we may use a third-party payment processor to handle transactions; payment data is processed by the processor and is not stored on the Platform; and
• refunds will be handled in accordance with our refund policy and, for Consumer Users, your statutory rights under consumer protection law.

NOTE FOR CONSUMER USERS – RIGHT TO CANCEL: Once paid services are introduced, if you purchase access to a course, workshop or subscription, you will ordinarily have a right to cancel within 14 days of purchase under the Consumer Contracts Regulations 2013 (the “cooling-off period”). However, this right is lost if: (a) in the case of digital content, delivery has begun with your express prior consent and acknowledgement that you lose the cancellation right on delivery; or (b) in the case of a service, the service has been fully performed with your express prior consent and acknowledgement that you lose the right once performance is complete. Where you purchase access to a live class or event on a specific date, the cooling-off period will expire at the point the session begins. We will make this clear at the point of purchase.

7. Online teaching and overseas staff

7.1    The Platform uses teaching assistants and qualified teachers who may be based outside the United Kingdom, including in India. Where overseas staff deliver or support online classes, they act under Avidator’s supervision and instruction at all times. Their access to personal data is restricted in accordance with our Privacy Policy and the contractual safeguards described in it.

7.2    All online sessions involving children are conducted in a safe and age-appropriate manner, whether delivered by UK-based or overseas staff.

8. Safeguarding and platform conduct

8.1    Safeguarding the welfare of children is our highest priority. All users must report any safeguarding concerns immediately to [email protected]. We will handle all concerns in accordance with our Safeguarding Policy and applicable legislation. We reserve the right to share information with appropriate authorities where the safety or welfare of a child may be at risk.

8.2    Chat and messaging. The Platform includes a messaging function between learners and authorised teaching staff. Use of this function is subject to the following:

• All users must use the messaging function only for purposes relating to learning and programme delivery.
• Users must not share special category data (such as health, medical, SEN or financial information) via the chat or messaging function. If you need to share sensitive information about a child, please contact us directly using secure means.
• We moderate chat content on a reactive basis and reserve the right to review, remove or act upon messages that appear to breach these Terms or raise safeguarding concerns.
• We do not guarantee real-time monitoring of all messages. If you see anything concerning, please report it to us immediately at [email protected].

9. Data protection

9.1    We process personal data in accordance with our Privacy Policy, which is available at [ https://avidator.uk/regulations-policies-and-procedures/privacy-policy/ ] and forms part of these Terms by reference. By accepting these Terms, you confirm that you have read and understood our Privacy Policy.

9.2    Institutional Users acknowledge that they are responsible for obtaining any necessary consents from parents and guardians before registering children on the Platform.

10. Limitation of liability

10.1  Nothing in these Terms excludes or limits our liability for death or personal injury caused by our negligence, fraud or fraudulent misrepresentation, or any other matter that cannot lawfully be excluded or limited.

10.2  Institutional Users. Subject to clause 10.1, our total liability to Institutional Users arising out of or in connection with these Terms (whether in contract, tort or otherwise) shall not exceed the total fees paid or payable by the Institutional User in the 12 months preceding the event giving rise to the claim. We shall not be liable for any indirect, consequential or special loss, loss of profit or loss of data.

10.3  Consumer Users. For Consumer Users, we are responsible for loss or damage that is a foreseeable result of our breach of these Terms or our negligence. We are not responsible for loss or damage that is not foreseeable. We are not liable for any business losses suffered by Consumer Users. Your statutory rights are not affected by anything in these Terms.

11. Term and termination

11.1  Termination by you. You may terminate your account at any time by contacting us. Institutional Users wishing to terminate a contract should give [30] days’ written notice unless otherwise agreed in writing.

11.2  Termination by us. We may suspend or terminate your access to the Platform at any time if we reasonably believe you have breached these Terms, if the Platform is discontinued, or if required by law. We will give reasonable notice where possible.

11.3  Effect of termination on Institutional Users. On termination of an Institutional User’s contract, access to the Platform ceases for all associated accounts. The Institutional User may request an export of its data (including learner records, progress data and enrolment information) within [30] days of the termination date. After that period, such data will be securely deleted or anonymised in accordance with our retention schedule, save where retention is required by law or safeguarding obligations.

11.4  Effect of termination on Consumer Users. On closure of a Consumer User’s account, access ceases and the account data is deactivated. Any data relating to children associated with the account will be retained and then deleted in accordance with our Privacy Policy and retention schedule. Consumer Users may request a copy of their data before closure by contacting us at [email protected]. We will not retain personal data beyond our standard retention periods solely because an account remains open.

12. Complaints

12.1  If you have a complaint about the Platform or our services, please contact us at [email protected]. We will acknowledge your complaint within [5] Business Days and aim to resolve it within [28] Business Days.

12.2  Consumer Users also have the right to seek alternative dispute resolution (ADR) through an approved ADR provider if we are unable to resolve a complaint internally. Details of ADR options will be provided if we cannot resolve your complaint.

13. General

13.1  Entire agreement. These Terms constitute the entire agreement between us in relation to their subject matter and supersede all prior discussions, representations and agreements (unless incorporated by reference).

13.2  Waiver. No failure to enforce any provision of these Terms shall constitute a waiver of our rights.

13.3  Severability. If any provision of these Terms is found to be invalid or unenforceable, the remaining provisions shall continue in full force and effect.

13.4  Variation. We may update these Terms from time to time. For material changes, we will provide at least [30] days’ notice to Institutional Users and email notice to registered Consumer Users. Continued use of the Platform after that date constitutes acceptance of the updated Terms.

13.5  Assignment. You may not assign or transfer your rights or obligations under these Terms without our prior written consent. We may assign our rights on written notice to you.

13.6  Third parties. These Terms are for the benefit of you and Avidator only and do not give rise to any rights under the Contracts (Rights of Third Parties) Act 1999.

14. Governing law and jurisdiction

14.1  These Terms and any dispute or claim (including non-contractual disputes or claims) arising out of or in connection with them or their subject matter shall be governed by and construed in accordance with the law of England and Wales.

14.2  Institutional Users: the parties submit to the exclusive jurisdiction of the courts of England and Wales.

14.3     Consumer Users: you may bring proceedings in the courts of England and Wales, or in the courts of the country in which you are resident.