Please read this carefully because it sets out the terms of a legally binding agreement between you and Talk Education Limited.


1. Introduction
This page sets out the terms and conditions on which you may use www.talkeducation.com and the content, including text and images, you will find upon that site’s pages (“TE content”). This page also covers the terms and conditions with which you will engage with Talk Education’s parent advisory business. We only make these terms and conditions available in the English language.

In these terms we use the term “TE site” to refer to our website at www.talkeducation.com and our mobile and online digital apps and services.

References in these terms and conditions to “TE” (or “we”, “us” or “our”) refer to Talk Education Limited, a company registered in England & Wales with Company Number 11769122, whose registered business address is 18 Binden Road, London W12 9RJ, United Kingdom.

Personal subscribers: These terms apply to your use of www.talkeducation.com and all TE content irrespective of the delivery platform or device you use to access it. By accessing TE site you are agreeing to these terms and conditions. If you do not agree with the terms and conditions you should not use TE site or any TE content and should cancel any subscription in accordance with your cancellation rights (see Section 6 below). If you have any questions please contact talk@talkeducation.com

We strongly recommend that you read these terms and conditions in their entirety. For further details of our Subscription options, please see www.talkeducation.com/joinbenefits

Users with access under an organisation’s subscription agreement: Your continued access is primarily governed by the subscription agreement of the organisation through which you are able to use TE site. Sections 4 to 6 below are not applicable to such users. The remaining terms and conditions apply to your use of TE site or TE content. By accessing www.talkeducation.com you are agreeing to these terms and conditions. If you do not agree with these terms and conditions, then you should not use TE site or any TE content.

All users: Talk Education Limited may update these terms and conditions for legal or regulatory reasons, or to reflect changes in our services or business practices. We will provide notice of any significant changes in Section 13 below. You should regularly check Section 13 to see if any changes have been made. If you are a Talk Education Limited subscriber, any changes to our terms and conditions will become effective from the date of your next payment following the change unless we notify you otherwise. If you are not a Talk Education Limited subscriber, any changes will become effective as soon as we post them on www.talkeducation.com
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We may in exceptional circumstances cease to publish TE site, TE content or cease to provide subscription services. We will give you at least 60 days’ notice of this, if possible. If we do so, then we will have no further obligation to you, unless you are a personal subscriber in which case we will offer you a refund of the unexpired period of your paid subscription. See Section 5 for details.

2. Access and Use
You agree that you will comply with our Copyright Policy. Individuals or Organisations that may be using TE content without the appropriate permissions may approach us with a view to discussing the purchase of a licence to legitimise that use.

The amount and types of TE content that you can view depend on what type of user you are and what type of subscription (if any) you have. We can vary the access rights of registered users who are not accessing through a paid subscription at any time at our discretion. If you already have a subscription, details of your access rights can be found on your personal Subscription page on www.talkeducation.com.

3. Privacy Policy and Registration
All information received by us from your use of TE site will be used by Talk Education Limited in accordance with our Privacy Policy. Please read this for details of how we may process your personal data.

On Subscription, you must provide Talk Education with accurate, complete registration information and it is your responsibility to update and maintain changes to that information on the applicable Talk Education subscription pages. Talk Education is entitled to rely on any information you provide to us.

Each Subscription is for a single user only. On sign-up, you will choose a user name and password. The email address that you provide on sign-up must correspond to a named email account and not a generic or shared email account. You are not allowed to share your username or give access to TE content through your username to anyone else. Talk Education does not allow multiple users on a network or within an organisation to use the same username. Talk Education may cancel or suspend your access to TE site if you share your username without further obligation to you. You may not create additional registration or subscription accounts for the benefit of others or with the aim of avoiding our use of usernames to control access to and use of www.talkeducation.com.

You are responsible for all use of TE site made by you or anyone else using your username and for preventing unauthorised use of your username. If you believe there has been any breach of security such as the disclosure, theft or unauthorised use of your username or any payment information, you must notify Talk Education immediately by e-mailing us at talk@talkeducation.com.

If you provide Talk Education with an email address that will result in any messages Talk Education may send you being sent to you via a network or device operated or owned by a third party (e.g. your employer or colleague) then you confirm under law that you are entitled to receive those messages. You also agree that Talk Education may stop sending messages to you without notifying you.

If you are a subscriber to TE site then you may choose to use TE site’s “Remember me” login feature that enables you to be logged in automatically to TE site whenever you visit TE site without having to manually log in each time. We recommend that you do not enable this feature on any computer that is or may be used by anyone other than you in order to prevent unauthorised access by third parties to both your subscription details and features of TE site personal to you.

4. Personal Subscription Services and Trial Subscriptions
We offer subscription services through TE site and recommend that you read www.talkeducation.com/joinbenefits before purchasing a subscription.

Types of subscription: Unless you purchase a subscription to use TE site then your usage rights will be limited. TE reserves the right to vary the amount of content and types of service that it makes available to different categories of user. If you are a TE site subscriber, any significant reduction in the scope of your subscription will take effect only after we have given you at least 30 days’ notice, and will apply from the date of your next payment following that 30-day period. This does not apply where a type of content or service intended for Subscribers is made available to non-subscribing users on an introductory, temporary or trial basis.

Contract formation: TE will try to process your subscription promptly but does not guarantee that your subscription will be activated by any specified time. By submitting your payment and other subscription details, you are making an offer to us to buy a subscription. Your offer will only be accepted by us and a contract formed when we have successfully verified your payment details and email address, at which point we will provide you with access to your subscription. TE reserves the right to reject any offer in its discretion, for any or no reason.

