PLATFORM TERMS OF SERVICE

BY ACCEPTING THESE TERMS, YOU ARE ENTERING INTO A CONTRACT WITH DR GUIDANCE LLP.
YOUR ATTENTION IS PARTICULARLY DRAWN TO THE PROVISIONS OF CLAUSE 14 (LIMITATION OF LIABILITY).

IF YOU DO NOT AGREE WITH THESE TERMS AND CONDITIONS, YOU CANNOT REGISTER AS A USER.

WHO WE ARE AND WHAT TERMS ARE INCORPORATED

The Site, www.drguidance.com, is operated by Dr Guidance LLP (“Dr Guidance”) a limited liability partnership registered in England and Wales under number OC438070. Our registered office at 24 Priors Road, Cheltenham, Gloucestershire, GL52 2AA, England.
When these terms mention “us”, “we”, “our” it refers to Dr Guidance. When these terms mention “you”, “your” it refers to you as User of this Site and the Services.

These terms and conditions refer to and incorporate the following additional terms:

Dr Guidance Website Terms of Use.
Dr Guidance Privacy Policy.
Dr Guidance Acceptable Use Policy, which sets out the permitted uses and prohibited uses of the Site. When using the Site, you must comply with this Acceptable Use Policy.
Dr Guidance Cookie Policy, which sets out information about the cookies the Site.

INTERPRETATION AND DEFINITIONS

The following definitions and rules of interpretation apply in these terms.

Definitions:
‍
“Account” the registered Dr Guidance User account via which they access the Services."Business Day" a day other than a Saturday, Sunday or public holiday in England, when banks in London are open for business.
"Charges" the charges payable by the User in accordance with clause 5.
"Controller, processor, data subject, personal data, personal data breach, processing and appropriate technical measures"
"Data Protection Legislation (DPL)"as defined in the Data Protection Legislation.
the Data Protection Act 2018 (“DPA”), the Data Protection Directive (95/46/EC), the Electronic Communications Data Protection Directive (2002/58/EC), the Privacy and Electronic Communications (EC Directive) Regulations 2003 (SI 2426/2003) (as amended) and the General Data Protection Regulation 2016 (“GDPR”) and all applicable laws and regulations relating to the processing of the personal data and privacy, including where applicable the guidance and codes of practice issued by the Information Commissioner or any other national data protection authority, and the equivalent of any of the foregoing in any relevant jurisdiction.
"Intellectual Property Rights" patents, utility models, rights to inventions,copyright and neighbouring and related rights, moral rights, trade marks and service marks, business names and domain names, rights in get-up and trade dress, goodwill and the right to sue for passing off or unfair competition, rights in designs, rights in computer software, database rights, rights to use, and protect the confidentiality of, confidential information (including know-how and trade secrets), and all other intellectual property rights, in each case whether registered or unregistered and including all applications and rights to apply for and be granted, renewals or extensions of, and rights to claim priority from, such rights and all similar or equivalent rights or forms of protection which subsist or will subsist now or in the future in any part of the world."Services" the overall services supplied by Dr Guidance to Users.

“Site” the website at www.drguidance.com
“terms” these terms and conditions and the documents referred to in them, on which Dr Guidance make the Site and Services available to Users.

“User” an individual including any parents who sign up on
Interpretation:behalf of their child, registered as a user of the Site and the Services with day to day management of an Account.

A reference to a statute or statutory provision is a reference to it as amended or re-enacted. A reference to a statute or statutory provision includes all subordinate legislation made under that statute or statutory provision.

Any words following the terms including, include, in particular, for example or any similar expression, shall be construed as illustrative and shall not limit the sense of the words, description, definition, phrase or term preceding those terms.
A reference to writing or written includes email but not fax.

