Revision Resource

Terms & Conditions

By Using Our Site You Accept These Terms and Conditions

Please read these Terms and Conditions carefully and ensure that you understand them before using Our Site. These Terms and Conditions, together with any other documents referred to herein, set out the terms of use governing your use of this website, (Our Site). You may wish to print a copy of these Terms and Conditions for your future reference.

These Terms and Conditions were last updated in October 2022.

Your agreement to comply with these Terms and Conditions is indicated by your use of Our Site. If you do not agree to these Terms and Conditions, you must stop using Our Site immediately.

The following documents also apply to your use of Our Site:

Our Privacy and Cookie Policy, available at https://revisionresource.com/cookie-policy. This is also referred to below in Part 15.

1. Definitions and Interpretation

1.1 In these Terms and Conditions, unless the context otherwise requires, the following expressions have the following meanings:

Content means all text, images, audio, video, scripts, code, software, databases, and any other form of information capable of being stored on a computer that appears on, or forms part of, Our Site; and

We/Us/Our means Carlyle Education Group Limited, a company registered in England and Wales (No. 14429748) with a registered office at: 85 Great Portland Street, First Floor, Marylebone, London, W1W 7LT.

2. Information About Us

2.1 Our Site is operated by Carlyle Education Group Limited.

We are a limited company registered in England and Wales under company number 14429748. Our registered address is 85 Great Portland Street, First Floor, Marylebone, London, W1W 7LT

3. How to Contact Us

To contact Us, please email Us at info@carlyletutors.com or telephone Us on +44 20 3885 2469.

4. Access to Our Site

4.1 Access to Our Site only is free of charge.

4.2 It is your responsibility to make the arrangements necessary in order to access Our Site.

4.3 Access to Our Site is provided on an as is and on an as available basis.

We may suspend or discontinue Our Site (or any part of it) at any time. We do not guarantee that Our Site will always be available or that access to it will be uninterrupted. If We suspend or discontinue Our Site (or any part of it), We will try to give you reasonable notice of the suspension or discontinuation.

5. Changes to Our Site

We may alter and update Our Site (or any part of it) at any time.

6. Changes to these Terms and Conditions

6.1 We may alter these Terms and Conditions at any time.

As explained above, your use of Our Site constitutes your acceptance of these Terms and Conditions. Consequently, any changes made to these Terms and Conditions will apply to your use of Our Site the first time you use it after the changes have been implemented. You are therefore advised to check this page every time you use Our Site.

6.2 If any part of the current version of these Terms and Conditions conflicts with any previous version(s), the current version shall prevail unless We explicitly state otherwise.

7. International Users

Our Site is intended for users in the United Kingdom only. We do not warrant or represent that Our Site or its Content are available in other locations or are suitable for use in other locations.

8. How You May Use Our Site and Content (Intellectual Property Rights)

8.1 All Content included on Our Site and the copyright and other intellectual property rights in that Content belongs to or has been licensed by Us, unless specifically labelled otherwise.

All Content is protected by applicable United Kingdom and international intellectual property laws and treaties.

8.2 You may access, view, and use Our Site in a web browser (including any web browsing capability built into other types of software or app) and you may download Our Site (or any part of it) for caching (this usually occurs automatically).

8.3 You may print one copy and download extracts of any page(s) from Our Site for personal use only.

8.4 You may not modify the printed copies or downloaded extracts in any way.

Images, video, audio, or any other Content downloaded from Our Site must not be used separately from accompanying text.

8.5 Our status as the owner and author of the Content on Our Site (or that of identified licensors, as applicable) must always be acknowledged.

8.6 You may not use any Content from Our Site for commercial purposes without first obtaining a licence from Us (or our licensors, as applicable).

This does not prevent the normal access, viewing, and use of Our Site for general information purposes by business users or consumers.

8.7 Nothing in these Terms and Conditions limits or excludes the provisions of Chapter III of the Copyright, Designs and Patents Act 1988, Acts Permitted in Relation to Copyright Works, which provides exceptions allowing certain uses of copyright material including (but not limited to) non-commercial research and private study; text and data mining for non-commercial research; criticism, review, and reporting current events; teaching; accessibility; time-shifting; and parody, caricature, and pastiche.

Further information is available from the UK Intellectual Property Office.

9. Links to Our Site

9.1 You may only link to the homepage of Our Site, .

Linking to other pages on Our Site requires our express written permission.

9.2 Links to Our Site must be fair and lawful.

You must not take unfair advantage of Our reputation or attempt to damage Our reputation.

9.3 You must not link to Our Site in a manner that suggests any association with Us (where there is none) or any endorsement or approval from Us (where there is none).

9.4 Your link should not use any logos or trade marks displayed on Our Site without Our express written permission.

9.5 You must not frame or embed Our Site on another website without Our express written permission.

9.6 You may not link to Our Site from another website the main content of which is unlawful; obscene; offensive; inappropriate; dishonest; defamatory; threatening; racist, sexist, or otherwise discriminatory; that promotes violence, racial hatred, or terrorism; that infringes intellectual property rights; or that We deem to be otherwise objectionable.

10. Links to Other Sites

10.1 Links to other websites may be included on Our Site.

Unless expressly stated, these sites are not under Our control. We accept no responsibility or liability for the content of third-party websites.

10.2 The inclusion of a link to another website on Our Site is for information purposes only and does not imply any endorsement of that website or of its owners, operators, or any other parties involved with it.

11. Disclaimers

11.1 Nothing on Our Site constitutes professional advice on which you should rely.

It is provided for general information purposes only.

11.2 We make reasonable efforts to ensure that the Content on Our Site is complete, accurate, and up to date, but We make no warranties, representations, or guarantees (express or implied) that this will always be the case.

11.3 If you are a business user, We exclude all implied representations, warranties, conditions, and other terms that may apply to Our Site and Content.

12. Our Liability

12.1 Nothing in these Terms and Conditions excludes or restricts Our liability for fraud or fraudulent misrepresentation, for death or personal injury resulting from negligence, or for any other forms of liability which cannot be lawfully excluded or restricted.

12.2 If you are a business user (i. e. you are using Our Site in the course of business or for commercial purposes), to the fullest extent permissible by law, We accept no liability for any loss or damage, whether foreseeable or otherwise, in contract, tort (including negligence), for breach of statutory duty, or otherwise, arising out of or in connection with the use of (or inability to use) Our Site or the use of or reliance upon any Content included on Our Site.

12.3 If you are a business user, We accept no liability for loss of profit, sales, business, or revenue; loss of business opportunity, goodwill, or reputation; loss of anticipated savings; business interruption; or for any indirect or consequential loss or damage.

12.4 If you are a consumer, you agree that you will not use Our Site for any commercial or business purposes and that We shall have no liability to you for any business losses as set out above.

13. Viruses, Malware, and Security

13.1 We exercise reasonable skill and care to ensure that Our Site is secure and free from viruses and malware; however, We do not guarantee that this is the case.

13.2 You are responsible for protecting your hardware, software, data, and other material from viruses, malware, and other internet security risks.

13.3 You must not deliberately introduce viruses or other malware, or any other material which is malicious or technologically harmful either to or via Our Site.

13.4 You must not attempt to gain unauthorised access to any part of Our Site, the server on which Our Site is stored, or any other server, computer, or database connected to Our Site.

13.5 You must not attack Our Site by means of a denial of service attack, a distributed denial of service attack, or by any other means.

13.6 By breaching the provisions of Parts 13.3 to 13.5, you may be committing a criminal offence under the Computer Misuse Act 1990.

Any and all such breaches will be reported to the relevant law enforcement authorities and We will cooperate fully with those authorities by disclosing your identity to them. Your right to use Our Site will cease immediately in the event of such a breach.

14. Acceptable Usage of Our Site

14.1 You may only use Our Site in a lawful manner:

a)You must ensure that you comply fully with any and all local, national, or international laws and regulations that apply;
b)You must not use Our site in any way, or for any purpose, that is unlawful or fraudulent; and
c)You must not use Our Site to knowingly send, upload, or in any other way transmit data that contains any form of virus or other malware or any other code designed to adversely affect computer hardware, software, or data of any kind.

14.2 If you fail to comply with the provisions of this Part 14, you will be in breach of these Terms and Conditions.

We may take one or more of the following actions in response:

a)Suspend or terminate your right to use Our Site;
b)Issue you with a written warning;
c)Take legal proceedings against you for reimbursement of any and all relevant costs on an indemnity basis resulting from your breach;
d)Take further legal action against you, as appropriate;
e)Disclose such information to law enforcement authorities as required or as We deem reasonably necessary; and/or
f)Any other actions which We deem reasonably appropriate (and lawful).

14.3 We hereby exclude any and all liability arising out of any actions that We may take (including, but not limited to those set out above in Part 14.2) in response to your breach.

15. How We Use Your Personal Information

We will only use your personal information as set out in Our Privacy and Cookie Policies, available from

16. Communications from Us

16.1 If We have your contact details, We may send you important notices by email from time to time.

Such notices may relate to matters including, but not limited to, changes to Our Site or to these Terms and Conditions.

16.2 We will not send you marketing emails without your express consent.

If you do consent to marketing, you may opt out at any time. All marketing emails from Us include an unsubscribe link. If you opt out of emails from Us, it may take up to 30 days for your request to take effect and you may continue to receive emails during that time.

16.3 For questions or complaints about communications from Us, please contact Us using the details above in Part 3.

17. Law and Jurisdiction

17.1 These Terms and Conditions, and the relationship between you and Us (whether contractual or otherwise) shall be governed by, and construed in accordance with, English law.

17.2 If you are a consumer, you will benefit from any mandatory provisions of the law in your country of residence. Nothing in Part 17.1 takes away from or reduces your legal rights as a consumer.

17.3 If you are a consumer, any dispute, controversy, proceedings, or claim between you and Us relating to these Terms and Conditions or to the relationship between you and Us (whether contractual or otherwise) shall be subject to the jurisdiction of the courts of England, Wales, Scotland, or Northern Ireland, as determined by your residency.

17.4 If you are a business user, any dispute, controversy, proceedings, or claim between you and Us relating to these Terms and Conditions or to the relationship between you and Us (whether contractual or otherwise) shall be subject to the exclusive jurisdiction of the courts of England and Wales.

We keep our statement under regular review. These Terms and Conditions were last updated on 29/10/2022.

Client Terms

These terms and conditions, herein referred to as the Client Terms set out the terms and conditions under which Carlyle Education Group Limited, a company registered in England and Wales (No. 14429748) with a registered office at: 85 Great Portland Street, First Floor, Marylebone, London, W1W 7LT, herein referred to as CEG or We grant to You, a licence to use CEGs virtual online platform (available via the Site) which is dedicated to facilitating the sourcing of Tutors by enabling registered Clients to access publicly available profiles of various Tutors offering Tutoring Services in various subjects (the Agreement).

Carlyle Tutors and carlyletutors.com are the trading names of Carlyle Education Group Limited.

In providing the Site and the CEG Services, CEG does not provide the Tutoring Services. To use the Tutoring Services, the Client enters in to a legally binding Contract with the Tutor.

The terms of the Tutoring Terms are set out in Schedule 1. If You make a booking for any Tutoring Services using the Site You are agreeing to the terms of the Tutoring Terms at Schedule 1. In these Client Terms, references to You and Your are references to the Client registered on the Site who may benefit from the Tutoring Services offered by Tutors by way of using the CEG Services provided by CEG. When You use the Site and the CEG Services (together, the Services), You agree that these Client Terms apply to that use in addition to any other terms and conditions which may apply including the Terms of Service (where applicable) which are incorporated by this reference. You acknowledge that you have read and understand the Privacy Policy and Cookie Policy. You also agree that the Tutoring Terms apply to the Tutoring Services from the Tutor.

1. Your agreement with Carlyle Education Group Limited

These Client Terms govern the activities of Clients in relation to Your use of the Services. By using the Services, You accept these Client Terms and the Tutoring Terms in full. CEG and/or the Tutor reserves the right to change the terms relating to these Client Terms and/or Tutoring Terms (or any part) at any time, effective immediately upon posting on the Site. Please check this page of the Site periodically. Read it carefully and ensure that You understand its effect before proceeding to use the Services. If You disagree with any part of the Client Terms, do not use the Site or the Services. If You are uncertain as to Your rights under these Client Terms or You want any explanation about them please contact us. These Client Terms were last updated on 26 October 2022.

2. Definitions

2.1 The following definitions shall apply in this Agreement:

Account means the secure account(s) created by You, which holds Your personal information and from where You can access the Services via Your CEG Login.

Additional CEG Credits refers to CEG Credits that are credited to Your Client Account by CEG as a result of e. g. the distribution of a Referral Discount Code, any offer or discount, a goodwill gesture or similar gifting/ promotion. Such shall have no cash equivalent, shall not be refundable or capable of being withdrawn other than by means of a redemption in respect of Tutoring Services and shall expire six (6) months from issue.

Client means a person who is registered to use the CEG Site with a view to directly engaging with the Tutor for the provision of Tutoring Services on the Tutoring Terms, whether that be the Student and/ or (if under eighteen (18)), the Students Sponsor.

Client Ratings means the feedback left by a Client on the Site in response to the performance of the Tutoring Services by a particular Tutor which is scored on a 1-5 star rating (1 being poor; 5 being outstanding).

Client Tools refers to the minimum requirements for using and accessing the CEG Services including the use of a computer, recommended browser, webcam, a broadband internet connection (with sufficient bandwidth), a sound card and a headset and microphone.

