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TERMS OF USE

Introduction

The following terms and conditions (Terms) apply to our provision and your use of the platform, content and courses on www.zydii.com (the “Website” or “Platform”) including visiting, browsing and registering as a student (“Learner”) or accessing the Platform in any other capacity (with all users including Learners being referred to as “User(s)”).

This Agreement sets forth the terms and conditions governing the use of the Platform by the User. By becoming a User of the Platform, clicking the “I Accept” button on the registration page and using the Platform, you are entering into a binding and enforceable agreement to be bound by all the terms and conditions of this Agreement. These terms should be read alongside and in addition to our Privacy Policy, Copyright Policy and Instructor Agreement and other Zydii policies applicable to your use of Zydii’s services as incorporated by reference.

  1. About Us

    In these terms, reference to "us" and "we" refer to Zydii Limited, a limited liability company duly incorporated in Kenya, whose registered address is 10th Floor ABC Place, Waiyaki Way, Nairobi, Kenya. ("The Company") Any reference to "you" or "your" are refer to you the User (learner or instructor). The Company provides an end to end digital training solution for African businesses.

  2. Conduct

    By accessing and /or using this website (as learner or instructor) you confirm that you have read, agree and are in compliance with these Terms, the Privacy Policy, Copyright Policy and all applicable local and international laws, rules and regulations. You assume all risk from any meetings or contact between you and any Instructors, of other users of the Website. The Company may change the terms of this Agreement from time to time. Any changes to this Agreement will be posted on the website and will become effective and be binding on you immediately upon posting. The company may also change the terms by notifying you by any other reasonable form of notification, effective immediately upon notice being provided. Your continued use of the Platform following such notice constitutes your acceptance to those changes. Any revised Terms shall supersede all previous Terms.

  3. Acceptable Use

    As a user of the Website you hereby agree:

    1. To use the Website and access to its content only for lawful purposes and in no way that is fraudulent. You are solely responsible for knowledge and adherence to any laws, rules and regulations pertaining to the use of the products or content provided on the Website.
    2. To use the content uploaded on the website for your personal noncommercial use; you may not use the content in any way in exchange for monetary consideration.
    3. Not to distribute all/any part of the Website or its content in any medium without prior written consent, unless such distribution is permitted by these Terms or express separate agreement with the Company.
    4. Not to alter any part of this Website or its content through any technology other than the software provided by us or other generally available third party web browsers such as Chrome or Firefox.
    5. Not to or attempt to circumvent, disable or otherwise interfere with any security related feature of the Website or features that restrict or prevent copying of content, access to content or its use.
    6. Not to knowingly transmit any data, send or submit any data that contains viruses or other harmful programs or similar computer code designed to adversely affect the operation of any computer hardware or software.
    7. Use the Website and content in a way that does not infringe the rights of anyone else or restrict or prevent another’s use and the enjoyment of the Website and content.
    8. Not to collect the personal data of any user of the Website or its content.
    9. Not to upload, email or otherwise transmit any junk mail, pyramid schemes, calls to action, incentives (monetary or otherwise), offensive, inappropriate or pornographic content spam or bulk communications or any kind and/or purpose.
    10. Not to copy, reproduce, distribute, display, transmit, license or otherwise exploit any content contained in the Platform or its content for any other purpose other than as permitted by these Terms or agreement with the Company, without prior written consent of the respective owners or licensors of the Content/Course on the Platform.
    11. Not to use the Website or its content in any manner to damage, disable or overburden any of the Company’s Server or network or any procedures, policies or regulations connected to our Servers.
    12. Not to access or attempt to access any other user’s account or falsely state, impersonate or otherwise mispresent your identity or your affiliations with a person or entity, past or present.
    13. Not to manipulate identifiers in order to disguise the origin of any communication transmitted through the Website.
    14. Not to send, download, use or re-use any material which does not comply with these Terms or our Privacy Policy or Copyright Policy.
    15. You acknowledge and agree that the form and nature of the Platform and Courses may change from time to time without any prior notice to you.
    16. Whilst we will take all reasonable measures to ensure that the Courses are of a high standard, you understand and acknowledge that in using the Website, you may be exposed to content from our Instructors that is factually inaccurate, offensive or otherwise objectionable to you. We are not responsible (legally or otherwise) for any claims you may have against us in relation to this type of content.
    17. You acknowledge and agree that we may stop (permanently or temporarily) providing the Platform and its Courses to you for whatever reason and at our sole discretion, without any prior notice to you.
    18. To use the Platform in a way that conforms to all applicable laws and regulations. Except as expressly granted by this Agreement. You acquire no right, title or license in the content or other data or materials incorporated in the Platform and may not sublicense, sell or resell the whole or any part of the content on the Platform. Except as expressly granted by this Agreement.
    19. You agree that you are solely responsible for (and we have no responsibility to you or any other third party for any breach of your obligations under the Terms and for the consequences (including but not limited to any loss or damage which we or any third party may suffer) of such breach.