REGISTRATION AS A USER
You must register an Account with a unique email and password (“Login Details”) in order to access the Services. The Services cannot be accessed without an Account. By registering an Account you confirm you are an individual over the age of 16.
You are responsible for ensuring your Login Details are kept confidential and secure and you may not disclose your Login Details any third party. Dr Guidance is not liable for any loss or damage arising out of your failure to keep your Login Details confidential and secure.
You must notify Dr Guidance immediately if you suspect that an unauthorised individual has access to your Account. You are liable for any and all activity conducted through your Account.
‍
You warrant that the information you provide when registering or updating your Account, and the information you provide when creating or updating any Profile, is and remains complete, true, accurate and up to date. You are solely responsible for ensuring that your Account and User information remains accurate and up to date and Dr Guidance is not liable for any loss or damage suffered as a result of your failure to do so. If you are found to have submitted information which is not true and accurate, Dr Guidance reserves the right to suspend or delete your Account and remove your Profile.
‍
Dr Guidance does not undertake checks or reviews of User’s identities or credentials and does not accept liability in respect of any User who registers an Account and/or Profile in breach of these terms.Dr Guidance has the right to suspend, disable or delete your Account and/or Profile, at any time, if in our reasonable opinion you have failed to comply with any of the provisions of these terms.
‍
You will provide Dr Guidance with such information and materials as Dr Guidance may reasonably require in order to supply the Services, and ensure that such information is true, complete, accurate and up to date in all material respects. You will comply with all applicable laws in relation to your use of the Services. You will co-operate with Dr Guidance in all matters relating to the Services.

CHARGES AND PAYMENT
The Charges are as advertised when registering your Account. If there is any conflict between these terms and the Charges as advertised on our Site in during the Account registration process, in relation to the Charges only, those Charges as advertised on our Site shall take precedence.
Dr Guidance reserves the right to increase the Charges at our discretion.
‍
In signing up to Dr Guidance, Users authorise Dr Guidance to automatically charge the User’s method of payment for the Charges incurred.
All amounts payable by the User to Dr Guidance under these terms are inclusive of amounts in respect of value added tax (VAT) chargeable from time to time.
‍
If the User fails to make a payment due to Dr Guidance under these terms by the due date, then, without limiting Dr Guidance’s remedies under these terms, the User shall pay interest on the overdue sum from the due date until payment of the overdue sum, whether before or after judgment. Interest under this clause 5.11 will accrue each day at 4% a year above the Bank of England's base rate from time to time, but at 4% a year for any period when that base rate is below 0%.
‍
All amounts due under these terms shall be paid in full without any set-off, counterclaim, deduction or withholding (other than any deduction or withholding of tax as required by law).
‍
Where a third party has registered an Account on behalf of a User such as a parent also being on an account of a User aged 16 or 17, the following applies:
‍
If the third party added their payment details, they will be liable for payment of the Charges and will be invoiced for the Charges by Dr Guidance;
payment for the Charges will be collected by direct debit, in accordance with these terms, from the bank account nominated by the third party at registration.

FREE TRIALS
or Users, your Dr Guidance subscription may start with a free trial. The duration of the free trial will be detailed during your Account registration. Nothing in this Agreement shall prevent Dr Guidance from granting a free trial to new Users or making other promotional offers in respect of the Charges. Any such free trial or promotional offer shall be given at Dr Guidance’s sole discretion and Dr Guidance may withdraw their promotional offer at any time.
‍
At the end of the free trial Dr Guidance will charge the Charges for the next billing cycle to your payment method unless you delete your Account before the end of the free trial period.

SITE CONTENT‍
Users may be provided the opportunity to upload their own content to the platform to assist with their learning.
Users shall not, store, distribute or transmit any viruses, or any material during the course of its use of the Services that:
‍
is unlawful, harmful, threatening, defamatory, obscene, infringing, harassing or racially or ethnically offensive;
facilitates illegal activity;
depicts sexually explicit images;
promotes unlawful violence;
‍
is discriminatory based on race, gender, colour, religious belief, sexual orientation, disability; or is otherwise illegal or causes damage or injury to any person or property; and Dr Guidance reserves the right, without liability or prejudice to its other rights, to disable the Account and/or Profile of any User who Dr Guidance reasonably believes is in breach of this clause or any applicable law, and to delete the infringing content.