Payment details: When you purchase a subscription, you must provide us with complete and accurate payment information. By submitting payment details you promise that you are entitled to purchase a subscription using those payment details. If we do not receive payment authorisation or any authorisation is subsequently cancelled, we may immediately terminate or suspend your access to your subscription. In suspicious circumstances we may contact the issuing bank/payment provider and/or law enforcement authorities or other appropriate third parties. If you are entitled to a refund under these terms and conditions we will credit that refund to the card or other payment method you used to submit payment, unless it has expired in which case we will contact you.

Pricing: The subscription price will be made clear to you on our sign-up pages or otherwise during the sign-up process and may vary from time to time or by country. You agree to pay the fees at the rates notified to you at the time you purchase your subscription. For certain subscriptions you can take out either an annual or monthly (or other frequency we offer) subscription. Other subscription services may only require a one-off payment. You can also take out any other fixed term or payment frequency that we may offer from time to time. The currency in which your subscription is payable will be specified during the order process, depending on the service and your country of residence; however, generally it will be in GB Pounds sterling. Eligibility for any discounts is ascertained at the time you subscribe and cannot be changed during the term of your subscription. We will always tell you in advance of any increase in the price of your subscription and offer you an opportunity to cancel it if you do not wish to pay the new price.

Trial subscriptions: Where we provide a trial subscription, we will inform you of the full subscription price that is payable after the trial period. After the trial, your subscription will renew automatically at the full subscription price unless you cancel your subscription before the end of the trial. To cancel your subscription during the trial please follow the simple cancellation instructions.

Taxes: Talk Education Limited is registered for VAT in the United Kingdom. Our UK VAT registration number is 333644312. Unless otherwise indicated, prices stated on our website are inclusive of any applicable value added tax (VAT) or other sales taxes.

Pricing errors: If we incorrectly state a price to you whether online or otherwise, we are not obliged to provide you with a subscription at that price, even if we have mistakenly accepted your offer to buy a subscription at that price, and we reserve the right to subsequently notify you of any pricing error. If we do this, you may cancel the subscription without any obligation to us and we will refund you any money you have paid us in full, or you may pay the correct price. If you refuse to exercise either of these choices then we may cancel your subscription and will refund you any money you have paid us in full. We will always act in good faith in determining whether a genuine pricing error has occurred.

Other costs: In addition to the subscription fee you are charged, certain banks and credit card issuers will charge a foreign transaction fee on transactions which take place abroad or in a foreign currency. The majority of payments for subscriptions we take by card are processed in the United Kingdom therefore please check with your bank or credit card issuer to find out if such charges will be applied to you; TE is not responsible for any such charges. You are also responsible for paying any internet connection or telecommunications charges that you may incur by accessing TE site or using the services available on it. For example, if you use any of our mobile services then your network operator may charge you for data or messaging services.

5. Renewal and Cancellation of Personal Subscriptions

Renewals: Your subscription will continue until you tell us that you no longer wish to receive it, in which case you will stop paying the fees. We will notify you at least 14 days in advance of any changes to the price in your subscription that will apply upon next annual renewal. Please see the “How to cancel” section below for details of how to cancel your subscription. Unless you notify us before the end of your annual subscription period that you no longer wish to receive it, your annual subscription will renew for another year. We will charge the subscription using the same card or other payment method that you previously used.

Cancellation of your subscription: Except as set out in the previous section, you do not have any right to cancel your subscription or any part of it until the end of your then current subscription period. Although you may notify us of your intention to cancel at any time, such notice will only take effect at the end of your then current subscription period, and you will not receive a refund (except in the limited circumstances set out in these terms).

How to cancel: You may notify us of your wish to cancel your subscription by email to talk@talkeducation.com with the following email subject: “CANCELLATION OF SUBSCRIPTION”. Please then include:
• The subscriber's full name (person on the billing information if different from the user)
• The Account email address or Account Number (Customer Reference Number)
• The billing address or delivery address (Including zip code/postcode)
• Your contact telephone number

Cancellations by us: TE reserves the right to suspend or terminate your subscription if you breach these terms and conditions, with or without notice and without further obligation to you. We may also suspend or terminate your subscription if we are prevented from providing services to you by circumstances beyond our control. If we terminate your subscription for any reason and/or permanently cease operating TE site, delivery of TE content or cease to provide subscription services then, unless there are exceptional circumstances, we will provide you with a pro rata refund to your credit card. This means that we will refund you with any amounts that you have paid us in advance that relate to any remaining and unexpired period of your subscription.

TE reserves the right to suspend or terminate your subscription without refund in the event of any verbal or written abuse of any kind (including abusive, offensive or aggressive language) directed towards any personnel employed by, or under contract to, Talk Education Limited.

6. Who Your Personal Subscription Contract is with

If you buy a TE site subscription only or gain Trial access to TE site, then you will be contracting with Talk Education Limited, a UK company whose registered business address is 18 Binden Road, London W12 9RJ, United Kingdom. These terms and conditions apply for the benefit for any entities who may rely on them and/or enforce them in their own right.

7. User Generated Content

TE site may, in the future, include comments sections, blogs and other interactive features that allow interaction between users and between users and TE personnel. We will define interaction received from users as “User Generated Content” or “UGC”.

If you wish to view or participate in any interaction on TE site, then you are responsible for all the content of any of your UGC that you or we publish. You are financially responsible to us for any claim against us by any third party that your UGC is not in accordance with the bullet points below or that otherwise relates to your UGC.