Confidential Information means any information which is imparted or obtained under this Agreement by CEG to You on, before or after the commencement in confidence (whether in writing, verbally or by other means and whether directly or indirectly) or is of a confidential nature, relating to the business or prospective business, current or projected plans or internal affairs of CEG including, but not limited to information pertaining to Tutors, Tutor Correspondence, logging in, CEG correspondence and any other commercial, financial or technical information or other information relating to the business or prospective business of CEG which might reasonably be considered to be confidential in nature.

Contract means the period during which, and the terms upon which, You are provided with Tutoring Services by any one Tutor as agreed between You and the Tutor via the Site. The Contract is formed in accordance with clause 3.11.

Data Protection Legislation means the Data Protection Act 2018, the UK GDPR (as defined in the Data Protection Act 2018), the Regulation of Investigatory Powers Act 2000, the Telecommunications (Lawful Business Practice) (Interception of Communications) Regulations 2000 (SI 2000/2699), the Privacy and Electronic Communications (EC Directive) Regulations 2003 (SI 2426/2003) and all applicable laws and regulations relating to the processing of personal data and privacy, including where applicable the guidance and codes of practice issued by the Information Commissioner.

Deemed Start Date means the date and time when payment of Tutor Fees are received by CEG.

Dispute means any dissatisfaction expressed by You or any complaint made by You or any other dispute or potential dispute or claim made by You in connection with the provision of the Tutoring Services rendered by a Tutor (or the provision of the CEG Services which is communicated to CEG by You).

Intellectual Property Rights means patents, rights to inventions, copyright and related rights, trade marks, trade names, domain names, rights in get-up, rights in goodwill or to sue for passing off, unfair competition rights, rights in designs, rights in computer software, database rights, topography rights, moral rights, rights in confidential information (including without limitation know-how and trade secrets) and any other intellectual property rights, in each case whether registered or unregistered and including all applications for and renewals or extensions of such rights, and all similar or equivalent rights or forms of protection in any part of the world.

Instant Help Session(s) refers to a type of Tutoring Service which can be arranged and purchased on the Site and which is delivered instantly subject to immediate payment of CEG Credits from the CEG Wallet.

Losses means any claims, losses, demands, actions, third party claims, damages, costs (including court costs and legal fees), fines, liabilities, obligations, liens and expenses.

Materials refer to content relating to the Tutoring Services (including images (audio and/or visual), text, music, trademarks, symbols, logos and slogans).

Meet The Tutor Session is an optional unpaid interview between You and a potential Tutor of approximately fifteen (15) minutes duration which provides an opportunity for You to become acquainted with Your Tutor, to discuss Your specific learning requirements and/ or concerns and to assess their suitability to deliver Tutoring Services to You. There is no obligation to book or pay for further Tutoring Services. Please note we do not require Tutors to attend these sessions and some Tutors may be unavailable for Meet The Tutor Sessions.

CEG Credit(s) represents the pre-paid credits deposited in the CEG Wallet which can be used to pay for both the CEG Payments and the Tutor Fees upon redemption. One (1) CEG Credit represents one (1) pound sterling.

CEG Credit Redemption Notice as per clause 3.11.

CEG Credit Top-Up Prompt as per clause 3.12.

CEG Login refers to Your unique username and password.

CEG Payments means the amounts payable by You to CEG in consideration for the provision of the CEG Services to You, as set out on the Site.

CEG Services includes the provision of an online platform i. e. a website whereupon CEG provides an online marketplace for Clients to contact Tutors, the Site plus a database of Tutors, back office support including customer services, billing, website and IT services including the use of the virtual Tutorial space.

CEG Wallet refers to the online electronic wallet which holds Sponsors CEG Credits.

Recordings refer to the recording of any Tutorial or Instant Help Session which can be accessed and viewed for up to one (1) month thereafter.

Referral Discount Code refers to the promotional discount code that CEG may provide to registered clients to pass on to new prospective new clients.

Refund Request Notification refers to the email Sponsor must send to CEG to request a refund of the funds held in the CEG Wallet by way of CEG Credits as referred to at clause 3.14.

Selection Criteria means the selection criteria as set out on the Site.

Selection Process refers to the process determined by CEG from time to time whereby Tutors may be selected to offer Tutoring Services to Clients by accessing and using the Site and the CEG Services.

Service Feea per transaction booking fee charged to Client when booking a Tutorial session. This is paid either when booking a Tutorial or purchasing CEG Credits to be used to book a Tutorial.

Services refer to both the CEG Services and the Tutoring Services provided by the Tutor.

Site means a website owned and managed by CEG including .

Sponsor means the individual contracting on behalf of the Student with CEG provision of the CEG Services e. g. a Parent/ Guardian/ Carer or other person (or the same person as the Student if they are over eighteen (18) years old) with responsibility for the Student and/ or the payment of the Tutor Fees.

Student means a person using the CEG Services to receive Tutoring Services.

Tutor means a registered tutor who has been selected to join the CEG community of Tutors and who wish to offer Tutoring Services to clients using the CEG Services to do so.

Tutor Fees means the amounts payable by You to the Tutor for the Tutoring Services, as set out on the Site.

Tutor Mail means the internal email system available for Clients to contact Tutors and vice versa via the Site.

Tutorial(s) refers to the online pre-booked tutoring session which is booked by a Client with a Tutor via the Site.

Tutoring Services means the provision of online tutoring by a Tutor by way of individual Tutorials in real-time and Instant Help Sessions, suitably tailored to meet the individual requirements of the Students including access to the Recordings.

Tutoring Terms means the contract between You and the Tutor for the provision of the Tutoring Services, as set out in Schedule 1.

UGC means user generated content provided (including Materials as defined), uploaded, embedded or otherwise displayed and/ or stored on the Site by the Client for the purposes of using or accessing the Services which may include but are not limited to Your profile, text, articles, images, graphics, photos, stories, audio, video, software, audio-visual combinations, interactive features and other materials in any form, medium or technology now known or hereinafter developed that may be viewed on, accessed through or disseminated publicly on the Site for Your use and for use by CEG and a Tutor.

VAT means value added tax chargeable under English law for the time being and any similar additional tax.

Written Notice means any notice given under this Agreement shall be in served by e mail by CEG to the address submitted to the Sponsors account and by Sponsor to CEG at .

You means either Client, Sponsor or Student as the context requires.

3. Client registration and CEG Services

3.1 There is a two-step approach to signing up to the Site.

3.2 If the Student is under eighteen (18) years of age, the Students Sponsor will need to register and provide us with their name and email address to set up an Account with the Site through the registration process.

In this case, the Students Sponsor must also register to set up an Account with the Site, including providing the Sponsors name and contact email address.

3.3 Sponsors shall be responsible for managing the provision of all elements of receipt of the Services on behalf of Students including but not limited to being responsible for paying Tutor Fees, requesting refunds, purchasing CEG Credits, receiving email communications from CEG, receiving Additional CEG Credits in to the CEG Wallet etc (Sponsor Responsibilities).

3.4 If You are a Student who is over eighteen (18) years of age and You do not have a Sponsor, You will be required to register twice as both Sponsor and Student.

As your own Sponsor You must manage the Sponsor Responsibilities set out above on behalf of Yourself as the Student (Sign Up).

3.5 During Sign Up, in order to provide You with maximum protection, You will be asked to input Your username (which will be Your email address) and You will be asked to choose a password to access Your Account on the Site and to benefit from the Services in accordance with these Client Terms.

You will keep Your password relevant to the Site and the Services confidential and not reveal it to anyone else. You are responsible for all activities that are carried out under Your username and password which shall represent Your CEG Login. We do not have the means to check the identities of all people using the Site and will not be liable where Your username and/or password are used by someone else. You agree to notify CEG immediately by email to of any unauthorised use of Your Account of which You become aware (with IMPORTANT PASSWORD in the subject line).

3.6 You will not create additional Accounts for the purpose of abusing the functionality of the Site or other registered Clients or for any other reason in breach of this Agreement.

3.7 Once You have secure logins to the CEG Site, You will then be required to complete Your registration by telling us some basic information about You and the subjects You wish to receive Tutoring Services for by using our simple online form (Registration).

3.8 Completing Registration will give You access to protected areas of the Site.

You can select potential Tutors by reviewing their personal details, and viewing their introductory video. If applicable, You may read Client Ratings from others who have previously been a client of that Tutor.

3.9 You have the option to book a Meet The Tutor Session.

3.10 If You decide then to make a booking, the first Tutorial can be arranged during Your Meet The Tutor Session or via Tutor Mail.

When You book Your Tutorial on the Site, You will be given the opportunity to identify and correct any errors with Your information before You make payment. You will then be required to make payment in accordance with clause 6. If Your payment is successful, We, on behalf of Tutors, will accept and complete Your order by sending You an order confirmation to the email You used during Sign Up to indicate acceptance of Your offer and the conclusion of a binding and legally enforceable Contract for the supply of the Services in accordance with these Client Terms. Payment can only be made from the Sponsors Account. Clients can request single Tutorials or sets of Tutorials with a Tutor.

3.11 Clients can purchase Tutoring Services on a pay-as-You-go basis or by purchasing CEG Credits.

One (1) CEG Credit represents one (1) pound sterling.

CEG Credits are held in the Clients CEG Wallet and can be redeemed against the purchase of CEG Services from CEG or Tutoring Services from a Tutor. Provided that You have sufficient CEG Credits in Your CEG Wallet, the requisite number of CEG Credits payable shall be deducted from Your CEG Wallet automatically upon the booking of a Tutorial and the balance of CEG Credits in Your CEG Wallet shall be reduced accordingly. When Tutoring Services are paid for by using CEG Credits from Your CEG Wallet, Sponsor will receive notification of this by email (CEG Credit Redemption Notice).

3.12 In the event that Your CEG Wallet contains no CEG Credits or insufficient CEG Credits, We will send You notice of this (CEG Credit Top-Up Prompt).

3.13 You may request a refund for unused CEG Credits in Your CEG Wallet (excluding any Additional CEG Credits as defined which shall have no cash equivalent and shall not be refundable or capable of being withdrawn other than by means of a redemption in respect of Tutoring Services) at any time.

3.14 You must provide Your request by email to and include all Your bank details i. e. Your full name, sort code and account number (Refund Request Notification).

Your refund shall be made within fourteen (14) days of CEGs receipt of Your Refund Request Notification which will then be subject to the timescales imposed by Your banking clearing systems.

3.15 If You have not used Your CEG Credits within 6 months of their purchase we will make reasonable attempts to contact You in order to refund unused credits.

If You do not response to us within a month of contacting You CEG will no longer be obliged to refund unused CEG Credits, and these shall be deemed to be forfeited by You.

3.16 CEG reserves the right to suspend or terminate Your ability to purchase new Tutoring Services , and this Agreement at any time and for any reason without liability to CEG, CEG shall refund any unused CEG Credits if this happens.

3.17 Where terminated, Your CEG Login and Account shall be deactivated.

CEG reserves the right to terminate this Agreement and the Services after a six (6) month long continuous period of inactivity which means that You will no longer be permitted to use the CEG Services to purchase Tutoring Services via the Site. You will not be permitted to re-access the Site and the CEG Services without CEGs express written permission.

4. Client obligations

4.1 When You use the Site and the CEG Services and when You book and accept the Tutoring Services, You must comply with any requirements as directed by CEG and the Tutor as amended from time to time and in accordance with these Client Terms.

In particular You agree:

4.1.1 to provide all service, telephony and/or other fees and costs associated with Your access to and use of the Services;

4.1.2 to obtain and maintain all Client Tools to use and access the Services in accordance with the clauses 5.2, 5.3 and 5.4.

Any problem concerning a technical issue regarding a Clients personal computer or internet service provider is not the responsibility of CEG. You must use a headset and microphone (not loudspeakers) which must be plugged in and fully configured;

4.1.3 to buy, keep up to date and pay for the latest available version of security software to protect against the transmission of viruses and other computer malware during Your access to and use of the Services;

4.1.4 to provide promptly and give to the Tutor all such information as they may reasonably require in connection with the provision of the Services;

4.1.5 to notify CEG immediately should the Student become ill or otherwise unable to take part on a Tutorial in any way and unable to attend Your Tutorial.

CEG can notify any Tutor on Your behalf if You have not already done so;

4.1.6 to be solely responsible in assessing the suitability of a Tutor to deliver the Tutoring Services and the accuracy of their stated credentials, expertise, references, CRB/DBS (where applicable).

CRB/DBS and any qualification of the Tutor is self-certified by the Tutor and is not verified, validated or checked by CEG;

4.1.7 to contact a Tutor via Tutor Mail and CEG instant messaging facility via the Site only.

Other means of communication is prohibited;

4.1.8 not to act as an agent to promote the services or opportunities of a company; and,

4.1.9 not to publish any abusive comments about a Tutor or another Student on the Site or any other place including defamatory or derogatory comments.

5. CEG obligations

5.1 In consideration of the CEG Payments, CEG agrees to:

5.1.1 provide the CEG Services with all due care, skill and ability and in a timely manner and in the best interests of the Client and the Tutor;

5.1.2 provide promptly and give to the Client all such information as they may reasonably require in connection with the provision of the CEG Services.

5.2 You are responsible for validating the proper functioning of the Client Tools during the free meeting where necessary.

5.3 In exceptional cases, there may be other reasons relating to incompatibility or otherwise as to why You may be unable to successfully validate and access the Services.

5.4 CEG uses all reasonable endeavours to make the Services available to all and where this is not possible for any reason whatsoever, CEG shall not be responsible nor liable to You as a result of any act or omission on Your part relating to Your inability to access the Services in whole or in part including but not limited to:

5.4.1 resultant feedback (echos), audio break-ups, video or sound delays;

5.4.2 Your failure to use and configure the prescribed headset and microphone;

5.4.3 Your failure to at least meet the minimum system requirements.

5.5 You acknowledge and accept that from time to time, You may experience entire or partial failure of Your video during a Tutorial due to fluctuations or insufficient bandwidth and under such circumstances, You agree that the Tutorial shall continue without video and confirm that this is acceptable to You in all circumstances.