  4. Registration and Accounts

    1. In order to participate fully in any activities on the Platform and take part in our Courses, you must register a personal account by providing your real name, an email address and a password. You agree not to share divulge, share access of this access information with any third party. In setting up your account, you will be required to enter additional information that may be required to confirm your identity. You undertake to provide current and accurate information to us at all times and acknowledge that we reserve the right to suspend or terminate your access to and use of the Platform and enrollment in any online course, where you have provided inaccurate or untrue information.
    2. Keep your password somewhere safe, because you are responsible for all activities associated with your account. If you suspect someone else is using your account let us know by contacting our Support Team through support@zydii.com

  5. Specific Learner Obligations

    By registering for a Learner Account, (in addition to your obligations herein) you agree that:

    1. You are and will register on our Platform only once and will not set up multiple accounts;

    2. You have read, understood and agree to be bound by the pricing information before using the Platform or registering for a Course;

    3. You are over the age of 18 or if not will only use the Platform with the supervision and approval of a parent or legal guardian or in case of a body corporate, that are duly competent under applicable laws to enter into this Agreement;

    4. You will only use the Platform for your personal, non-commercial and educational purposes through the services in accordance with these Terms and any conditions or restrictions associated with the particular feature of the services;

    5. You are granted limited, non-exclusive, non-transferrable license to access and view the content for which the requisite fees have been paid by your organization;

    6. In respect of live virtual classes, you will not record any virtual class without Zydii’s consent and subject to such consent, your recording of any class shall be for sole purpose of your personal study. 

    7. You will not transfer your account to a third party and are solely responsible for maintaining the confidentiality of your access information;

    8. You will immediately inform us of any unauthorized use or other breach of security; and

    9. The Course Content may be provided to you through your Learner Account and may be subject to terms, policies and procedures of the applicable Instructor in addition to these Terms.

  6. Specific Instructor Obligations

    As an instructor, you are required to abide by the additional terms set out in the Instructor’s Agreement, which are hereby incorporated by reference into these Terms. If there is a conflict between these Terms and the Instructor Agreement, the Instructor Agreement will govern.

  7. Specific Business User obligations

    As a Business User, you are required to abide by the additional terms set out in the Business User Agreement, which are hereby incorporated by reference into these Terms. If there is a conflict between these Terms and the Business User Agreement, the Business User Agreement will govern.

  8. Learner/ Instructor Content

    We do not claim ownership to any Learner Content that you may submit or make available for inclusion to the Platform. You will remain the owner of any and all rights in such Content. However, in regard to such content, you grant us an irrevocable, worldwide, perpetual, royalty free and non-exclusive license to use, distribute, reproduce, modify, adapt, publicly perform and publicly display such Content on the Platform and/or otherwise exploit the Learner/Instructor Content with the right to sublicense such rights for any purpose associated with the provision of the Platform and the Courses. We also reserve the right to remove any Learner/Instructor Content without notice at any time and for any reason.