You agree that you will:

• only publish UGC that is your original content and will not infringe the copyright or other rights of any third party when publishing UGC.
• not post, link to or otherwise publish any UGC containing any form of advertising or promotion for goods and services or any spam or other form of unsolicited communication.
• not post, link to or otherwise publish any UGC that is threatening, offensive, libellous, indecent or otherwise unlawful.
• not post comments that are discriminatory in nature, for example, comments which make attacks on the grounds of race, religion, sex, gender, sexual orientation, disability or age.
• respectfully challenge different points of view but not personally attack other commentators.
• not disguise the origin of any UGC and not impersonate any person or entity (including Talk Education employees or other UGC contributors) or misrepresent any connection with any person or entity.
• not post or otherwise publish any UGC unrelated to the business of Talk Education or relevant to your specific discussion.
• not post or transmit any UGC that contains software viruses, files or code designed to interrupt, destroy or limit the functionality of www.talkeducation.com or any computer software or equipment.
• not collect or store other users’ personal data.
• not restrict or inhibit any other user from their interaction with www.talkeducation.com.

Any UGC submitted is submitted by users over whom TE has no control so we cannot therefore guarantee the accuracy, integrity or quality of any UGC. Some users may not behave properly and may post UGC that is misleading, untrue or offensive.

It is not possible for TE to fully monitor all UGC published on TE site but where we have actually received notice of any UGC that is potentially misleading, untrue, offensive, unlawful, infringes third party rights or is potentially in breach of these terms and conditions, then we will review that UGC, decide whether to remove it from TE site and act accordingly. This may include banning a user from participation in UGC on TE site.

You will retain ownership of the copyright in any of your UGC that you or we publish on TE site so you are free to re-use it as you wish. You agree that if you post UGC to TE site then you are granting TE a right (but not an obligation) unlimited in time to publish, re-use, archive, modify, delete or commercially exploit that UGC in whole or in part as we see fit, whether on TE site or otherwise, without any requirement to pay you for this and with or without attribution to you. This means that you grant us a worldwide, non-exclusive, perpetual, irrevocable, royalty-free licence to use any UGC you publish in whole or in part in any manner and for any purpose whatsoever and without further obligation to you. You also waive any moral rights that you may have in regard to the UGC.

8. Third Party Sites and Services

TE site may contain links to other Internet websites or online and mobile services provided by independent third parties, including websites of our School Subscribers (what we call “Third Party Sites”), either directly or through frames. It is your decision whether you use or purchase any third party products or services made available on or via Third Party Sites and you should read Section 9 below carefully. Our Privacy Policy does not apply to Third Party Sites.

9. Our Responsibilities To You

A summary of what this section means: this section is important and you should read it carefully. It makes clear to what extent, if any, TE accepts responsibility (liability) to you for your use of TE site or TE content or in respect of any third party products or services that we refer to or link to on TE site. Unless you are a personal subscriber to TE site or have a Trial, we accept no financial responsibility to you arising from your use of TE site or TE content. If you are a personal subscriber to TE site or have a trial subscription, we limit our financial responsibility to you arising from your use of TE site or TE content to the price you paid for your subscription or Trial subscription.

In no circumstances do we accept responsibility for your use of Third Party Sites or in respect of any Third Party Products. By Third Party Sites we mean websites, online or mobile services provided by third parties that may appear on TE site. By Third Party Products we mean products or services provided by third parties, including School subscribers.
Limitations of TE content

TE content (including any information we publish regarding Third Party Products) is only for your general information and educational research purposes and is not intended to address your specific requirements. In particular, TE content, including UGC and any other content provided by third parties and distributed by TE site, does not constitute any form of guarantee, recommendation, representation, endorsement or arrangement by TE. Any agreements, transactions or other arrangements made between you and any third party named on (or linked to from) TE site are at your own responsibility and entered into at your own risk. Any information that you receive via TE site, whether or not it is classified as current, may have stopped being current by the time it reaches you.
What we promise and what we do not promise

TE promises to develop and operate TE site with reasonable skill and care and will use reasonable efforts to promptly remedy any faults of which it is aware.

TE does not provide any other promises or warranties about TE site and TE content. TE Site and TE content are provided on an “as is” and “as available” basis. This means that TE does not make any promises in respect of TE site or the services and functions available on or through TE site or of the quality, completeness or accuracy of the information published on or linked to from TE site other than as expressly stated above.

The above disclaimers apply equally to your use of TE site and all TE content. Without limiting the above, TE is not liable for matters beyond its reasonable control. TE does not control third party communications networks (including your internet service provider), the internet, acts of god or the acts of third parties.

Where you are engaging the Services of Talk Education’s Advisory team, TE will rely on information provided by you to us when forming the basis of its advice to you. It is important that the information provided by you to Talk Education is accurate, current and relevant. TE can only make recommendations to you based on that information. Talk Education will offer recommendations from an independent position and will inform you of any relevant conflicts of interest, should any arise. Talk Education does not guarantee, or seek to give the appearance that it can guarantee, your successful engagement with any educational establishment. Talk Education does not guarantee, or seek to give the appearance that it can guarantee, the results of any entry tests or assessments undertaken by children at, or applications made by Parents to, Schools on the basis of recommendations received from Talk Education. You accept that there can therefore be no such guarantees within your engagement of Talk Education’s Advisory team.