5.6 For the avoidance of doubt, You will not receive a full or partial refund for bandwidth-related interferences.

6. CEG Payments and Tutor Fees

6.1 You will pay CEG the CEG Payments for the provision of the CEG Services. If You have sufficient CEG Credits in Your CEG Wallet when booking a Tutorial, payment of the CEG Payments will be taken by CEG in accordance with clause 3.11. If you are purchasing the CEG Services on a pay-as-You-go basis, payment of the CEG Payment will be taken at the time of booking.

6.2 You will pay the Tutor the Tutor Fees for the provision of the Tutoring Services. The Tutor Fees will be collected from You by CEG on behalf of the Tutor. If You have sufficient CEG Credits in Your CEG Wallet when booking a Tutorial, payment of the Tutor Fees will be taken by CEG on behalf of the Tutor in accordance with clause 3.11. If you are purchasing the CEG Services on a pay-as-You-go basis, payment of the Tutor Fees will be taken at the time of booking.

6.3 In addition to the CEG Payments, CEG may charge a small Service Fee to Clients.

6.4 Where applicable, this Service Fee is 1.75% and will be a minimum of 50 pence and a maximum of 2.50 per Tutorial booking (including VAT), and is non-refundable. For customers from outside the EU the Service Fee will be 3.5%. This will be a minimum of 1 and maximum 5.00. The Service Fee is paid either when booking a Tutorial or purchasing CEG Credits to be used to book a Tutorial session. For the avoidance of doubt the Service Fees are not also payable upon the redemption of CEG Credits.

6.5 Client shall pay to CEG the CEG Payments, the Tutor Fees and the Service Fee by any means made available via the Site from time to time.

6.6 The CEG Payments will be inclusive of VAT. Your Tutor will not be VAT registered and will not charge You VAT for the Tutoring Services.

6.7 All prices relating to CEG Services, Tutoring Services and Service Fees are subject to change by CEG which shall become effective immediately upon posting on the Site and will be applicable to all bookings made thereafter.

7. Conduct and fraud

7.1 You may only access the Site and use the Services for lawful purposes.

7.2 You are responsible for complying with any and all laws, rules, and regulations relating to Your use of the Services.

7.3 You agree that You will treat the Tutors with respect and not use obscenities, make threats, or discuss matters other than those directly related to the subject of the Tutorial.

7.4 Save for where it may be deemed necessary as in clause 11, You agree that You will not disclose any information to a Tutor that could be considered personally identifiable information including Your address, telephone number, email address, National Insurance number, password or any other information that could be used to identify or locate You.

7.5 A violation of this Agreement may lead to a suspension of Your Account and a termination of this Agreement.

Notwithstanding this clause, it is understood that CEG will pass Your name on to Your Tutor to enable You to use the Services.

7.6 You agree that You will not solicit any such information from any Tutor, and agree that if any Tutor ever discloses such information to You, asks You for any personal information, or suggests any offline meeting or conversation, You will immediately report this to us.

7.7 You acknowledge that we may screen UGC and that we shall have the right (but not the obligation), in our sole discretion, to remove any UGC.

7.8 We may terminate any Tutorial where we consider, in our sole discretion, that You are uploading or otherwise transmitting inappropriate content.

We also have the right to remove any UGC that violates these Client Terms or is otherwise, in CEGs sole opinion, objectionable or in any way offensive.

7.9 You shall not, without the prior written consent of CEG, at any time from the date of commencement of these Client Terms to the expiry of six (6) months after termination of these Client Terms whereupon Your Account and CEG Login are deactivated, solicit or encourage one to one tuition or other tuition services either in person or online to a person who is, or has been, a Tutor introduced to You by CEG.

8. Intellectual property

8.1 When using the Services, if You publish any UGC via the Site by way of uploading text, images or videos or contributing to publicly accessible areas of the Site, You automatically grant:

8.1.1 to CEG and the Tutor, a worldwide, non-exclusive, royalty-free, perpetual, transferable license (with right to sub-license) to use, record, publish, distribute, prepare derivative works of, display and perform all that UGC, or any part of it, and the Intellectual Property Rights therein, in connection with the provision of the Services, including without limitation the reproduction and sale of the UGC, or any part of it, and products incorporating the same for use by any person anywhere in the world including promoting and redistributing part or all of the Services (and derivative works thereof) in any media formats and through any media channels;

8.1.2 to each user of the Services whether registered as a Tutor or Client or not, a worldwide, non-exclusive, perpetual, royalty-free license to access Your UGC through the Services, and to use, reproduce, distribute, prepare derivative works of, display and perform such UGC to the extent permitted by the functionality of the Services and under the terms of this Agreement.

8.2 “Publicly accessible” areas of the Site are intended by CEG to be those parts of the Site that are available to all of those visiting the Site whether registered on the Site or not.

8.3 You acknowledge that all Tutorials You participate in may be recorded and You agree to the storage and use of such Recordings by CEG.

8.4 You agree that any UGC You contribute to Tutorials or to the Site and/ or Services in general will not contain any third party copyright material, or material that is subject to other third party proprietary rights (including rights of privacy or rights of publicity), unless You have a formal agreement or permission from the rightful owner, or are otherwise legally entitled to use the UGC in question and to grant the licenses referred to in clause 8.1.1 and 8.1.2.

8.5 All Intellectual Property Rights in all Materials produced by the Tutor pursuant to the performance of the Tutoring Services shall be the property of the Tutor.

8.6 The Intellectual Property Rights contained on the CEG Site cannot be used, modified, copied, distributed, adapted, altered, or in any way dealt with, without CEGs written permission.

8.7 You acknowledge that all Intellectual Property Rights in and relating to CEG are owned by CEG or CEGs licensors.

Cancellations, rescheduling, no-show

9.1 This clause shall not apply to any cancellation or termination of a Tutorial under clause 13.2.

9.2 Your rights to cancel the Tutoring Services are set out in the Tutoring Terms in Schedule 1.

10. Ratings and feedback

10.1 It is a feature of the Site and the CEG Services that the Client will leave Client Ratings.

10.2 During the last five (5) minutes of a Tutorial session, a Tutor may complete feedback or comments or suggestions for You (which You will be able to access via Your Account).

10.3 A Tutor or a Client can report or raise any issues or concerns that they might have with the other at any time.

10.4 Whether such feedback is complimentary or more similar to a Dispute, CEG will have full discretion as to whether they inform the other of such feedback.

Where deemed necessary, CEG is entitled to carry out an investigation upon receipt of such feedback or comments and in exceptional cases, CEG is entitled to suspend the CEG Services until an investigation is carried out and may in exceptional cases be entitled to terminate Your Agreement forthwith under clause 13.

11. Data protection and privacy

11.1 In respect of any Personal Data (as defined in the Data Protection Legislation) processed by CEG and the Tutor pursuant to these Client Terms, both parties warrant that they shall comply and will continue to comply with the Data Protection Legislation.

11.2 You acknowledge that You have read and understand CEGs Privacy Policy and Cookie Policy.

11.3 You hereby agree that by releasing any Personal Data as submitted by You on the Site, You acknowledge that You are wilfully providing Your Personal Data for the purpose of receiving the Services.

11.4 You understand that by accepting these Client Terms, You agree that CEG and the Site are not responsible for any advice or information given by a Tutor.

12. Disputes

12.1 All Disputes reported to CEG by a Client (or by a Tutor) via the Site will be investigated by CEG.

12.2 The parties agree that they shall attempt in good faith to resolve any Dispute promptly through negotiations between You and an officer of CEG.

CEG will use all reasonable endeavours to provide a written response via email to any issue raised by a Client or a Tutor via the Site within fourteen (14) days. CEG reserves the right to inform a Tutor or a Client respectively of any Dispute raised against them and to provide them with a copy of any response provided by CEG.

12.3 During any given Contract, You must inform CEG immediately and in any event, within forty eight (48) hours, of any Dispute You may have with a Tutor in connection with the provision of the Tutoring Services rendered by a Tutor or otherwise.

12.4 You agree to cooperate fully with CEG in resolving any Dispute with a Tutor.

12.5 CEG reserves the right to suspend Your Account with immediate effect while an investigation is conducted.

Your Account may be reactivated once an investigation has been completed.

12.6 The outcome of any investigation instigated by You or a Tutor is entirely at CEGs discretion, acting reasonably.

13. Termination

13.1 Subject to 13.2, these Client Terms shall commence on the date We activate Your Account on the Site and shall continue unless terminated with immediate effect (without compensation) upon either party serving Written Notice on the other or, if the Client is committed to an existing Contract, upon the conclusion of the existing Contract provided that CEG has no objections.

You agree that by entering into this contract You are waiving Your statutory cancellation rights under the Consumer Contracts (Information, Cancellation and Additional Charges) Regulations 2013 (the Regulations) and agree for the Services to start on the Deemed Start Date.

13.2 CEG may terminate this Agreement with You immediately without compensation or Written Notice by ending Your access to the Services if You commit a breach of any of these Client Terms, or if:

13.2.1 any information provided by You is found to be untrue, inaccurate, out-of-date, or incomplete;

13.2.2 You act in any way that has brought, or could bring, CEG in to disrepute; or,

13.2.3 You do not show up at a Tutorial without having cancelled it or You repeatedly cancel Tutorials.

13.3 In the event of any such termination, Client shall pay for all Tutoring Services already successfully delivered and which are not the subject of a Dispute as at the date of termination and neither CEG nor the Tutor shall be liable for any Losses incurred by You after the date of termination.

13.4 For the avoidance of doubt, if CEG terminate this Agreement with You and You have paid the Tutor for Tutorials in advance, CEG agrees to procure that the Tutor will refund You all the pre-payments within fourteen (14) calendar days of termination.

CEG reserves the right to disallow a Student to re-register with a different Sponsor. If You are a Sponsor for more than one Student, CEG terminating a contract with any one Student shall not affect the same Sponsors ability to sponsor or continue to sponsor a new Student or existing Student, respectively.

13.5 You can always end Your contract with us.

Your rights when You end the Tutor Term will depend on how the Tutor is performing and when You decide to end the contract:

13.5.1 If the CEG Services have been misdescribed You may have a legal right to end the Agreement (or the CEG Services re-performed or to get some or all of Your money back);

13.5.2 If You want to end the Agreement with CEG because of something CEG has done or have told You CEG is going to do, which is not in line with this Agreement.

13.6 You can do this by sending us written notice.

14. Warranties and indemnities

14.1 As a Client, You hereby warrant, represent and undertake to CEG and Tutor that:

14.1.1 Student is at least eighteen (18) years of age and if not, both Student and Sponsor will each register separately on the Site;

14.1.2 You are personally responsible for the information posted by You on the Site and submitted throughout Sign Up and Registration which You shall ensure is accurate, true, up-to-date and complete at all times during;

14.1.3 You are wholly responsible for the appropriateness and the content of any UGC used and/ or submitted by You during Your Contract. No UGC will be offensive or defamatory;

14.1.4 You will comply with all the Client obligations set out at clauses 4 and 5.2;

14.1.5 Whilst this contract is in force You will only ever contact a Tutor via the Site;

14.1.6 You agree at all times to comply with the provisions of the Data Protection Legislation;

14.1.7 You agree to comply with all applicable laws, regulations and codes of practice which regulate the activities of the online environment;

14.1.8 You will protect Your unique password in accordance with clause 3.5.

14.1.9 You accept full responsibility for any Disputes raised as a result of issues connected to the performance or non-performance of Your CEG Tools affecting Your proper access to the Tutoring Services;

14.1.10 You have read, understood and familiarised Yourself with our Safeguarding Policies and Procedures which can be accessed here in respect of child protection and online safety.

14.2 You shall indemnify and hold harmless CEG (and any Tutor as the case may be) on demand, and shall keep CEG (and any Tutor) fully and effectively indemnified against any and all Losses arising out of or in connection with:

14.2.1 the Services;

14.2.2 any breach of these Client Terms or breach of obligation or warranty by You or the acts or omissions of You (other than and to the extent that any losses arise directly from breach of these Client Terms by CEG or by CEGs negligence); and

14.2.3 any and all claims, complaints or legal proceedings instigated by a Tutor against You.

15. Limitation of liability

15.1 You agree that subject to clause 15.2, We shall in no circumstances be liable to You in contract, tort (including negligence) or otherwise for any consequential, special or incidental loss or damage (whether direct or indirect) or any loss of profit, anticipated profits, business, data, opportunity, revenue, goodwill, or reputation arising from Your use of the Site or the Services.

15.2 Our liability to You whether in contract, tort or otherwise shall in no circumstances exceed the total CEG Payments paid by You in the one (1) month preceding the date on which the liability arose.

15.3 Nothing in these Client Terms is intended nor shall it be construed as an attempt by any party to exclude or limit its liability for any liability which cannot be excluded or limited under applicable law, including without limitation:

15.3.1 death or personal injury caused by negligence;

15.3.2 fraud or fraudulent misrepresentation; and

15.3.3 breach of the terms implied by section 12 of the Sale of Goods Act 1979 or section 2 of the Supply of Goods and Services Act 1982 (title and quiet possession).

15.4 For clarification, the CEG Services are primarily (but not exclusively) designed to be used within the territory of the United Kingdom and except as expressly set out in this Agreement, CEG gives no warranties and excludes all other express or implied terms, conditions and warranties to the fullest extent permitted by law.