Although Dr Guidance makes reasonable efforts to update the information on the Site, Dr Guidance makes no representations, warranties or guarantees, whether express or implied, that the Site content is accurate, complete or up to date.

Where the Site contains links to other sites and resources provided by third parties, these links are provided for Users’ information only. Such links should not be interpreted as approval by Dr Guidance of those linked websites or information Users may obtain from them. Dr Guidance have no control over the contents of those sites or resources.
‍
If you wish to complain about content uploaded by other users please contact us at contact@drguidance.com.
Dr Guidance does not guarantee that the Site will always be available and Dr Guidance is not liable for any loss or damage resulting from disruptions to communications services or internet infrastructure which may result in interruptions to the availability of the Site.

USER GENERATED MATERIALS
You warrant that you own, or are the licensee of, the Intellectual Property Rights in all materials and content you upload or otherwise share on the Site.As between you and us, all Intellectual Property Rights in the materials or content uploaded to the Site by you is owned by you (including without limitation your music and videos) or licenced to you and you have the authority and right to sub-licence it to us and to enable us to sub-licence it. You grant us a perpetual, worldwide, non-exclusive, royalty-free, sub-licensable and transferable licence to copy and modify any materials or content you upload to the Site, for any purpose, including commercial exploitation.

DR GUIDANCE INTELLECTUAL PROPERTY RIGHTS‍
All Intellectual Property Rights in or arising out of or in connection with the Site and Services (other than Intellectual Property Rights in any materials or content provided by Users) shall be owned by Dr Guidance.
‍
Dr Guidance does not grant the User a licence of any of its Intellectual Property Rights. For the avoidance of doubt, Users are not permitted to use, copy, modify, use in derivative works, distribute, license, sell, transfer or otherwise publically display or transmit any element of the Site or Services for any purpose.

DATA PROTECTION
Dr Guidance will process Users’ personal data in accordance with its Privacy Policy. If the privacy policy or these terms do not comply with the DPL then Dr Guidance reserves the right to comply with the DPL and will not be in breach of these terms for doing so.
Both parties agree to comply with all requirements as set out in the DPL.

LIMITATION OF LIABILITY
The limitations on liability in this clause 10 apply to all liability arising under or in connection with these terms including liability in contract, tort (including negligence), breach of statutory duty, misrepresentation, restitution or otherwise.
Nothing in these terms limits any liability which cannot legally be limited, including liability for:

death or personal injury caused by negligence; and
fraud or fraudulent misrepresentation.
Subject to clause 10.2, Dr Guidance’s total liability to the User shall not exceed the total Charges paid by the User in the 12-month period proceeding the event giving rise to a liability.

This clause 10.4 sets out specific heads of excluded loss: Subject to clause 10.2, the types of loss listed in this clause 14.4.1 are wholly excluded by the parties and Dr Guidance will not be liable to any User for any indirect or consequential loss or loss or damage to:

profits
sales or business.
agreements or contracts.
anticipated savings.
use or corruption of software, data or information.
goodwill.
‍
To the fullest extent permitted by law, all implied terms are excluded from these terms. If Dr Guidance’s performance of any of its obligations under these terms is prevented or delayed by any act or omission of a User or failure by a User to perform any relevant obligation (User Default):
‍
without limiting or affecting any other right or remedy available to it, Dr Guidance shall have the right to suspend the User’s Account and/or Profile and performance of the Services until the User remedies the User Default, and to rely on the User Default to relieve it from the performance of any of its obligations in each case to the extent the User Default prevents or delays Dr Guidance performance of any of its obligations;Dr Guidance shall not be liable for any costs or losses sustained or incurred by the User arising directly or indirectly from Dr Guidance’s failure or delay to perform any of its obligations; and the User shall reimburse Dr Guidance on written demand for any costs or losses sustained or incurred by Dr Guidance arising directly or indirectly from the User Default.
Any descriptive matter or advertising issued by Dr Guidance in respect of the Site and/or Services is published solely for illustrative purposes and giving an approximate idea of the Site and/or Services. It does not form part of these terms and has no contractual force.
This clause 14 shall survive termination of this contract.