Our financial responsibility to you

You agree that if we are in breach of these terms and conditions, we will only be responsible to you for any damages that you incur arising out of your use of TE site or TE content (to the extent that TE’s liability is not otherwise excluded by this section 9 ) as follows:

• If you incur any loss as a result of using TE site or TE content outside the scope of these terms and conditions, TE accepts no responsibility (liability) to you for this.
• You will be responsible for all claims, liabilities, damages, cost and expenses suffered or incurred as a result of your breach of these terms and conditions.
• TE will only be responsible for loss or damage you suffer which is the reasonably foreseeable result of TE’s breach of a legal duty of care owed to you, but in no event shall the liability of the TE or its affiliates exceed the amount, if any, paid by you to the TE for the particular subscription product to which the claim relates.
• If you have a personal subscription then you may terminate your subscription immediately in writing to TE if TE site is unavailable or inaccessible to you for either (a) more than 3 consecutive days during your subscription; or (b) more than 5 days in a 30 day period, as a result of the fault or failure of TE, in which case we will refund you any amount that you have paid to us in advance that relates to any period which was still to run on your subscription. You may instead at your option receive a renewal to your subscription free-of-charge at the point of renewal.

The limitations of liability in this section 9 apply for the benefit of TE, its affiliates and all of their respective officers, directors, employees, agents or any company who we transfer our rights and obligations to in accordance with these terms and conditions. To the full extent permitted by law you acknowledge and agree that our third party content and data suppliers have no liability whatsoever to you in respect of any of their data supplied to you as part of the TE content.

10. Law and Jurisdiction

These terms and conditions will be subject to English law. Both you and we agree that the courts of England will have non-exclusive jurisdiction to settle any dispute which may arise out of, under, or in connection with these terms and conditions.

11. General

You may not license or transfer any of your rights under these terms and conditions. If any provision of these terms and conditions is found to be invalid by any court having competent jurisdiction, the invalidity of that provision will not affect the validity of the remaining provisions of these terms and conditions, which will remain in full force and effect.

Failure by either party to exercise any right or remedy under these terms and conditions does not constitute a waiver of that right or remedy. Headings in these terms and conditions are for convenience only and will have no legal meaning or effect.

YOUR USE OF THIS SITE CONSTITUTES YOUR AGREEMENT TO BE BOUND BY THESE TERMS AND CONDITIONS OF USE.

The internet site www.talkeducation.com, including all of its features and content ("Site") is made available by TALK EDUCATION LIMITED ("we or us") to School Customers (“you”) and all content, information, services and software provided on or through this Site ("Content") is subject to the following terms and conditions ("Terms ").

School Customers are defined as Independent Schools who have chosen to subscribe to be present on the internet site www.talkeducation.com in anticipation of services made available by Talk Education Limited.

1. Limited License:

As a user of this Site you are granted a non-transferable, revocable, limited license to access and use the Site and Content in accordance with these Terms. This limited license permits you to upload and edit your own information to specific parts of the site. We may terminate this license at any time for any reason.

2. Limitations on Use; Third Party Communications:

2.1. The Content on this Site is for your professional use only and not for commercial exploitation. You may not decompile, reverse engineer, disassemble, rent, lease, loan, sell, sublicense, or create derivative works from the Site or the Content. The use of any network monitoring or discovery software to determine the site architecture, or extract information about usage, individual identities or users is prohibited. You may not use any robot, spider, other automatic software or device, or manual process to monitor or copy our Site or the Content without our prior written permission. You may not use this Site to transmit any false, misleading, fraudulent or illegal communications. You may not copy, modify, reproduce, republish, distribute, display, or transmit for commercial, non-profit or public purposes all or any portion of the Site, except to the extent permitted above. Unauthorised use of this Site or its Content is prohibited. Any rights not expressly granted in these terms are reserved.

2.2. We have no liability for any third party communications you may receive or any actions you may take or refrain from taking as a result of any third party communication you receive due to any interaction on the Site. You are solely responsible for assessing and verifying the identity and trustworthiness of the source and content of any third party communications. We are not responsible for verifying, and make no representations or warranty regarding any third party communications on the Site.

3. Content:

3.1 Original Editorial content provided on the Site by Talk Education Limited is not intended to and does not constitute advice and no client relationship is formed through use of the Site. We do not warrant or guarantee the accuracy, completeness or adequacy of the Content. Your use of Content on the Site or materials linked from this Site is at your own risk.

3.2 As a School Customer of Talk Education, Talk Education permits you access to your bespoke School Landing Page (the "SLP") as specified in the Signup Form. The SLP enables the Customer to post onto the Talk Education site, within the SLP, specific news and event items relating to the Customer School.

3.3 The Account may allow the Customer to post text, images and links to third-party sites within the SLP. The Customer warranties that any text, image or link so posted will be covered by the Terms and Conditions in clause 2, specified above.

3.4 You agree to abide by the Computer Misuse Act (2018) at all times. As a condition of your use of this website, you warrant that you will not use this website for any purpose that is unlawful or prohibited by these terms of use. You may not use this website in any manner which could damage, disable, overburden, or impair this website or interfere with any other party’s use and enjoyment of this website. You agree not to introduce a computer virus or denial of service attacks. You agree not to hack into areas of this website that are not intentionally made available by us.

3.5 We reserve the right to take down, without permission from you, your SLP, temporarily or permanently, if we believe that your activity on our Site has breached these Terms & Conditions, and if we believe that your content’s continued presence on our Site will damage either the reputation or the commercial interests of Talk Education Limited.

4. Intellectual Property Rights:

4.1 Except as expressly provided in these Terms, nothing contained herein shall be construed as conferring on you or any third party any license or right, to intellectual property rights in the Content or the Site. TALK EDUCATION and the TE symbol are owned by TALK EDUCATION Limited.