16. General

16.1 Assignment: You shall not, without the prior written consent of CEG, assign, transfer, charge, sub-contract or deal in any other manner with all or any of Your rights or obligations under these Client Terms.

CEG may at any time assign, transfer, charge, sub-contract or deal in any other manner with all or any of its rights or obligations under these Client Terms.

16.2 Enforceability: If any one or more of the provisions of these Client Terms should be held to be invalid, illegal or unenforceable in any respect, the validity and enforceability of the remaining provisions contained herein shall not in any way be affected or impaired and the parties shall amend these Client Terms to add a new provision having an effect as near as legally permissible to the one held to be invalid, illegal or unenforceable.

16.3 Entire Agreement: These Client Terms together with our Privacy Policy, the Cookie Policy and the Terms of Service constitutes the entire agreement between You and CEG in relation to Your use of the Site and the Services and supersedes any prior representations, inducements or agreements relating to its subject matter.

Each of the parties acknowledge and agree that in entering into the terms of this Agreement it does not rely on any undertaking, promise, assurance, statement, representation, warranty or understanding (whether in writing or not) of any person (whether party to this Agreement or not) relating to the subject matter of this Agreement other than as expressly set out in this Agreement.

16.4 Neither Tutors or Clients have the power to bind CEG in any way in respect of the obligations of the one to the other.

16.5 No Partnership: Nothing in this Agreement is intended to, or shall be deemed to, constitute a partnership or joint venture of any kind between any of the parties, nor constitute any party the agent of another party for any purpose.

16.6 We keep our statement under regular review.

These Client B2C Terms were last updated on 22 March 2022.

17. Schedule 1

1. These terms

1.1 What these terms cover.

These are the terms and conditions on which Your chosen Tutor will supply Tutoring Services to You. Words used in these terms will have the same meaning as set out in the Client Terms which apply between You and Carlyle Education Group Limited which apply to Your use of the Site.

1.2 Why You should read them.

Please read these terms carefully before You place a booking to book Tutoring Services with the Tutor. These terms tell You who the Tutor is, how the Tutor will provide Tutoring Services to You, how You and the Tutor may change or end the contract, what to do if there is a problem and other important information. If You think that there is a mistake in these terms, please contact the Tutor to discuss.

2. Information about us and how to contact us

2.1 Who the Tutors are.

The Tutor details are set out in their online profile. Your booking for Tutoring Services is booking is made using the Site, but You are entering into this contract with the Tutor to deliver Tutoring Services. In all other respects the Client terms apply to these Tutor Terms. If there is any conflict between the Client Terms and these Tutor Terms, the terms of the Tutor Term will apply.

2.2 How to contact the Tutor.

You can contact the Tutor through the Site and neither of us should exchange any personal contact details.

2.3 How the Tutor may contact You.

If the Tutor must contact You, they will do so by using the Site.

2.4 Writing includes emails.

Where the Tutor use the words writing or written in these terms, this includes emails.

3. The Tutors contract with you

3.1 How the Tutors will accept Your booking.

Acceptance of Your booking for Tutoring Services will take place when the Tutor accepts it on the Site, at which point a contract will come into existence between You and the Tutor. This impacts Your right to cancel and is further explained in clause 4.1.

3.2 If the Tutor cannot accept Your booking.

If the Tutor is unable to accept Your booking, the Tutor will inform You of this using the Site.

4. Cancellations, rescheduling and no shows

4.1 You confirm and agree that the Tutoring Services start when the Tutor has reserved a time slot and use of the Site for the Tutoring Services and as such, You acknowledge and agree that the Tutoring Services shall start on the date You make Your booking (the Service Start Date). You agree that by entering into this contract You are waiving Your statutory cancellation rights under the Consumer Contracts (Information, Cancellation and Additional Charges) Regulations 2013 (the Regulations) and agree for the Services to start on the Deemed Start Date.

4.2 Without affecting clause 4.1, before You pay Your Tutor Fees to CEG (which must be as soon as possible before to the start time and date of the lesson), a Client shall be entitled to cancel the Tutoring Services ordered. Once You have paid the Tutor Fees and booked a Tutorial, if the Client wishes to cancel the Tutoring Services ordered, the following cancellation provisions and charges shall apply:

4.2.1 if cancelled or rescheduled within twenty-four (24) hours of the lesson start date and time, You shall forfeit 100% of the Tutor Fees payable, and these shall not be re credited to Your CEG Wallet; or,

4.2.2 if cancelled in excess of twenty-four (24) hours prior to the lesson start date and time, You will be offered either:

4.2.3 a re-scheduled lesson;

4.2.4 or failing agreement on that, Your CEG Wallet will be credited with the full equivalent amount of the CEG Credits.

4.3 All Tutorial cancellations (and any credit requests or requests to re-schedule) must be made directly via the Site and in writing to (with IMPORTANT CANCELLATION REQUEST or like message in the subject line) (Cancellation Notification).

4.4 A credit granted under clause 4.2.4 to Your CEG Wallet is subject to You following the notification process in this clause.

4.5 If You simply do not show up to Your tutorial and You do not notify the Tutor via the Site as set out above, You will not be entitled to a credit in whole or in part under any circumstances.

4.6 Where there has been a Cancellation Notification of a lesson by a Client under clause 4, the equivalent Tutor Fees shall be credited back to Your CEG Wallet by CEG in the form of CEG Credits within three (3) days of receipt of Your Cancellation Notification.

5. Your obligations

5.1 When You use the Site and the Tutoring Services, You must comply with any requirements as directed by CEG and the Tutor which we let You know about on the Site in accordance with these Tutor Terms. You agree:

5.1.1 to provide all service, telephony and/or other fees and costs associated with Your access to and use of the Tutoring Services;

5.1.2 to obtain and maintain all necessary equipment to use and access the Services including the use of a computer, recommended browser, webcam, a broadband internet connection (with sufficient bandwidth), a sound card and a headset and microphone (the Client Tools). Any problem concerning a technical issue with the Client Tools are not the responsibility of CEG or the Tutor. You must use a headset and microphone (not loudspeakers) which must be plugged in and fully configured;

5.1.3 to buy, keep up to date and pay for the latest available version of security software to protect against the transmission of viruses and other computer malware during Your access to and use of the Tutoring Services;

5.1.4 to provide promptly and give to the Tutor all such information as they may reasonably require in connection with the provision of the Tutoring Services;

5.1.5 to notify the Tutor immediately should the Student become unable to attend Your tutorial in any way for example, due to illness or injury. and cancel the Tutorial using the Site;

5.1.6 to be solely responsible in assessing the suitability of a Tutor to deliver the Tutoring Services and the accuracy of their stated credentials, expertise, references. CRB/DBS (where applicable). CRB/DBS is self-certified by the Tutor and is not verified, validated or checked by CEG and any qualifications;

5.1.7 to contact a Tutor via Tutor Mail and CEG instant messaging facility via the Site only. Do not use any other means of communication with the Tutor;

5.1.8 not to act as an agent to promote the services or opportunities of a company; and,

5.1.9 not to publish any abusive comments about a Tutor or any Student on the Site or any other place including defamatory or derogatory comments.

5.2 You are solely responsible for checking that Your Client Tools work and for carrying out any action needed to fix them.

5.3 Client warrants, represents and undertakes to the Tutor that:

5.3.1 the Student is at least eighteen (18) years of age and if not, both Student and Sponsor will each register separately on the Site;

5.3.2 You are wholly responsible for the appropriateness and the content of any UGC used and/or submitted by You when using the Site at Tutorial Services. No UGC will be offensive or defamatory.

5.4 Whilst this contract is in force You will only ever contact a Tutor via the Site.

6. Tutor obligation

6.1 The Tutor will perform the Tutoring Services using all good skill and care and shall promptly attend each Tutorial.

6.2 You can always end Your contract with the Tutor.

Your rights when You end the Tutor Term will depend on how the Tutor is performing and when You decide to end the contract:

6.2.1 if the Tutoring Services have been misdescribed You may have a legal right to end the contract (or the Tutoring Services re-performed or to get some or all of Your money back);

6.2.2 if You want to end the contract because of something the Tutor has done or have told You the Tutor is going to do, which is not in line with this Contract;

6.2.3 if You have just changed Your mind about Tutoring Services (see 4.2).

7. Tutor Fees

7.1 The provision of the Tutoring Services by the Tutor is subject to your payment of the Tutor Fees to the Tutor.

7.2 CEG will collect the Tutor Fees from You on the Tutors behalf as set out in the Client Terms.

8. Your rights to end the contract

8.1 Ending the contract because of something we have done or are going to do.

If You are ending a contract for a reason set out at in clause 6.2.1 and 6.2.2, or this clause 7.1 or 7.2 below the Tutor Term will end immediately and CEG will refund any CEG credits to Your CEG Wallet in respect of the Tutoring Services in question; as agreed between You and the Tutor, which have not been provided. The reasons are:

8.1.1 there is a risk that supply of the Tutoring Service may be significantly delayed because of events outside our control;

8.1.2 You have a legal right to end the contract because of something the Tutor has done wrong.

8.2 Exercising Your right to change Your mind (Consumer Contracts Regulations 2013).

For most products bought online You have a legal right to change Your mind within 14 days and receive a refund.

8.3 When You don’t have the right to change Your mind.

You do not have a right to change Your mind in respect of Tutoring Services, once these have been completed, even if the cancellation period is still running, as set out in clause 4.2.

Appendix A

Summary of Your legal rights. CEG and the Tutor are under a legal duty to supply CEG Services and Tutoring Services that are in conformity with this contract. See the box below for a summary of Your key legal rights. Nothing in these terms will affect Your legal rights.

Summary of Your key legal rights

This is a summary of Your key legal rights. These are subject to certain exceptions. For detailed information please visit the Citizens Advice website or call 03454 04 05 06.

If Your product is services, for example use of the Site or the delivery of a Tutorial, the Consumer Rights Act 2015 says:

a) You can ask us to repeat or fix a service if it’s not carried out with reasonable care and skill, or get some money back if we can’t fix it.
b) If You haven’t agreed a price beforehand, what You’re asked to pay must be reasonable.
c) If You haven’t agreed a time beforehand, it must be carried out within a reasonable time.

See also Schedule 1 paragraph 4 regarding Your right to change Your mind.

Tutor Terms

These terms and conditions, herein referred to as the Tutor Terms set out the terms and conditions under which Carlyle Education Group Limited, a company registered in England and Wales (No. 14429748) with a registered office at: 85 Great Portland Street, First Floor, Marylebone, London, W1W 7LT, herein referred to as CEG or We grants to the Tutor, a licence to access and use CEGs virtual online platform (available via the Site) which is dedicated to facilitating the sourcing of Tutors by Clients (the Agreement). You may download a copy of these Tutor Terms here: Carlyle Tutors and carlyletutors.com are the trading names of Carlyle Education Group Limited.

In these Tutor Terms, references to Tutor and You and Your are references to the Tutor registered on the Site who wishes to use the CEG Services in order to provide Tutoring Services. When You use the Site and the CEG Services, You agree that these Tutor Terms apply to that use in addition to any other terms and conditions which may apply including the Privacy Policy, the Cookie Policy and the Terms of Service (where applicable) which are incorporated by this reference. If You are uncertain as to Your rights under these Tutor Terms or You want any explanation about them please contact us.

1. Your agreement with Carlyle Education Group Limited

1.1 These Tutor Terms apply to Your use of the Site and the CEG Services.

By using the Site and the CEG Services, You accept these Tutor Terms in full. CEG reserves the right to change the terms of these Tutor Terms (or any part) at any time, by giving You not less than 15 days written notice of such changes. We will let you know if we make any such changes, and you can let us know within the 15 day notice period if you do not wish to accept the revised terms and prefer to end this Agreement with CEG. If you continue to provide Tutoring Services through the Site during this notice period, we are entitled to assume that you have accepted any changes.

1.2 Read these terms carefully and ensure that You understand their effect before proceeding to use the Site and CEG Services.

If You disagree with any part of the Tutor Terms, do not use the Site or the CEG Services.

2. Definitions

2.1 Unless the contrary intention appears, the following definitions shall apply:

Account means the secure account(s) created by You on sign up which holds Your personal information and profile and from where You can access the CEG Services via Your CEG Login.

Additional CEG Credits refers to credits that are credited to Sponsors Account by CEG as a result of e. g. the distribution of a Referral Discount Code, any offer, a goodwill gesture or similar gifting/ promotion. Such shall have no cash equivalent, shall not be refundable or capable of being withdrawn by a Tutor other than by means of a redemption in respect of Tutoring Services.

Client means a person using the Site for the provision of Tutoring Services, whether that be the Student or (if under eighteen (18)), the Students Sponsor.

Client Contract means the contract between the Client and You.

Client Ratings means the ratings left by a Client on the Site in response to the performance of the Tutoring Services by a Tutor which is scored on a 1-5 star rating (1 being poor; 5 being outstanding). Confidential Information means any information which is imparted or obtained under this Agreement by CEG to You on, before or after the commencement in confidence (whether in writing, verbally or by other means and whether directly or indirectly) or is of a confidential nature, relating to the business or prospective business, current or projected plans or internal affairs of CEG including, but not limited to information pertaining to Clients, logging in, Client Ratings or other feedback, CEG correspondence and any other commercial, financial or technical information or other information relating to the business or prospective business of CEG which might reasonably be considered to be confidential in nature.

Current Account means Your bank account which will accept payments by BACS.

Dispute means any dissatisfaction expressed by a Client or any complaint made by a Client or any other dispute or potential dispute or claim of a Client in connection with the provision of the Tutoring Services rendered by You (or the provision of the CEG Services which is communicated to You).