  9. Live Virtual Classes

    1. We may record part or all of a virtual class. For purposes of this agreement, ‘virtual class(es)’ shall mean ‘a teaching session delivered to some or all of its participants online in real-time using a relevant team communications service such as Zoom, Sype, Google Meet and any other approved communication tool’.

    2. Ownership of your performer’s rights and those of the other participants of the virtual class shall belong to each one of you as applicable, and you hereby grant Zydii the license provided in clause 8 mutatis mutandi. 

    3. If you wish to make a contribution within a virtual class without it being recorded, you may request that the recording is paused or stopped for your contribution or you may nominate a proxy within the class to contribute for you. You can do this by writing to us at support@zydii.com 2 hours before the live virtual class is scheduled to begin.

    4. Where you are allowed to record a class, you may only use the recording for the purposes of your own personal study. You must destroy any copy of the recording you hold once this purpose has been met.

  10. Use of data/content for research

    You acknowledge and consent that we may use your data or course content for any purpose associated with the provision, promotion or improvement of the Platform and our Services.

  11. Your liability to Us

    1. You agree to keep the Company, its affiliates, directors, agents, employees, partners, licensors representatives and third party providers, fully indemnified from and against all actions, claims, demands, costs, expenses, damages or other monetary relief awarded made or against us or incurred by us as a result (directly or indirectly) of:
      1. Any content you submit on the Platform;
      2. Your access or use of our Platform;
      3. Your breach of any of representations, warranties or these Terms;
      4. Any negligence, omission, default or breach of statutory duty on your part.
    2. Each of these indemnities is to remain fully effective despite any indulgence granted from time to time or any judgment or order. You agree to fully cooperate as reasonably required with our assertion, defense or control of any such matter. This Paragraph shall survive the expiry of these Terms.

  12. Limitation of Liability

    There are risks inherent to using our Services, and by proceeding to access our Platform and Courses, you fully accept these risks and agree that you will have no recourse to seek damages against us even if you suffer loss or damage from using our Services. To the extent permitted by law, we (and our group companies, suppliers, partners, and agents) will not be liable for any indirect, incidental, punitive, or consequential damages (including loss of data, revenue, profits, or business opportunities, or personal injury or death), whether arising in contract, warranty, tort, product liability, or otherwise, and even if we have been advised of the possibility of damages in advance. Our liability (and the liability of each of our group companies, suppliers, partners, and agents) to you or any third parties under any circumstance is limited to the proportion of subscription fees attributable to you, paid to us by your organization in the 12 months before the event giving rise to your claims.

  13. Warranty Disclaimer

    1. The Website and Course are provided to you “as is” and we make no warranty or representation to you with respect to them. We accept no liability for any special, indirect, incidental, consequential or economic loss, arising out of, or in connection with any of these Terms, including but not limited to loss of profit, loss of goodwill, loss of opportunity or loss of data suffered by you.

    2. We provide the content and Courses in good faith but give no warranty or representation to the accuracy or completeness or that it will meet your requirements, or that does the Website not infringe the rights of any third party. We will take reasonable precautions to prevent any computer viruses or malicious programs on the Website; however, we accept no liability or responsibility for your use of the Website which is done entirely at your own risk.

    3. We make no warranties or representations to your timely, secure of uninterrupted use of our Website and disclaim all liability of that to the fullest extent permitted by law.

    4. You understand that the website is for educational purposes only. Description of or references to, products or publications does not imply endorsement of that product or publication and that the Courses and content are continually under development and changes may be made to the content at any time.

  14. Privacy and Security

    You acknowledge that by using our Website you consent to the collection, use and disclosure of certain information as set out in our Privacy Policy. While we do everything to protect the security of your information, we cannot guarantee that unauthorized third parties will not be able to breach our security measures. You acknowledge that you provide your information to us at your own risk.