4.2 You grant to us a non-exclusive, royalty-free, worldwide license to use, reproduce and share on our website all expression of ideas, text, graphics, messages, links, data, information and other materials you submit (collectively, "Postings") to the Site. The license includes Postings in any form, medium, or technology now known or hereafter developed.

4.3. You certify and warrant that the Postings: (i) are your original works or that the owner of such works has expressly granted to us a non-exclusive, royalty-free, worldwide license for said works with all of the rights granted by you in section 4.2 of these Terms ; (ii) do not violate and will not violate the rights of any third party including any right of publicity, right of privacy, copyright, patent or other intellectual property right or any proprietary right; and (iii) where the Postings contain images, static or moving, of School Pupils or other minors, you warrant that you have the express permission of the children’s parents or guardians for the usage of those images on a third-party site (including www.talkeducation.com) and you agree to indemnify, defend and hold harmless Talk Education, our officers, directors, employees, agents, licensors, suppliers and any third party information providers to the Site from and against all claims, losses, expenses, damages and costs, including reasonable attorneys' fees, resulting from any violation of the express permission granted by the children’s parents or guardians.

4.5. By submitting Postings to this Site, you acknowledge and agree that we may create our own ideas that may be, or may obtain submissions that may be, similar or identical to Postings you submit. You agree that you shall have no recourse against us for any alleged or actual infringement or misappropriation of any proprietary or other right in the Postings you submit.

5. Video Recordings:

5.1 From time to time, Talk Education may wish to create video images on location at your School as part of its review of your School.

5.2 You confirm and grant to Talk Education the right to record free of charge at and around the School and on the relevant prearranged date, on sound recordings, film, or by photographs, and any other electronic recordings or representations in any other media (together, the “Recordings”), and confirm Talk Education may use the Recordings without any payments in any manner and in all media now known or hereafter invented throughout the world

5.3 You confirm your obligation to obtain relevant consents and, where consent relates to Minors, you confirm your obligation to obtain relevant consents from parents / guardians. You confirm your obligation to inform us of any relevant safeguarding requirements with which we should comply when at your location. We confirm that we will use any arising personal data in accordance with your Privacy Policy.

5.4 You confirm to grant Talk Education complete discretion in how it edits and uses the Recordings, and release Talk Education from any cause of action, liability, loss or damage of any nature whatsoever arising out of Talk Education’s exercise of the rights granted herein;

5.5 You warrant that the rights you have granted herein, and any material supplied by you and/or the School, will not violate the rights of any third party.

5.6 You confirm that you have the full right, power and authority to agree to Video Recordings, at such time as they may be requested by Talk Education, for and on behalf of the School for these purposes.

6. Links:

You may provide links to this Site, provided that (a) you do not remove or obscure, by framing or otherwise, any portion of this Site, including any advertisements, Terms, copyright notice, and other notices on this Site, (b) you immediately deactivate and discontinue providing links to this Site if requested by us, and (c) we may deactivate any link(s) at its discretion.

7. Solicitation:

Excepting the Postings on your SLP as part of your subscription, you shall not make any Postings containing any advertising, promotion, solicitation for goods, services or funds or solicitation for others to become members of any enterprise or organization without our express written permission.

8. Registration:

We provide to you a unique School Subscriber login to our site, achieved by your registration. Each registration is for a single School entity only, unless specifically designated otherwise on the registration page. We do not permit a) anyone other than the School Subscriber to use the sections requiring registration by using your name or password; or b) access through a single name being made available to multiple users on a network or otherwise. You are responsible for preventing such unauthorised use. If you believe there has been unauthorised use, you must notify us immediately by email to talk@talkeducation.com or in writing to: Head of Legal, Talk Education Ltd, 18 Binden Road, London, W12 9RJ.

9. Postings:

9.1. You may not post, publish, upload or distribute any Postings which are unlawful or abusive in any way, including, but not limited to, any Postings that are defamatory, libelous, pornographic, obscene, threatening, invasive of privacy or publicity rights, inclusive of hate speech, or would constitute or encourage a criminal offence, infringe the rights of any party, or give rise to liability or violation of any applicable law. We may delete your Postings at any time for any reason without permission from you.

9.2. Your Postings shall be accompanied by your real name and shall not be posted anonymously. Notwithstanding the previous sentence, if the applicable registration page for your participation in an Interactive Area allows you to create a screen name, you may select and use a screen name that is not your real name, provided that you use your real name when registering for participation in the Interactive Area. Participants in Interactive Areas shall not misrepresent their identity or their affiliation with any person or entity.

9.3. We do not monitor or screen Postings and are not responsible for the content in such Postings or any content linked to or from such Postings. We reserve the right, in our sole discretion, to monitor Postings, screen Postings, edit Postings, cause Postings not to be posted, published, uploaded or distributed, and remove Postings, at any time. Where you become aware of Postings or Content which you believe to be unlawful or in violation of the Terms & Conditions of the site, you agree to inform us immediately by email to talk@talkeducation.com or in writing to: Head of Legal, Talk Education Ltd, 18 Binden Road, London, W12 9RJ.

10. Warranties:

We do not represent or warrant that the Site, Content or Postings will be error-free, accurate, up to date, reliable, free of viruses or other harmful components, or that defects will be corrected or that it will always be accessible. We may make improvements and/or changes to the Site or the Content at any time.

11. Third Party Content:

Third party content (including, without limitation, Postings) may appear on the Site or may be accessible via links from this Site. Links are provided to you only as a convenience, and the inclusion of any link does not imply our endorsement of the website, or any association with its operators. We are not responsible for and have no liability for any third party content on the Site.