Losses means any claims, losses, demands, actions, third party claims, damages, costs (including court costs and legal fees), fines, liabilities, obligations, liens and expenses.

Materials refer to content relating to the Tutoring Services (including images (audio and/or visual), text, music, trademarks, symbols, logos and slogans).

Meet The Tutor Session is an optional unpaid interview between You and a new Client of approximately fifteen (15) minutes duration which provides an opportunity for You to generate work and expand Your Student base.

CEG Login refers to Your unique username and password.

CEG Services includes the provision of an online platform i. e. a website whereupon CEG provides an online marketplace for Clients to contact Tutors, the Site, technical functionality for Clients to receive Your Tutoring Services, plus a database of Tutors, back office support including customer services, billing, website and IT services including the use of the virtual Tutorial space.

PoCA List refers to the Protection of Children Act.

PoVA List and List 99 refers to the Protection of Vulnerable Adults scheme.

Recordings refer to the recording of any Tutorial or Instant Help Session which can be viewed for up to three (3) months thereafter.

Refund Event means where any event where a refund of Tutor Fees is issued to the Client by the Tutor. Once a Tutorial has occurred with both the Tutor and the Student present then the Tutor has sole discretion on whether to issue a refund to the Client in accordance with the terms of Your agreement with the Client.

Site means a website owned and managed by CEG including .

Sponsor means the party entering into the Client Contract for Tutoring Services on behalf of the Student (being either Parent/ Guardian/ Carer or other person if the Student is aged under 18), or, if the Student is aged 18 or over, the Sponsor and the Student may be the same person.

Student means a person receiving the Tutoring Services from You via the Site.

Tools means the minimum requirements for You to be able to deliver Your Tutoring Services using the Site including the use of a computer, recommended browser, webcam, a broadband internet connection (with sufficient bandwidth), a sound card and a headset and microphone.

Tutor or You means a tutor who has been allowed access to the Site and CEG Services to carry out the Tutoring Services to Clients.

Tutor Bank Account means the bank account where Tutor Fees are held on behalf of the Tutor prior to the completion of the lesson or Instant Help Session and CEG transferring the Tutor Fees to Tutors.

Tutor Fees means the amounts payable by the Client to You for the Tutoring Services.

Tutorial(s) refers to the online pre-booked tutoring session which is booked by a Client with You via the Site.

Tutor Mail means the internal email system available for Clients to contact Tutors and vice versa via the Site.

Tutoring Services means the provision of online Tutorials and Meet the Tutor Sessions by the Tutor by way of individual lessons in real-time suitably tailored to meet the individual requirements of the Students.

UGC means user generated content provided (including Materials as defined), uploaded, embedded or otherwise displayed and/ or stored on the Site by the Tutor for the purposes of carrying out the Tutoring Services which may include but are not limited to, Your profile, text, articles, images, graphics, photos, stories, audio, video, software, audio-visual combinations, interactive features and other materials in any form, medium or technology now known or hereinafter developed that may be viewed on, accessed through or disseminated publicly on, the Site for Your use and for use by CEG and a Client.

VAT means value added tax chargeable under English law for the time being and any similar additional tax.

Written Notice means any notice given under this Agreement shall be sent by email, in the case of CEG to and in the case of a Client, to the e mail address you register in your Account.

3. Becoming a Tutor

3.1 At our discretion, we may authorise you to use the Site and the CEG Services to deliver the Tutoring Services.

You agree that these Tutor Terms apply to that use in full.

3.2 You will keep Your password relevant to the Site and the Tutoring Services confidential and not reveal it to anyone else.

You are responsible for all activities that are carried out under Your username and password which shall represent Your CEG Login. We do not have the means to check the identities of all people using the Site and will not be liable where Your username and/or password are used by someone else. You agree to notify CEG immediately by email at of any unauthorised use of Your Account of which You become aware (with IMPORTANT PASSWORD in the subject line).

3.3 Where terminated, CEG shall deactivate Your CEG Login and Account promptly.

CEG reserves the right to terminate the CEG Services and access to the Site after a one (1) month long continuous period of inactivity by You, which means that You will no longer be permitted to use the Site to deliver Tutoring Services to Clients. You will not be permitted to re-access the Site without CEGs express written permission.

4. Tutor obligations

4.1 When You make use of the Site You must comply with our reasonable directions, including those relating to the protection of Students safety as amended from time to time and in accordance with these Tutor Terms.

Such directions are in place to protect the safety Clients and Students.

4.2 Use of the Site is entirely at Your own risk and You must exercise complete caution at all times when dealing with Clients and when entering into legally enforceable Client Contracts to provide Tutoring Services to a Client.

4.3 You further and specifically agree to:

4.3.1 authorise CEG to act as your agent to agree the Client Contract on your behalf and collect Tutor Fees;

4.3.2 provide CEG with Your Current Account details which must be a UK current account and held in the Tutors name;

4.3.3 assume all responsibility for Your role as Tutor and for the provision of Tutoring Services to the Client which includes the preparation and content of lessons;

4.3.4 advise CEG at the earliest opportunity should Your circumstances change in relation to Your access to the Tools.

You accept full responsibility for any Dispute raised by a Sponsor as a result of issues connected to the performance of your Tools which have affected the performance of Your provision of the Tutoring Service;

4.3.5 obtain, use and maintain in good working order Your Tools.

Any problem concerning a technical issue regarding a Tutors personal computer or internet service provider is not the responsibility of CEG. You must use a headset and microphone (not loudspeakers) which must be plugged in and fully configured;

4.3.6 act at all times in accordance with the highest professional standards and not act in any way which could bring CEG into disrepute;

4.3.7 only accept instructions and Tutorials within Your area of expertise, and that are within your abilities and competency;

4.3.8 notify the Client immediately should You become ill or otherwise incapable and unable to provide the Tutoring Services.

Depending on the circumstances, CEG and Tutor shall discuss in good faith a possible delay of the Tutoring Services;

4.3.9 notify CEG of what You propose to agree between You and the Client regarding the delay or reassignment of those Tutoring Services to another Tutor.

We may take any action, including refunding Tutor Fees depending on what is agreed regarding each Tutorial;

4.3.10 ensure that any information provided by You to CEG and a Client remains true, accurate, up-to-date and complete at all times during the duration of this Agreement.

5. CEG obligations

5.1 CEG agrees to:

5.1.1 subject to clause 5.2, provide the CEG Services with all due care, skill and ability and in a timely manner and in the best interests of the Client and the Tutor;

5.1.2 devote as much time to the provision of the CEG Services as may be necessary for their proper performance;

5.1.3 provide promptly and give to the Tutor all such information as they may reasonably require in connection with the provision of the CEG Services.

5.2 As an online service, CEG may periodically be unavailable as We perform regular (and emergency) maintenance and upgrades.

Where reasonably possible, these activities shall be notified to You in advance. CEG makes no warranty, guarantee or representation as to, and accepts no liability for, the availability or suitability of the Site and/or the CEG Services.

5.3 You are responsible for checking the Tools work with the Site and CEG Services, and the particular Client during the free meeting, and for fixing any problems with the Tools where necessary.

5.4 In exceptional cases, there may be other reasons relating to incompatibility or otherwise as to why You may be unable to successfully access the Services.

5.5 CEG uses all reasonable endeavours to make the CEG Services and Site available to all Tutors on an as is basis.

5.6 CEG shall not be responsible nor liable to You as a result of any act or omission on Your part relating to Your inability to access the Services in whole or in part including but not limited to:

5.6.1 resultant feedback (echos), audio break-ups, video or sound delays;

5.6.2 Your failure to use and configure the prescribed headset and microphone;

5.6.3 Your failure to at least meet the minimum system requirements of the Tools.

5.7 You acknowledge and accept that from time to time You may experience entire or partial failure of Your video during the delivery of the Tutoring Services due to fluctuations or insufficient bandwidth relating to your own internet provider, and under such circumstances, You agree that the Tutoring Service shall continue without video and confirm that this is acceptable to You in all circumstances.

6. Tutor Fees

6.1 You will not be charged by CEG for Your use of the Site or the CEG Services.

6.2 CEG and the Tutor will agree the amount of Tutor Fees applicable per Tutorial in advance, via the Site. The Tutor Fees are reviewable by Tutors and CEG and any revised fees and charges shall take effect immediately upon posting on the Site and will be applicable to all bookings made after such posting.

6.3 Tutor authorises CEG as its agent to accept the Tutor Fees from the Client via any forms of payment approved by CEG in connection with the provision of the Tutoring Services via the Site including Mastercard, Visa and Maestro debit cards on the Tutors behalf.

6.4 CEG holds all Tutor Fees (which will be based on the number of undisputed and completed Tutoring Services) for the Tutor in a dedicated Tutor Bank Account for a limited time before releasing such Tutor Fees to You in accordance with clause 7 below.

6.5 You confirm that You are self-employed under these Tutor Terms, and You are directly responsible to HMRC for all matters regarding Income Tax, VAT and relevant National Insurance contributions.

You agree that nothing in these Tutor Terms constitutes a contract of employment between You and CEG. You shall be fully responsible for and indemnify CEG against any liability, assessment or claim for any employment-related claim or any claim based on worker status brought by you relating to Your Tutoring Services. This indemnity shall include all expenses and costs, including legal fees, incurred by CEG in dealing with any such claim brought by You or by somebody on Your behalf.

6.6 You will keep records of payments made to You by way of Tutor Fees for completion of annual Tax Returns.

You hereby agree to fully indemnify CEG for or against all and any demands by HMRC to CEG for Income Tax, VAT or National Insurance, or any other claim by HMRC, including any interest or penalties, arising out of Your failure to account properly or at all for any liabilities to HRMC arising from Your Tutoring Services. This indemnity shall include all expenses and costs, including legal fees, incurred by CEG in dealing with any such claim by HMRC.

7. Settlement

7.1 CEG shall pay to Tutor the Tutor Fees collected by CEG on Your behalf.

We shall provide a self-remittance invoice to You for Tutoring Services every two weeks setting out the hours that you have worked, as recorded by You, during the preceding month. More details on how we will pay you is set out in our FAQs -].

7.2 In response to a Dispute, if any Refund Event occurs, CEG will be entitled, in its sole discretion to refund Tutor Fees to the Client on behalf of the Tutor in full or in part.

In such circumstances, the Tutor will receive either no Tutor Fees or only part of the Tutor Fees as agreed by CEG and the Client, in respect of the relevant Tutorial.

7.3 If any Refund Event occurs subsequent to the Tutor receiving the Tutor Fees from CEG, CEG shall be entitled to withhold sufficient monies and offset any amounts payable to Tutor by CEG under this Agreement from any Tutor Fees collected by CEG thereafter to enable CEG to refund the relevant refunded Tutor Fees.

7.4 The Tutor shall be responsible for all chargebacks and/or refund requests on lessons performed and shall indemnify CEG against all Losses resulting from chargebacks and/or refund requests.

7.5 CEG shall be entitled to make any settlement payment to Tutor by BACS, to the Current Account of the Tutor (or to such other bank account as the parties agree in writing).

7.6 If either party fails to make any payment due (and undisputed) under this Agreement within ten (10) days post the due date for payment, the other shall be entitled to charge interest on the overdue sum for the period from and including the due date of payment up to the actual date of payment (after as well as before judgment) at the rate of 2% (two per cent) above the base rate per annum from time to time of Barclays Bank plc.

7.7 For the avoidance of doubt, Tutor Fees shall not be affected where CEG has provided a Client with Additional CEG Credits to redeem against Tutoring Services and the Client redeems such Additional CEG Credits.

8. Intellectual property

8.1 When using the CEG Services to deliver the Tutoring Services, if You publish any UGC via the Site by way of e. g. delivering lessons, uploading text or images or videos or contributing to publicly accessible areas of the Site, You automatically grant:

8.1.1 to CEG, a worldwide, non-exclusive, royalty-free, perpetual, transferable license (with right to sub-license) to use, record, publish, distribute, prepare derivative works of, display and perform all that UGC, or any part of it, and the Intellectual Property Rights therein, in connection with the provision of the CEG Services, including without limitation the reproduction and sale of the UGC, or any part of it, and products incorporating the same for use by any person anywhere in the world including promoting and redistributing part or all of the Services (and derivative works thereof) in any media formats and through any media channels;

8.2 Publicly accessible areas of the Site are intended by CEG to be those parts of the Site that are available to all of those visiting the Site whether registered on the Site or not.

You acknowledge that the UCG uploaded by You to create Your Tutor profile shall be viewable by all users of the Site and be accessible via the worldwide web search engines.

8.3 You acknowledge that all Tutorials that You deliver may be recorded and You agree to the storage and use of such Recordings by CEG.

You hereby agree to waive any and all moral rights in and to all UGC.

8.4 You agree that any UGC You use in the performance of Your Tutoring Services will not contain any third party copyright material, or material that is subject to other third party proprietary rights (including rights of privacy or rights of publicity), unless You have a formal agreement or permission from the rightful owner, or are otherwise legally entitled to use the UGC in question and to grant the licenses referred to in clause 8.1.1 and 8.1.2.

8.5 All Intellectual Property Rights in all Materials produced by You pursuant to using the Services shall be Your property.

For the avoidance of doubt, this clause shall not cover any content communicated, posted or otherwise transmitted to the Site by any third party, including without limitation any material, communication, information or ideas so communicated, posted or otherwise transmitted by any Students or Tutors.