  15. Termination

    1. We reserve the right to suspend or terminate your use or access of the Website at any time for any operational, legal or other reason including:
      1. Your breach of these Terms;
      2. Prevent any fraudulent, unlawful or abusive activity;
      3. To prevent any harm or damage to us, other learners or general public;
      4. As determined by the Company in its sole discretion;
    2. It is the Company's policy to terminate in appropriate circumstances the accounts of users of the Website who are repeat copyright infringers. The Company reserves the right at any time in their sole discretion to cancel, delay, reschedule or alter the format of any course offered through the Website, or to cease providing any part or all of the Website content or related services, and you agree that neither the Company nor any of the Company's representative will have any liability to you for such an action. If you no longer desire to participate in the Website, you may terminate your participation at any time. The rights granted to you hereunder will terminate upon any termination of your right to use the Website, but the other provisions of the Agreements will survive any such termination.
    3. Upon termination you must cease all use of the Website and content. Clauses 10, 11, 12, and 14 will survive termination of this Agreement.

  16. Additional Terms

    1. We may update or amend these Terms (as well as any other policies or guidance) from time to time without notice to you and any such updates will be posted on our Platform. In addition, we reserve the right to modify, suspend or discontinue all the content and Courses and we will not be liable to you or any third party for such modifications, suspension or termination. By continuing to use the Website, you agree to be bound by the terms of these updates and amendments. Any revised terms shall supersede all previous Terms.

    2. We may freely transfer or assign any part of our rights, delegate our obligations under these Terms. You are not entitled to transfer or assign by operation of law or otherwise, any part of your rights or delegate your obligations under these Terms without our prior written consent.

    3. If any of these terms are found to be illegal or unenforceable by any court of competent jurisdiction, the remainder will remain in full force and effect.

    4. The failure of the Company to exercise or enforce any right or provision of the Agreements shall not constitute a waiver of such right or provision. If any provision of the Agreement is found by a court of competent jurisdiction to be invalid, the parties nevertheless agree that the court should endeavor to give effect to the parties' intentions as reflected in the provision and the other provisions of the Agreement shall remain in full force and effect.

  17. Intention to be legally bound

    1. You agree that by registering, accessing or using our services you are agreeing to enter into a legally binding contract with Zydii. If you do not agree to these Terms, do not register, access or otherwise use any of our Services.

    2. If you are an instructor accepting these Terms and using our Services on behalf of a company, organization or other legal entity you represent and warrant that you are authorized to do so.

    3. These Terms (including any agreements and policies linked from these Terms) constitute the entire agreement between you and us.

  18. Dispute Resolution

    1. The Company is committed to using its best efforts to resolve disputes with its users, without the need for a formal legal claim to be filed. If an dispute, issue or claim arises between the Company and the Learner, the learner shall raise the dispute with the Administrator first who will then raise the dispute with the Company and the parties agree to first work diligently and in good faith to reach a resolution that’s fair and equitable to both sides using the mandatory informal dispute resolution process.
    2. Should the negotiations fail, any dispute, controversy, or claim arising out of or in connection with this agreement, or the breach, termination or validity thereof, shall be determined by any court of competent jurisdiction in Kenya.

  19. Governing Law

    These Terms, your use, access, all other policies and our relationship with you shall be governed by the Laws of Kenya. You shall attempt to resolve any disputes arising between you and us (contractual or otherwise) including the validity of these Terms or Policies, with us amicably. In the event that we are unable to resolve the dispute within 30 days of notification in writing, then you agree to the exclusive jurisdiction of the Courts of Kenya to resolve such dispute. This notwithstanding, you agree that we are permitted to apply for injunctive relief (or any other interim relief) in any jurisdiction at any time.

  20. Entire Agreement

    1. These Terms and Conditions and Privacy Policy, set out the entire Agreement between you and us and replace any/ all prior terms, warranties and/ or representations to the fullest extent permitted by law. Any delay or failure by us to exercise any right we may have under these Terms does not constitute a waiver by us of that.
      2. The best way to get in touch with us is to contact our Support Team through support@zydii.com. We would love to hear your questions, concerns and feedback about our Services.
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