12. Disclaimer:

This site, the content, and postings are provided on an "as is, as available" basis. We expressly disclaim all warranties, including the warranties of satisfactory quality, fitness for a particular purpose and non-infringement. We disclaim all responsibility for any loss, injury, claim, liability, or damage of any kind resulting from, arising out of or any way related to (a) any errors in or omissions from this site, the interactive areas, the content, and the postings including, but not limited to, technical inaccuracies and typographical errors, (b) third party communications, (c) any third party sites or content therein directly or indirectly accessed through links in this site, including but not limited to any errors in or omissions therefrom, (d) the unavailability of this site, the interactive areas, the content, the postings, or any portion thereof, (e) your use of this site, the content, or the postings, or (f) your use of any equipment or software in connection with this site, the content, or the postings.

13. Limitation of liability:

We shall not be liable for any loss, injury, claim, liability, or damage of any kind resulting from your use of this site, the content, the postings, any facts or opinions appearing on or through an interactive area, or any third party communications. We shall not be liable for any special, direct, indirect, incidental, punitive or consequential damages of any kind whatsoever (including, without limitation, attorneys' fees) in any way due to, resulting from, or arising in connection with the use of or inability to use this site, the content, the postings, or any third party communications. to the extent the foregoing limitation of liability is prohibited or fails of its essential purpose, our sole obligation to you for damages shall be limited to the subscription amount during the subscription period or, outside that period, the sum of £50.00. This clause is not intended to exclude or limit liabilities where such exclusion or limit is contrary to the applicable law.

14. Indemnification:

You agree to indemnify, defend and hold us, our officers, directors, employees, agents, licensors, suppliers and any third party information providers to the Site harmless from and against all claims, losses, expenses, damages and costs, including reasonable attorneys' fees, resulting from any violation of these Terms by you or arising from or related to any Postings uploaded or submitted by you.

15. Provisions:

The provisions of paragraphs 12 (Disclaimer), 13 (Limitation of Liability), and 14 (Indemnification) are for the benefit of us and our officers, directors and employees. Each of these individuals or entities shall have the right to assert and enforce those provisions directly against you on its own behalf.

16. Rights:

16.1 We reserve the right to investigate complaints or reported violations of our Terms and to take any action we deem appropriate including but not limited to reporting any suspected unlawful activity to law enforcement officials, regulators, or other third parties and disclosing any information necessary or appropriate to such persons or entities relating to user profiles, e-mail addresses, usage history, posted materials, IP addresses and traffic information.

16.2 We reserve the right to seek all remedies available at law and in equity for violations of these Terms, including but not limited to the right to block access from a particular internet address to this Site and any other Sites operated by us or our affiliates and their features.

17. Governing Law:

This Agreement, and any non-contractual obligations arising out of or in connection with this Agreement, shall be governed by and construed in accordance English law. The parties irrevocably agree that the courts of England and Wales shall have exclusive jurisdiction to settle any dispute or claims which may arise under or in connection with this Agreement (including non-contractual disputes or claims).

18. Additional Terms:

Your use of this Site is subject to our Privacy Policy (provided separately).

19. Severability:

These Terms incorporate by reference any notices contained on this Site and the Privacy Policy and constitute the entire agreement with respect to access to and use of this Site, and its Content and Postings. If any provision of these Terms is unlawful, void or unenforceable, or conflicts with the Talk Education Limited Terms then that provision shall be deemed severable from the remaining provisions and shall not affect their validity and enforceability. Notwithstanding anything to the contrary in these Terms, if you have a separate signed written agreement with us that applies to your use of any of our Content, that agreement constitutes the entire agreement between you and that us with respect to the affected Content subject thereto (the "Otherwise Covered Content"), and these Terms shall be treated as having no force or effect with respect to the Otherwise Covered Content.

20. Modifications to Terms.

We reserve the right to change these Terms at any time. Updated versions of the Terms will appear on this Site and are effective immediately. You are responsible for regularly reviewing the Terms. Continued use of this Site after any such changes constitutes your consent to such changes.

Talk Education Limited

August 2020

YOUR USE OF THIS SITE CONSTITUTES YOUR AGREEMENT TO BE BOUND BY THESE TERMS AND CONDITIONS OF USE.

The internet site www.talkeducation.com, including all of its features and content ("Site") is made available by TALK EDUCATION LIMITED ("we or us") to Schools (“you”) and all content, information, services and software provided on or through this Site ("Content") is subject to the following terms and conditions ("Terms ").

“Schools” are defined as Independent Schools who have chosen to submit material to be present on the internet site www.talkeducation.com whether or not in anticipation of services made available by Talk Education Limited.

1. Limited License:

As a School on this Site you are granted a non-transferable, revocable, limited license to access and use the Site and Content in accordance with these Terms. This limited license permits you to contribute to your own information (including text and images) to specific parts of the Site and review it thereon. We may terminate this limited license at any time for any reason.

2. Limitations on Use; Third Party Communications:

2.1. The Content on this Site is for your professional use only and not for commercial exploitation. You may not decompile, reverse engineer, disassemble, rent, lease, loan, sell, sublicense, or create derivative works from the Site or the Content. The use of any network monitoring or discovery software to determine the site architecture, or extract information about usage, individual identities or users is prohibited. You may not use any robot, spider, other automatic software or device, or manual process to monitor or copy our Site or the Content without our prior written permission. You may not use this Site to transmit any false, misleading, fraudulent or illegal communications. You may not copy, modify, reproduce, republish, distribute, display, or transmit for commercial, non-profit or public purposes all or any portion of the Site, except to the extent permitted above. Unauthorised use of this Site or its Content is prohibited. Any rights not expressly granted in these terms are reserved.