8.6 You shall indemnify CEG against all liabilities, costs, expenses, damages and losses (including but not limited to any direct, indirect or consequential losses, loss of profit, loss of reputation and all interest, penalties and legal costs (calculated on a full indemnity basis) and all other professional costs and expenses) suffered or incurred by CEG arising out of or in connection with any claim made against CEG for actual or alleged infringement of a third partys intellectual property rights arising out of or in connection with an claim by any third party including a Client that the Tutoring Services or UGC provided by You infringe its rights.

8.7 If any third party makes a claim, or notifies an intention to make a claim, against CEG which may reasonably be considered likely to give rise to a liability under this indemnity (a Claim), CEG shall:

8.7.1 as soon as reasonably practicable, give written notice of the Claim to You, specifying the nature of the Claim in reasonable detail;

8.7.2 not make any admission of liability, agreement or compromise in relation to the Claim without the prior written consent of You (such consent not to be unreasonably conditioned, withheld or delayed), provided that CEG may settle the Claim (after giving prior written notice of the terms of settlement (to the extent legally possible) to You, but without obtaining Your consent) if CEG reasonably believes that failure to settle the Claim would be prejudicial to it in any material respect;

8.7.3 give You and Your professional advisers access at reasonable times (on reasonable prior notice) to its premises and its officers, directors, employees, agents, representatives or advisers, and to any relevant assets, accounts, documents and records within the power or control of CEG, so as to enable You and Your professional advisers to examine them and to take copies (at Your expense) for the purpose of assessing the Claim; and

8.7.4 You shall give CEG sole authority to avoid, dispute, compromise or defend the Claim.

8.8 If a payment due from You under this clause is subject to tax (whether by way of direct assessment or withholding at its source), CEG shall be entitled to receive from You such amounts as shall ensure that the net receipt, after tax, to CEG in respect of the payment is the same as it would have been were the payment not subject to tax.

8.9 The Intellectual Property Rights contained on the Site or in the CEG Services cannot be used, modified, copied, distributed, adapted, altered, or in any way dealt with, without CEGs written permission.

8.10 You acknowledge that all Intellectual Property Rights in and relating to CEG Services and the Site are owned by CEG or CEGs Licensors.

9. Cancellations, rescheduling, no-show

9.1 Where the You and the Client agree to cancel the Tutoring Services pursuant to the Client Contract, CEG shall repay the Tutor Fees to the Client by way of credit.

9.2 If You dont attend an arranged lesson without having cancelled it, or if you repeatedly cancel Tutorials, We may end this Agreement between You and CEG under clause 13.

CEG will record details of all such cancellations by You on its records for a period of twelve (12) months.

9.3 All cancellations by You must be made in writing in advance, directly via the Site and to the Client, in accordance with the Client Contract.

10. Client ratings, feedback and other activities

10.1 It is a feature of the Site and the CEG Services that the Client will leave Client Ratings.

10.2 Where deemed necessary, CEG is entitled to carry out an investigation upon receipt of negative Client Ratings (rating of 1, 2 or 3 out of 5) or where a Tutor or a Client reports or raises any feedback, issues or concerns that they might have with the other at any time.

10.3 Whether such feedback is complimentary or more akin to a Dispute, CEG will have full discretion as to whether they inform You of such feedback.

Where deemed necessary, CEG is entitled to carry out an investigation upon receipt of such feedback or comments and in exceptional cases, CEG is entitled to suspend or terminate Your Account or revoke the licence granted to the Tutor herein to use the Site and the CEG Services by termination under clause 13.

10.4 Nothing in this Agreement shall prevent the Tutor from being engaged, concerned or from having any financial interest in any capacity in any other business, trade, profession or occupation during the Term of Engagement provided that such activity does not cause a breach of any of the Tutors obligations under this Agreement.

11. Data protection and privacy

11.1 In respect of any Personal Data (as defined in the Data Protection Legislation) processed by CEG and the Tutor pursuant to these Tutor Terms:

11.1.1 CEG and the Tutor shall each be an independent data controller; and

11.1.2 each party shall ensure it complies and will continue to comply with the Data Protection Legislation and any regulations made thereunder.

11.2 Without limiting its obligations under clause 11.1.2, in respect of any Personal Data the Tutor shall:

11.2.1 have and maintain such valid registrations as are required by the UK Information Commissioners Office and its national supervisory authority (as defined in the applicable Data Protection Law) which covers the data sharing under or in connection with these Tutor Terms, unless an exemption applies;

11.2.2 only process the Personal Data of each Client or Student for the purpose of providing the Tutoring Services to that Client or Student (the Agreed Purpose);

11.2.3 ensure that it has a legitimate lawful basis for processing all Personal Data processed by it;

11.2.4 ensure that it provides clear and sufficient information to the individuals whose Personal Data it processes as required by the Data Protection Legislation (a Privacy Policy);

11.2.5 only process such Personal Data in accordance with its Privacy Policy;

11.2.6 ensure it (or its staff, as applicable) is appropriately trained to handle and process the Personal Data;

11.2.7 comply with, and provide such assistance as is reasonably required to enable CEG to comply with, data subject rights requests within the time limits required by the Data Protection Legislation;

11.2.8 not disclose or transfer Personal Data outside the UK or European Economic Area without prior written agreement from CEG and ensuring that such disclosures or transfers are subject to appropriate safeguards required by the Data Protection Legislation;

11.2.9 if it appoints a third party processor (as defined in the Data Protection Legislation), comply with the Data Protection Legislation and remain liable to CEG for the acts and/or omissions of the processor;

11.2.10 have in place appropriate technical and organisational security measures to prevent unauthorised or unlawful processing of the Personal Data; prevent the accidental loss or destruction of, or damage to, the Personal Data; and ensure a legal of security appropriate to the nature of the Personal Data and the harm that might result from unauthorised or unlawful processing or accidental loss, destruction or damage;

11.2.11 comply with its obligations to report Personal Data breaches to the UK Information Commissioners Office or the appropriate supervisory authority, and (where applicable) the individuals whose Personal Data is affected; and

11.2.12 not retain or process the Personal Data for longer than is necessary to carry out the purposes set out in the Privacy Policy, except as required in accordance with any applicable statutory or professional retention periods.

11.3 CEGs Privacy Policy and Cookie Policy apply to Your use of the CEG Services.

11.4 Use of the Site is entirely at a Tutors own risk and You must exercise complete caution at all times when dealing with Clients and when entering into legally enforceable Contracts to provide Tutoring Services to a Client.

12. Confidential information and publicity

12.1 The parties acknowledge that by reason of their relationship under this Agreement, they may from time to time disclose Confidential Information.

12.2 Each party shall, during the term of this Agreement and thereafter, keep confidential, and shall not use for its own purposes (other than implementation of this Agreement) nor without the prior written consent of the other disclose to any third party (except its professional advisors or as may be required by any law or any legal or regulatory authority) any Confidential Information which may become known to such party from the other party and which relates to the other party, unless that information is public knowledge or already known to such party at the time of disclosure, or subsequently becomes public knowledge other than by breach of this Agreement, or subsequently comes lawfully into the possession of such party from a third party.

Each party shall use its best endeavours to prevent the unauthorised disclosure of any such information.

12.3 Confidential Information shall not include information that (i) is or becomes generally available to the public other than as a result of the breach of the confidentiality obligations in this Agreement by the receiving party, (ii) is or has been independently acquired or developed by the receiving party without violating any of the confidentiality obligations in this Agreement, (iii) was within the receiving partys possession prior to it being furnished to the receiving party by or on behalf of the disclosing party, or (iv) is received from a source other than the disclosing party; provided that, in the case of (iii) and (iv) above, the source of such information was not known by the receiving party to be bound by a confidentiality obligation to the disclosing party or any other party with respect to such information.

12.4 The terms of this Agreement are confidential and may not be disclosed by one party without the prior written consent of the other party.

12.5 On termination or expiry of this Agreement, You shall immediately return all Confidential Information in Your possession together with all copies thereof; or, if required to do so, destroy all Confidential Information in Your possession, custody or control by shredding or incinerating the same and/or irretrievably deleting the same if stored on electronic or magnetic media and certify to CEG that this has been done.

13. Termination and suspension

13.1 These Tutor Terms shall commence on the date you sign up to the Site and shall continue unless terminated by CEG pursuant to clause 13.2.

13.2 CEG may suspend this Agreement and Your access to the Site and the CEG Services immediately by serving written notice on or if:

13.2.1 any information provided by You is found to be untrue, inaccurate, out-of-date, or incomplete;

13.2.2 Your rating by Clients is deemed by CEG (acting reasonably) to be unsatisfactory;

13.2.3 You act in any way that has brought, or could bring, CEG in to disrepute;

13.2.4 You are convicted of a criminal offence or are the subject of any investigation, which may in CEGs opinion impact Student safety;

13.2.5 You are in material breach of this Agreement;

13.2.6 You do not use the Site or CEG Service for a one (1) month long continuous period of inactivity.

13.3 If we suspend Your use of the Site under clause 13.2 above, we will include in our notice of suspension to you the full details of the reason for such suspension in writing.

You may contact us to discuss any of the issues raised in such notice by the methods set out on the Site.

13.4 Without prejudice to clauses 13.2 or 13.3 CEG may terminate this Agreement by giving You 30 days written notice if:

13.4.1 You commit a material breach of any term of this Agreement and (if such breach is remediable) fails to remedy that breach within a period of 30 days after being notified in writing to do so;

13.4.2 You are deemed either unable to pay your debts or as having no reasonable prospect of so doing, in either case, within the meaning of section 268 of the IA 1986;

13.4.3 You die or, by reason of illness or incapacity (whether mental or physical), are incapable of managing your own affairs or become a patient under any mental health legislation; or

13.4.4 You do not use the Site or CEG Service for a one (1) month long continuous period of inactivity, after we have served you written notice as set out above.

13.5 You have repeatedly breached any of the terms of this Agreement, we may immediately terminate this Agreement with you by serving written notice.

13.6 Either Party may terminate this Agreement for convenience without compensation by 30 days Written Notice on the other.

13.7 In the event of termination, You will be entitled to receive payment of Tutor Fees for all Tutoring Services already successfully delivered and which are not the subject of a Dispute as at the date of termination.

13.8 Termination or expiry of this Agreement shall not affect the rights or liabilities of either party accrued prior to and including the date of termination or expiry and/or any terms intended expressly or by implication to survive termination or expiry.

13.9 If we suspend this or terminate this Agreement with you, CEG may deactivate Your CEG Login and Account promptly.

14. Warranties and indemnities

14.1 As Tutor, You hereby warrant, represent and undertake to CEG that:

14.1.1 You are at least eighteen (18) years of age and You have the necessary qualification or experience to provide the Tutoring Services in the subject(s) You offer in Your profile on the Site;

14.1.2 You are personally responsible for the information posted by You on the Site and submitted to CEG which includes any pre contractual information, and which shall be accurate and up-to-date;

14.1.3 where Your profile claims that You have undergone a CRB/ DBS or enhanced CRB/ DBS check, You have done so, You shall continue to be covered by such checks throughout the term of this Agreement and You will provide us with a copy of such upon request;

14.1.4 You are self-employed and responsible for Your own income tax, national insurance and other liabilities payable and as further referred to in clause 6;

14.1.5 You are wholly responsible for the appropriateness and the content of any UGC used and/ or submitted by You during Your Term of Engagement;

14.1.6 You will comply with all the Tutor obligations set out at clause 4;

14.1.7 You will only ever contact a Client via the Site;

14.1.8 You agree at all times to comply with the provisions of the Data Protection Legislation;

14.1.9 in providing or offering Your Tutoring Services via the Site and using the CEG Services, You are complying with all applicable laws, regulations and codes of practice including, but not limited to, relevant legislation for the protection of businesses and consumers alike and which regulate the activities of the online environment;

14.1.10 You are not VAT registered and will not charge a Client VAT for Your Tutoring Services;

14.1.11 You have read, understood and familiarised yourself with our Safeguarding Policies and Procedures which can be accessed here in respect of child protection and online safety, and will fully comply with the same at all times;

14.1.12 You are not prevented from working with children and Your name does not appear in either of three lists of individuals who are barred from working with children (PoCA list) or with vulnerable adults (PoVA list and List 99).

14.2 You shall indemnify and hold harmless CEG (and any CEG Client as the case may be) on demand, and shall keep CEG (and any CEG Client) fully and effectively indemnified against any and all Losses arising out of or in connection with:

14.2.1 any breach of these Tutor Terms or breach of obligation or warranty by the Tutor or the acts or omissions of a Tutor (other than and to the extent that any losses arise directly from breach of these Tutor Terms by CEG or by CEGs negligence); and

14.2.2 any and all claims, complaints or legal proceedings instigated by a Client against CEG relating to the Tutoring Services.

15. Limitation of liability

15.1 You agree that subject to clause 15.3 and 15.4, We shall in no circumstances be liable to You in contract, tort (including negligence) or otherwise for any consequential, special or incidental loss or damage (whether direct or indirect) or any loss of profit, anticipated profits, business, data, opportunity, revenue, goodwill, or reputation arising from Your use of the Site or the CEG Services.

15.2 Our liability to You whether in contract, tort or otherwise shall in no circumstances exceed the total Tutor Fees earned by You in respect of Tutoring Services provided by You using the CEG Service and Site in the twelve (12) months preceding the date on which such liability arose.

15.3 Nothing in the agreement limits any liability which cannot legally be limited, including but not limited to liability for:

15.3.1 death or personal injury caused by negligence;

15.3.2 fraud or fraudulent misrepresentation; and

15.3.3 breach of the terms implied by section 12 of the Sale of Goods Act 1979 or section 2 of the Supply of Goods and Services Act 1982 (title and quiet possession).