TERMINATION
Termination by a User. Without prejudice to either party’s rights at the date of termination, Users may terminate this contract at any time by deleting their Account. Termination by Dr Guidance. Without affecting any other right or remedy available to it, Dr Guidance may terminate this contract immediately and cease to provide the Services to any or all Users at anytime, by giving written or electronic notice to the User(s).
Without affecting any other right or remedy available to it, Dr Guidance may suspend the supply of Services under this contract or any other contract between a User and Dr Guidance if a User fails to pay any amount due under the Contract on the due date for payment, the User becomes (or Dr Guidance reasonably believes that the User is about to become) subject to any insolvency applications or orders.

CONSEQUENCES OF TERMINATION
On termination of this contract:
the User shall no longer have access to the Services or to their Account; and
if applicable, the User shall immediately pay to Dr Guidance all of Dr Guidance’s outstanding unpaid invoices and interest and, in respect of Services supplied but for which no invoice has been submitted, Dr Guidance shall submit an invoice, which shall be payable by the User immediately on receipt.

Termination of this contract shall not affect any rights, remedies, obligations or liabilities of the parties that have accrued up to the date of termination, including the right to claim damages in respect of any breach of this contract which existed at or before the date of termination.Any provision of this contract that expressly or by implication is intended to come into or continue in force on or after termination of this contract shall remain in full force and effect.

ASSIGNMENT AND TRANSFERRING AN ACCOUNT
Dr Guidance may assign, sub-contract or otherwise transfer its rights or obligations under this contract and any document referred to in it.
Accounts may not be transferred between Users.

FORCE MAJEURE
Dr Guidance shall not be in breach of these terms nor liable for delay in performing, or failure to perform, any of its obligations under these terms if such delay or failure result from events, circumstances or causes beyond its reasonable control.

ENTIRE AGREEMENT AND VARIATION
This contract and the documents referred to in it constitute the entire agreement between the parties and supersedes and extinguishes all previous drafts, agreements, arrangements and understandings between them, whether written or oral, relating to its subject matter.
Each party agrees that it shall have no remedies in respect of any representation or warranty (whether made innocently or negligently) that is not set out in these terms. Each party agrees that its only liability in respect of those representations and warranties that are set out in these terms (whether made innocently or negligently) shall be for breach of contract. No variation of these terms shall be effective unless it is in writing and signed by each of the parties (or their authorised representatives).

NO WAIVER
Failure to exercise, or any delay in exercising, any right or remedy provided under these terms or by law shall not constitute a waiver of that or any other right or remedy, nor shall it preclude or restrict any further exercise of that or any other right or remedy. No single or partial exercise of any right or remedy provided under these terms or by law shall preclude or restrict the further exercise of that or any other right or remedy.

NOTICES
A notice given to a party under or in connection with this contract shall be in writing and sent to the party at the address given in this contract or as otherwise notified in writing to the other party.The following table sets out methods by which a notice may be sent and its corresponding deemed delivery date and time:

the User’s email address as notified when registering the Account; orDr Guidance’s customer service team: contact@drguidance.com
This clause does not apply to the service of any proceedings or other documents in any legal action or, where applicable, any arbitration or other method of dispute resolution.

THIRD PARTY RIGHTS
A person who is not a party to this contract shall not have any rights under or in connection with it.

GOVERNING LAW AND JURISDICTION
The validity, construction and performance of this contract shall be governed by English law and shall be subject to the exclusive jurisdiction of the English courts to which the parties submit.