2.2. We have no liability for any third party communications you may receive or any actions you may take or refrain from taking as a result of any third party communication you receive due to any interaction on the Site. You are solely responsible for assessing and verifying the identity and trustworthiness of the source and content of any third party communications. We are not responsible for verifying, and make no representations or warranty regarding any third party communications on the Site.

3. Content:

3.1 Original Editorial content provided on the Site by Talk Education Limited is not intended to and does not constitute advice and no client relationship is formed through use of the Site. We do not warrant or guarantee the accuracy, completeness or adequacy of the Content. Your use of Content on the Site or materials linked from this Site is at your own risk.

3.2 The Agreement may allow the Customer to propose text, images and links to third-party Sites as part of their presence on the website. The Customer warranties that any text, image or link so proposed will be covered by the Terms and Conditions in clause 2, specified above.

3.3 You agree to abide by the Computer Misuse Act (2018) at all times. As a condition of your presence on this website, you warrant that you will not use your School presence on this website for any purpose that is unlawful or prohibited by these terms of use. You may not use this website in any manner which could damage, disable, overburden, or impair this website or interfere with any other party’s use and enjoyment of this website. You agree not to introduce a computer virus or denial of service attacks. You agree not to hack into areas of this website that are not intentionally made available by us.

3.4 We reserve the right to take down, without permission from you, your contributed content (including images), temporarily or permanently, if we believe that your presence on our Site has breached these Terms & Conditions, and if we believe that your content’s continued presence on our Site will damage either the reputation or the commercial interests of Talk Education Limited.

4. Intellectual Property Rights:

4.1 Except as expressly provided in these Terms, nothing contained herein shall be construed as conferring on you or any third party any license or right, to intellectual property rights in the Content or the Site. TALK EDUCATION and the TE symbol are owned by TALK EDUCATION Limited.

4.2 You grant to us a non-exclusive, royalty-free, worldwide license to use, reproduce and share on our website all expression of ideas, text, graphics, messages, links, data, information and other materials you submit (collectively, "Contributions") to the Site. The license includes Contributions in any form, medium, or technology now known or hereafter developed.

4.3. You certify and warrant that the Contributions: (i) are your original works or that the owner of such works has expressly granted to us a non-exclusive, royalty-free, worldwide license for said works with all of the rights granted by you in section 4.2 of these Terms ; (ii) do not violate and will not violate the rights of any third party including any right of publicity, right of privacy, copyright, patent or other intellectual property right or any proprietary right; and (iii) where the Contributions contain images, static or moving, of School Pupils or other minors, you warrant that you have the express permission of the children’s parents or guardians for the usage of those images on a third-party Site (including www.talkeducation.com) and you agree to indemnify, defend and hold harmless Talk Education, our officers, directors, employees, agents, licensors, suppliers and any third party information providers to the Site from and against all claims, losses, expenses, damages and costs, including reasonable attorneys' fees, resulting from any violation of the express permission granted by the children’s parents or guardians.

4.4. By submitting Contributions to this Site, you acknowledge and agree that we may create our own ideas that may be, or may obtain submissions that may be, similar or identical to Contributions you submit. You agree that you shall have no recourse against us for any alleged or actual infringement or misappropriation of any proprietary or other right in the Contributions you submit.

5. Video Recordings:

5.1 From time to time, Talk Education may wish to create video images on location at your School as part of its review of your School.

5.2 You confirm and grant to Talk Education the right to record free of charge at and around the School and on the relevant prearranged date, on sound recordings, film, or by photographs, and any other electronic recordings or representations in any other media (together, the “Recordings”), and confirm Talk Education may use the Recordings without any payments in any manner and in all media now known or hereafter invented throughout the world

5.3 You confirm your obligation to obtain relevant consents and, where consent relates to Minors,
you confirm your obligation to obtain relevant consents from parents / guardians. You confirm your obligation to inform us of any relevant safeguarding requirements with which we should comply when at your location. We confirm that we will use any arising personal data in accordance with your Privacy Policy.

5.4 You confirm to grant Talk Education complete discretion in how it edits and uses the Recordings, and release Talk Education from any cause of action, liability, loss or damage of any nature whatsoever arising out of Talk Education’s exercise of the rights granted herein;

5.5 You warrant that the rights you have granted herein, and any material supplied by you and/or the School, will not violate the rights of any third party.
5.6 You confirm that you have the full right, power and authority to agree to Video Recordings, at such time as they may be requested by Talk Education, for and on behalf of the School for these purposes.

6. Links:

You may provide links to this Site, provided that (a) you do not remove or obscure, by framing or otherwise, any portion of this Site, including any advertisements, Terms, copyright notice, and other notices on this Site, (b) you immediately deactivate and discontinue providing links to this Site if requested by us, and (c) we may deactivate any link(s) at its discretion.

7. Solicitation:

Excepting the Contributions you make to the Site with the Agreement of Talk Education, you shall not attempt to make any Contributions containing any advertising, promotion, solicitation for goods, services or funds or solicitation for others to become members of any enterprise or organization without our express written permission.