15.4 Except as expressly set out in this Agreement, CEG gives no warranties and excludes all other express or implied terms, conditions and warranties to the fullest extent permitted by law.

Disputes

16.1 Negative feedback (rating of 1, 2 or 3 out of 5) reported to CEG by Clients via the Site may be investigated.

16.2 The parties agree that they shall attempt in good faith to resolve any Dispute or claim promptly through negotiations between You and an officer of CEG.

16.3 During the Term of Engagement, You must inform CEG immediately if You become aware of any Dispute or potential Dispute between a Client and You and/ or CEG in connection with the provision of the Tutoring Services.

16.4 You agree to cooperate fully with CEG in resolving any Dispute with a Client.

16.5 CEG reserves the right to suspend Your Account in accordance with clause 13.1 while an investigation is conducted.

16.6 Your Account may be reactivated once an investigation has been completed.

16.7 In the event of a Dispute prior to receipt of Tutor Fees, CEG reserve the right to withhold Tutor Fees in accordance with clause 7.3 until the Dispute has been resolved.

16.8 The outcome of any Dispute instigated by a Client is entirely at the discretion of CEG (acting reasonably).

17. General

17.1 Assignment: You shall not, without the prior written consent of CEG, assign, transfer, charge, sub-contract or deal in any other manner with all or any of your rights or obligations under these Tutor Terms.

CEG may at any time assign, transfer, charge, sub-contract or deal in any other manner with all or any of its rights or obligations under these Tutor Terms.

17.2 Enforceability: If any one or more of the provisions of these Tutor Terms should be held to be invalid, illegal or unenforceable in any respect, the validity and enforceability of the remaining provisions contained herein shall not in any way be affected or impaired and the parties shall amend these Tutor Terms to add a new provision having an effect as near as legally permissible to the one held to be invalid, illegal or unenforceable.

17.3 Entire Agreement: These Tutor Terms together with our Privacy Policy, the Cookie Policy and the Terms of Service constitutes the entire agreement between You and CEG in relation to Your use of the Site and the Services and supersedes any prior representations, inducements or agreements relating to its subject matter.

17.4 Status: The Tutor and CEG are independent contractors, and no agency, partnership, joint venture, employer-employee or franchisor-franchisee relationship is intended or created and neither shall have any authority to bind the other in any way.

This Agreement constitutes a contract for the provision of services and not a contract of employment and accordingly the Tutor shall be fully responsible for any income tax, national insurance and social security contributions.

17.5 CEG keep our Terms under regular review.

These Tutor B2C terms were last updated on 22 March 2022.

Tutoring Agreement (Schools)

This Tutoring Agreement (the Agreement) governs the Tutoring Services which You provide to Us for the benefit of the Students of our Clients, via the Site. Should You engage in the provision of tutoring directly to private clients via the Site (i. e. outside of Your provision of Tutoring Services to the Students of our Clients) different terms apply and they can be accessed here. Your acceptance of this Tutoring Agreement does not affect your status in respect of any direct private tutoring you may provide subject to separate terms.

1. DEFINITIONS

a)Account means the secure account(s) created by You on sign up which holds Your personal information and profile and from where You can access the CEG Services via Your CEG Login.
b)Clients means those clients of CEG for whom We shall engage You to provide Tutoring Services.
c)Equipment means the minimum hardware and connectivity requirements for You to be able to deliver Tutoring Services using the Site including the use of a computer, recommended browser, webcam, a broadband internet connection (with sufficient bandwidth), a sound card and a headset and microphone.
d)CEG/We/Us means Carlyle Education Group Limited, a company registered in England and Wales (No. 14429748) with a registered office at: 85 Great Portland Street, First Floor, Marylebone, London, W1W 7LT.
e)CEG Login refers to Your unique username and password.
f)CEG Services means the provision of tutoring services by CEG to its Clients via the Site.
g)Site means a website owned and managed by CEG including .
h)Student means a student of one of our Clients receiving the Tutoring Services from You pursuant to this Agreement via the Site.
i)Tutor Content means user generated content provided uploaded, embedded or otherwise displayed and/ or stored on the Site by the Tutor for the purposes of carrying out the Tutoring Services which may include but are not limited to, Your profile, text, articles, images, graphics, photos, stories, audio, video, software, audio-visual combinations, interactive features and other materials in any form, medium or technology now known or hereinafter developed that may be viewed on, accessed through or disseminated publicly on, the Site for Your use and for use by CEG and Clients.
j)Tutoring Services means the provision of online Tutorials by You to the Clients by way of individual lessons in real-time suitably tailored to meet the individual requirements of the Clients.

2. TERM

This Agreement applies from the date You accept the Agreement by clicking accept on the Site (the Effective Date) and shall continue unless and until this Agreement is terminated in accordance with clause 11 (Termination).

3. DUTIES

3.1 You shall provide the Tutoring Services from the Effective Date as agreed from time to time in writing. You are under no obligation to accept any work offered by the Us at any time, but where You do so You agree to comply with the obligations set out in this Agreement.

3.2 You acknowledge that the ultimate beneficiary of the Tutoring Services will be the Students of the Clients. You agree to meet the requirements for the Tutoring Services for each of the Students of the Clients.

3.3 You shall use Your best endeavours to promote our interests and, unless prevented by ill health or accident, provide, as agreed in accordance with clause 2 above as agreed the Tutoring Services delivered as agreed with Us and the Clients via the Site.

3.4 If You are unable to provide the Tutoring Services, You must notify the Carlyle Tutors Tutors Team as soon as reasonably practicable by contacting Us at , so that We can arrange a replacement tutor. In order to comply with legal obligations around safeguarding of Students, confidentiality and data protection requirements and to provide a great service to our Clients, You must not arrange for anyone else to provide the Tutoring Services on Your behalf unless agreed in advance by Us.

3.5 You must comply with our Safeguarding Procedure, Code of Conduct and any other policies which we may publish on the Site from time to time.

3.6 You confirm that You are legally entitled to work in the UK without any additional immigration approvals and agree to notify Us immediately if You cease to be so entitled at any time.

3.7 You will not be paid for any period during which You do not provide Tutoring Services, including where You are unavailable to provide Tutoring Services due to illness or incapacity.

3.8 You shall:

a)Provide Your own Equipment required for the Tutoring Services;
b)ensure that You are available at all times on reasonable notice to provide such assistance or information as we may require;
c)have no authority (and shall not hold yourself out as having authority) to bind us, unless we have specifically permitted this in writing in advance;
d)comply with the Bribery Act 2010. Failure to do so may result in the immediate termination of this Agreement;
e)not engage in any activity, practice or conduct which would constitute either a UK tax evasion facilitation offence or a foreign tax evasion facilitation offence under the Criminal Finances Act 2017. Failure to do so may result in the immediate termination of this Agreement;
f)not knowingly engage in any activity which constitutes or facilitates cheating or plagiarism by a Student. You agree to contact Us immediately in the event that You suspect this type of activity is occurring or may occur and provide reasonable assistance in any subsequent investigation by Us;
g)assume all responsibility for Your role as Tutor and for the provision of Tutoring Services to the Client which includes the content of lessons;
h)obtain, use and maintain in good working order Your Equipment. Any problem concerning a technical issue regarding a Tutors personal computer or internet service provider is not the responsibility of CEG. You must use a headset and microphone (not loudspeakers) which must be plugged in and fully configured;
i)provide all assistance reasonably required, including in relation to the protection of Students safety, and report any concerns to us as soon as possible by following the instructions available at . Such directions are in place to protect the safety of Students.

3.9 We authorise You to use the Site and any other services provided to You by CEG to deliver the Tutoring Services. You agree that this Agreement applies to that use in full.

3.10 You will keep Your password relevant to the Site and the Tutoring Services confidential and not reveal it to anyone else. You are responsible for all activities that are carried out under Your username and password which shall represent Your CEG Login. We do not have the means to check the identities of all people using the Site and will not be liable where Your username and/or password are used by someone else. You agree to notify CEG immediately by email at of any unauthorised use of Your Account of which You become aware (with IMPORTANT PASSWORD in the subject line).

3.11 Where terminated, CEG shall deactivate Your CEG Login and Account promptly.

4. ARRANGEMENTS FOR THE PROVISION OF TUTORING SERVICES

4.1 You will provide the Tutoring Services remotely, which will generally be from Your home address or such other place as enables You to comply with your duties in clause 3 (the Location). You confirm that You are not and will not be in breach of any covenant or agreement in carrying out the Tutoring Services from the Location.

4.2 You confirm that You will provide the Tutoring Services in Your personal capacity and not via any third-party intermediary. You warrant that You are not registered for VAT and accordingly no VAT is payable in respect of Your fees for the Tutoring Services.

4.3 This Agreement does not impose any normal hours of work and You will provide Tutoring Services on an “as required” basis. Your hours will vary according to Our needs and Your availability to provide Tutoring Services.

4.4 You are entitled to a rest break of 20 minutes for every six hours that You work. It is Your responsibility to ensure You take this rest break.

4.5 You agree to inform us if (whether as a result of the Tutoring Services alone or in combination with other work You may carry out) You are likely to exceed a 48-hour working week (which, in the absence of other arrangements, is the maximum imposed by the Working Time Regulations 1998).

4.6 Your fees for Tutoring Services in accordance with clause 5 will be paid together with an uplift calculated to cover Your holiday entitlement in respect of the hours You work when providing Tutoring Services.

4.7 We may offer You certain training from time to time as part of Your provision of the Tutoring Services, but no specific training is guaranteed by Your entry into this Agreement.

4.8 In view of the rules and regulations around working with children and vulnerable people, We will need to undertake various onboarding checks before You can provide Tutoring Services, which includes a clear enhanced Disclosure and Barring Service (DBS) check result (more information on this can be found here). Where you do not hold a valid DBS check when you apply to provide Tutoring Services, you may be offered to arrange one via our third party provider: where this is the case, we will pay the fees associated with obtaining the DBS check, and you agree to us deducting this sum from the fees payable to you for the Tutoring Services, in accordance with clause 5.3 below.

5. FEES AND EXPENSES

5.1 We will pay You the fees as agreed between us in Your Account set up. We shall provide You with a payslip for Tutoring Services twice per month setting out the hours that You have worked for us, as recorded by You, during the preceding two week period. More details on how we will pay You are set out in our FAQs [].

5.2 You shall bear Your own expenses incurred in the provision of the Tutoring Services (including without limitation broadband or the cost of Your Equipment)

5.3 We will make all necessary deductions from Your fees as required by law including pension contributions where required to be deducted under the applicable auto-enrolment regime. We shall also be entitled to deduct from Your pay or other payments due to You any sums which You may owe to Us at any time.

6. OTHER ACTIVITIES

You may be engaged, employed or concerned in any other business, trade, profession or other activity which does not place You in a conflict of interest when providing the Tutoring Services .

7. CONFIDENTIAL INFORMATION AND CLIENT PROPERTY

7.1 You shall not use or disclose to any person either during or at any time after Your engagement by us any confidential information about our business or affairs or any of our business contacts, or about any other confidential matters which may come to Your knowledge in the course of providing the Services. For the purposes of this clause 7, Confidential Information means any information or matter which is not in the public domain and which relates to our affairs or any of our business contacts.

7.2 The restriction in clause 7.1 does not apply to:

a)any use or disclosure authorised by us or as required by law; or
b)any information which is already in, or comes into, the public domain otherwise than through Your unauthorised disclosure.

7.3 All documents, manuals, hardware and software provided for your use by us, and any data or documents (including copies) produced, maintained or stored on our computer systems or other electronic equipment (including mobile phones if provided by us), remain our property.

7.4 Nothing in this clause 7 shall prevent You or us (or any of our officers, employees, workers or agents) from:

a)reporting a suspected criminal offence to the police or any law enforcement agency or co-operating with the police or any law enforcement agency regarding a criminal investigation or prosecution; or
b)doing or saying anything that is required by HMRC or a regulator, ombudsman or supervisory authority; or
c)whether required to or not, making a disclosure to, or co-operating with any investigation by, HMRC or a regulator, ombudsman or supervisory authority regarding any misconduct, wrongdoing or serious breach of regulatory requirements (including giving evidence at a hearing); or
d)complying with an order from a court or tribunal to disclose or give evidence; or
e)making any other disclosure as required by law.

8. DATA PROTECTION

8.1 We will collect and process information relating to You in accordance with the privacy notice which is on the Site.

8.2 Both parties shall comply in full with the Data Processing provisions detailed in the Schedule and Appendix 1 as amended or superseded from time to time in writing by the parties.

9. INTELLECTUAL PROPERTY

9.1 When delivering the Tutoring Services, if You publish any Tutor Content via the Site by way of e. g. delivering lessons, uploading text or images or videos or contributing to publicly accessible areas of the Site, You automatically grant:

a)to CEG, a worldwide, non-exclusive, royalty-free, perpetual, transferable licence (with right to sub-license) to use, record, publish, distribute, prepare derivative works of, display and perform all that Tutor Content, or any part of it, and the Intellectual Property Rights therein, in connection with the provision of the CEG Services, including without limitation the reproduction and sale of the Tutor Content, or any part of it, and products incorporating the same for use by any person anywhere in the world including promoting and redistributing part or all of the CEG Services (and derivative works thereof) in any media formats and through any media channels;
b)to each user of the CEG Services a worldwide, non-exclusive, perpetual, royalty-free licence to access Your Tutor Content, and to use, reproduce, distribute, prepare derivative works of, display and perform such Tutor Content under the terms of this Agreement.

9.2 You acknowledge that all Tutoring Services that You deliver may be recorded and You agree to the storage and use of such recordings by CEG. You hereby agree to waive any and all moral rights in and to all Tutor Content and recordings.