8. Contributions:

8.1. You may not require Talk Education to post, publish, upload or distribute any Contributions which are unlawful or abusive in any way, including, but not limited to, any Contributions that are defamatory, libelous, pornographic, obscene, threatening, invasive of privacy or publicity rights, inclusive of hate speech, or would constitute or encourage a criminal offence, infringe the rights of any party, or give rise to liability or violation of any applicable law. We may delete your Contributions at any time for any reason without permission from you.

8.2. Your Contributions shall be accompanied by your real name and shall not be posted anonymously.

8.3. We do not monitor or screen Contributions and are not responsible for the content in such Contributions or any content linked to or from such Contributions. We reserve the right, in our sole discretion, to monitor Contributions, screen Contributions, edit Contributions, cause Contributions not to be posted, published, uploaded or distributed, and remove Contributions, at any time. Where you become aware of Contributions or Content which you believe to be unlawful or in violation of the Terms & Conditions of the site, you agree to inform us immediately by email to talk@talkeducation.com or in writing to: Head of Legal, Talk Education Ltd, 18 Binden Road, London, W12 9RJ.

9. Warranties:

We do not represent or warrant that the Site, Content or Contributions will be error-free, accurate, up to date, reliable, free of viruses or other harmful components, or that defects will be corrected or that it will always be accessible. We may make improvements and/or changes to the Site or the Content at any time.

10. Third party content:

Third party content (including, without limitation, Contributions) may appear on the Site or may be accessible via links from this Site. Links are provided to you only as a convenience, and the inclusion of any link does not imply our endorsement of the website, or any association with its operators. We are not responsible for and have no liability for any third party content on the Site.

11. Disclaimer:

This site, the content, and Contributions are provided on an "as is, as available" basis. We expressly disclaim all warranties, including the warranties of satisfactory quality, fitness for a particular purpose and non-infringement. We disclaim all responsibility for any loss, injury, claim, liability, or damage of any kind resulting from, arising out of or any way related to (a) any errors in or omissions from this site, the interactive areas, the content, and the Contributions including, but not limited to, technical inaccuracies and typographical errors, (b) third party communications, (c) any third party sites or content therein directly or indirectly accessed through links in this site, including but not limited to any errors in or omissions therefrom, (d) the unavailability of this site, the interactive areas, the content, the Contributions, or any portion thereof, (e) your use of this site, the content, or the Contributions, or (f) your use of any equipment or software in connection with this site, the content, or the Contributions.

12. Limitation of liability:

We shall not be liable for any loss, injury, claim, liability, or damage of any kind resulting from your presence on this site, the content, the Contributions, any facts or opinions appearing on or through an interactive area as a customer of Talk Education in the future, or any third party communications. We shall not be liable for any special, direct, indirect, incidental, punitive or consequential damages of any kind whatsoever (including, without limitation, attorneys' fees) in any way due to, resulting from, or arising in connection with the use of or inability to use this site, the content, the Contributions, or any third party communications. to the extent the foregoing limitation of liability is prohibited or fails of its essential purpose, our sole obligation to you for damages shall be limited to the subscription amount during the subscription period or, outside that period, the sum of £50.00. This clause is not intended to exclude or limit liabilities where such exclusion or limit is contrary to the applicable law.

13. Indemnification:

You agree to indemnify, defend and hold us, our officers, directors, employees, agents, licensors, suppliers and any third party information providers to the Site harmless from and against all claims, losses, expenses, damages and costs, including reasonable attorneys' fees, resulting from any violation of these Terms by you or arising from or related to any Contributions uploaded or submitted by you.

14. Provisions:

The provisions of paragraphs 11 (Disclaimer), 12 (Limitation of Liability), and 13 (Indemnification) are for the benefit of us and our officers, directors and employees. Each of these individuals or entities shall have the right to assert and enforce those provisions directly against you on its own behalf.

15. Rights:

15.1 We reserve the right to investigate complaints or reported violations of our Terms and to take any action we deem appropriate including but not limited to reporting any suspected unlawful activity to law enforcement officials, regulators, or other third parties and disclosing any information necessary or appropriate to such persons or entities relating to user profiles, e-mail addresses, usage history, posted materials, IP addresses and traffic information.

15.2 We reserve the right to seek all remedies available at law and in equity for violations of these Terms, including but not limited to the right to block access from a particular internet address to this Site and any other Sites operated by us or our affiliates and their features.

16. Governing Law:

This Agreement, and any non-contractual obligations arising out of or in connection with this Agreement, shall be governed by and construed in accordance English law. The parties irrevocably agree that the courts of England and Wales shall have exclusive jurisdiction to settle any dispute or claims which may arise under or in connection with this Agreement (including non-contractual disputes or claims).

17. Additional Terms:

Your use of this Site is subject to our Privacy Policy (provided separately).

18. Severability:

These Terms incorporate by reference any notices contained on this Site and the Privacy Policy and constitute the entire agreement with respect to access to and use of this Site, and its Content and Contributions. If any provision of these Terms is unlawful, void or unenforceable, or conflicts with the Talk Education Limited Terms then that provision shall be deemed severable from the remaining provisions and shall not affect their validity and enforceability. Notwithstanding anything to the contrary in these Terms, if you have a separate signed written agreement with us that applies to your use of any of our Content, that agreement constitutes the entire agreement between you and that us with respect to the affected Content subject thereto (the "Otherwise Covered Content"), and these Terms shall be treated as having no force or effect with respect to the Otherwise Covered Content.

19. Modifications to Terms.

We reserve the right to change these Terms at any time. Updated versions of the Terms will appear on this Site and are effective immediately. You are responsible for regularly reviewing the Terms. Continued use of this Site after any such changes constitutes your consent to such changes.

Talk Education Limited
August 2020