9.3 You agree that any Tutor Content You use in the performance of Tutoring Services will not contain any third party copyright material, or material that is subject to other third party proprietary rights (including rights of privacy or rights of publicity), unless You have a formal agreement or permission from the rightful owner, or are otherwise legally entitled to use the Tutor Content in question and to grant the licenses referred to in clause 9.1.

9.4 All Intellectual Property Rights in all materials produced by You pursuant to delivering the Tutoring Services shall be Your property. For the avoidance of doubt, this clause 9 shall not cover any content communicated, posted or otherwise transmitted to the Site by any third party.

9.5 You shall indemnify CEG against all liabilities, costs, expenses, damages and losses (including but not limited to any direct, indirect or consequential losses, loss of profit, loss of reputation and all interest, penalties and legal costs (calculated on a full indemnity basis) and all other professional costs and expenses) suffered or incurred by CEG arising out of or in connection with any claim made against CEG for actual or alleged infringement of a third partys intellectual property rights arising out of or in connection with an claim by any third party including a Client that the Tutoring Services or Tutor Content provided by You infringe its rights.

9.6 If any third party makes a claim, or notifies an intention to make a claim, against CEG which may reasonably be considered likely to give rise to a liability under this indemnity (a Claim), CEG shall:

a)as soon as reasonably practicable, give written notice of the Claim to You, specifying the nature of the Claim in reasonable detail;
b)not make any admission of liability, agreement or compromise in relation to the Claim without the prior written consent of You (such consent not to be unreasonably conditioned, withheld or delayed) , provided that CEG may settle the Claim (after giving prior written notice of the terms of settlement (to the extent legally possible) to You, but without obtaining Your consent) if CEG reasonably believes that failure to settle the Claim would be prejudicial to it in any material respect;
c)give You and Your professional advisers access at reasonable times (on reasonable prior notice) to its premises and its officers, directors, employees, agents, representatives or advisers, and to any relevant assets, accounts, documents and records within the power or control of CEG, so as to enable You and Your professional advisers to examine them and to take copies (at Your expense) for the purpose of assessing the Claim; and
d)You shall give CEG sole authority to avoid, dispute, compromise or defend the Claim.

9.7 If a payment due from You under this clause 9 is subject to tax (whether by way of direct assessment or withholding at its source), CEG shall be entitled to receive from You such amounts as shall ensure that the net receipt, after tax, to CEG in respect of the payment is the same as it would have been were the payment not subject to tax.

9.8 The Intellectual Property Rights contained on the Site or in the CEG Services cannot be used, modified, copied, distributed, adapted, altered, or in any way dealt with, without CEGs written permission.

9.9 You acknowledge that all Intellectual Property Rights in and relating to CEG Services and the Site are owned by CEG or CEGs licensors.

10. LIABILITY

You shall have personal liability for and shall indemnify Us for any loss, liability, costs (including reasonable legal costs), damages or expenses arising from any negligent or reckless act, omission or default in the provision of the Tutoring Services. You shall indemnify Us for any loss, liability, costs (including reasonable legal costs), damages or expenses arising from any breach by You, of the terms of this Agreement.

11. TERMINATION

11.1 Either party may terminate this Agreement by giving to the other not less than 1 weeks prior written notice.

11.2 We may at any time terminate Your engagement with immediate effect with no liability to make any further payment to You (other than in respect of any accrued fees or expenses at the date of termination) if:

a)You are in material breach of any of Your obligations under this Agreement; or
b)other than as a result of illness or accident, after notice in writing, You wilfully neglect to provide or fail to remedy any default in providing the Services.

Any delay by us in exercising our rights to terminate shall not constitute a waiver of those rights.

11.3 Upon the termination of this Agreement for any reason:

a)You shall immediately cease providing the Tutoring Services;
b)You agree to follow our instructions issued in accordance with clause 8 of this Agreement regarding Shared Data; and
c)You agree not under any circumstances to contact a Client or a Student except where based on our specific instructions.

12. OBLIGATIONS ON TERMINATION

Any property belonging to us in Your possession or under Your control, and any original or copy documents obtained by You in the course of providing the Tutoring Services, shall be returned to at any time on request and in any event on or before the termination of this Agreement. Subject to our data retention guidelines, You also undertake to irretrievably delete any information relating to our business stored on any magnetic or optical disk or memory, and all matter derived from such sources which is in Your possession or under Your control outside our premises. This obligation includes requiring any substitute to delete such data where applicable.

13. STATUS

13.1 This Agreement governs Your engagement by Us from time to time as a casual worker. This is not an employment contract and does not confer any employment rights on You (other than those to which workers are entitled) and You should not hold yourself out as being employed by Us. In particular, this Agreement does not create any obligation on Us to provide work to You and You will work on a flexible, “as required” basis.

13.2 You shall be fully responsible for and indemnify Us against any liability, assessment or claim based on:

a)taxation howsoever arising from or made in connection with the performance of the Tutoring Services (except such deductions as are provided for in clause 5.4 above), where such recovery is not prohibited by law; and
b)any claim that You hold employment status by virtue of the provision of Tutoring Services under this Agreement (including reasonable costs and expenses) brought by You against Us arising out of or in connection with the provision of the Tutoring Services.

We may satisfy such indemnity (in whole or in part) by way of deduction from any payment due to You.

14. CHANGES TO THESE TERMS

14.1 We may, from time to time, change the terms of this Agreement for valid reasons such as (without limitation) to improve the Agreement or to make it clearer or easier to understand, to comply with legal or regulatory requirements, such as mandatory laws that apply to Us and our agreements with our Tutors, or where We are subject to a court order, to provide Tutors with additional information about the provision of the Tutoring Services, or for security reasons, including the introduction of additional security checks or software to protect our Site, Clients, Students and Tutors.

14.2 If We change the terms of this Agreement We will tell You. We will aim to notify You at least 30 days before making any changes to the Agreement, unless the changes need to be implemented quickly for security, legal or regulatory reasons in which case We will notify You of the changes as soon as We can.

14.3 If You do not agree to any change to the terms of this Agreement, You can choose to terminate this Agreement before the changes become effective. If You continue to provide Tutoring Services after the date on which such changes take place, we will take that as Your acceptance of the changes

15. THIRD PARTY RIGHTS

The Contracts (Rights of Third Parties) Act 1999 shall not apply to this Agreement and no person other than You and us shall have any rights under it. The terms of this Agreement or any of them may be varied, amended or modified or this Agreement may be suspended, cancelled or terminated by agreement in writing between the parties or this Agreement may be rescinded (in each case), without the consent of any third party.

16. GOVERNING LAW

This Agreement and any dispute or claim arising out of or in connection with it or its subject matter or formation (including non-contractual disputes or claims) shall be governed by and construed in accordance with the law of England and Wales.

17. JURISDICTION

The courts of England and Wales shall have exclusive jurisdiction to settle any dispute or claim arising out of or in connection with this Agreement or its subject matter or formation (including non-contractual disputes or claims).

Schedule

DATA PROCESSING SCHEDULE

1. INTERPRETATION

1.1 Definitions

a)Agreed Purposes means the agreed nature purposes of Processing as set out in Appendix 1;
b)Controller, Data Subject, Personal Data, Personal Data Breach, Processor, Process(ing), Special Category Data and Subject Access Request have the meaning ascribed to them in the Data Protection Legislation;
c)Data Protection Legislation means all law relating to the Processing of Personal Data including the Privacy and Electronic Communications Regulations and all applicable guidance and codes of practice issued by the Information Commissioners Office or any replacement EU or UK data protection or related privacy Law in force in England and Wales;
d)Data Processing Schedule means this data processing schedule and its appendices as amended from time to time;
e)Regulatory Authority means any governmental or regulatory body or authority with responsibility for monitoring or enforcing compliance with the Data Protection Legislation;
f)Shared Data means Personal Data Processed by You for the Agreed Purposes under or in connection with the Agreement and as detailed in Appendix 1;
g)Term has the meaning as set out in Clause 2 of the Agreement;
h)Third Country/Countries means all countries outside of the scope of the data protection laws of the United Kingdom or European Economic Area (EEA), except those deemed adequate by the United Kingdom or European Commission (as applicable) from time to time.

2. COMPLIANCE WITH THE DATA PROTECTION LEGISLATION

2.1 Both parties acknowledge that CEG is the Controller and the Tutor is the Processor of any Shared Data. In the wider contractual relationship, the School is the Controller, CEG is the Processor and the Tutor acts as CEGs Processor (also known as a sub-processor).

2.2 You shall comply with all applicable requirements of the Data Protection Legislation in respect of the Shared Data

2.3 You shall process the Shared Data only in accordance with CEGs written instructions from time to time (including those set out in Appendix 1).

3. DATA SUBJECT RIGHTS

3.1 In the event that You receive a Subject Access Request relating to the Shared Data directly from a Data Subject, You shall notify CEG without undue delay and in any event within five (5) days following receipt of the Subject Access Request. You shall not disclose any Shared Data to any Data Subject other than at the written request of CEG or as expressly provided for in this Agreement.

3.2 You shall at all times provide CEG with all reasonable assistance and cooperation required to enable CEG to comply with all Subject Access Requests, requests for deletion, restriction, rectification, portability, objections and rights in relation to automated decision making received in relation to the Shared Data and to respond to associated queries or complaints from Data Subjects. You shall provide any supporting information requested within two (2) Days of receiving such a request from CEG, unless otherwise agreed between the parties in writing.

3.3 Each party shall bear its own costs of complying with this clause 3 unless agreed otherwise in writing between them.

4. ASSISTANCE

4.1 You shall provide to CEG y such information and assistance to CEG as is reasonably required to demonstrate or ensure compliance by CEG with the obligations in this Data Processing Schedule and/or the Data Protection Legislation, including its obligations under Articles 32 to 36 of the General Data Protection Regulation (and the UK equivalent).

5. DATA RETENTION AND DELETION

5.1 At the end of of our contractual relationship you will delete any Shared Personal Data in your possession

6. TRANSFERS OF SHARED DATA TO THIRD COUNTRIES

6.1 You shall not transfer the Shared Data to any person located in a Third Country without the prior written consent of CEG.

7. SECURITY OF THE SHARED DATA

7.1 Having regard to the state of technological development and the cost of implementing such measures, each party shall put in place and maintain, throughout the Term of the Agreement, appropriate technical and organisational measures, in order to:

a)prevent:
i)unauthorised or unlawful Processing of the Shared Data; and
ii)the accidental loss or destruction of, or damage to, the Shared Data;
b)ensure a level of security appropriate to:
i)the harm that might result from such unauthorised or unlawful Processing or accidental loss, destruction or damage; and
ii)the nature of the Shared Data to be protected.

7.2 You shall undertake any training required from time to time in order to ensure You are appropriately trained to handle and Process the Shared Data in accordance with the Data Protection Legislation.

7.3 You shall keep all Shared Data confidential, in accordance with clause 7 of the Agreement.

8. PERSONAL DATA BREACHES AND REPORTING PROCEDURES

8.1 You shall notify any potential or actual Personal Data Breach relating to the Shared Data, and any related Data Security Breach, to CEG without undue delay and in any event within 48 hours after becoming aware of the breach. You shall provide all reasonable assistance and cooperation as is necessary to CEG to facilitate the handling by CEG of any Data Security Breach.

9. AUDIT

9.1 You shall permit CEG or its representatives to access any relevant devices or records on reasonable notice to audit and otherwise verify compliance with this Data Processing Schedule. You shall only be required to permit CEG or its representatives to access any relevant premises, personnel or records pursuant to this clause 9.1:

a)once in every calendar year; or
b)in the event that CEG has reasonable grounds to suspect that Shared Data which is Processed by You pursuant to the Agreement is subject to a Personal Data Breach or is otherwise lost or destroyed or becomes damaged, corrupted or unusable.

10. RESOLUTION OF DISPUTES

10.1 In the event of a dispute or claim brought by a Data Subject or Regulatory Authority concerning the Processing of the Shared Data against either or both parties, the parties shall, unless prevented by law, inform each other about any such disputes or claims and shall, in the first instance, cooperate with a view to settling them amicably and in a timely fashion.

11. INDEMNITY

11.1 You shall indemnify CEG in full, from and against any costs, charges, damages, expenses or losses which You may cause or have caused CEG, as a result of Your breach of any applicable Data Protection Legislation or of the provisions of the Agreement.

12. ALLOCATION OF COST

12.1 Except as expressly set out in herein, each party shall perform its obligations under this Data Processing Schedule at its own cost.

13. EFFECT OF TERMINATION

13.1 At CEGs sole option, You shall return or irretrievably delete all Shared Data on termination or expiry of the Agreement, and not make any further use of the Shared Data.

Appendix 1

PROCESSING DETAILS

1. AGREED PURPOSES

You may Process the Shared Data for the following Agreed Purposes and any other purposes relating to these Agreed Purposes:

Providing consistent, quality online tuition to Students;

Communicating with Students and Client staff;

Providing video recordings of the tutorials to the Student for recall and safeguarding reasons;

Sharing feedback and resources between sponsor staff and Tutors; and

Maintaining quality of service, error detecting and being up-to-date with cyber security.

2. THE SHARED DATA

Student profile details including at least some of the following: first name, surname, year group, tier (if applicable), current grade, target grade, exam board, areas of focus, learning style, date and time of sessions and Special Category Data around disabilities or special requirements

Student-specific feedback from previous sessions

Messages exchanged between You and Students or Client staff.

3. CATEGORIES OF DATA SUBJECT

Client staff

CEG staff

Student

Parent/guardians

We keep our statement under regular review. This Agreement was last updated on 29/10/2022.