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Italo Limited - Terms of Service

Updated over 4 months ago

Last Updated: 15/01/2025

These Terms of Service ("Terms") govern your access to and use of the services, websites, applications, and other offerings (collectively, the "Services") provided by Italo Limited ("Italo," "we," "us," or "our"). By accessing or using our Services, you agree to be bound by these Terms. If you do not agree to these Terms, you may not access or use our Services.

Italo Limited is a company registered in the United Kingdom with company number 15739778 and registered address at 33 Matthew Close, London, United Kingdom, W10 5YL.

1. Acceptance of Terms

By accessing and using our Services, you confirm that you are at least 18 years old (or the age of majority in your jurisdiction) and that you have the legal capacity to enter into a binding agreement. If you are using the Services on behalf of an organization, you represent that you have the authority to bind that organization to these Terms.

2. Description of Services

Italo Limited provides a state-of-the-art, AI-powered knowledge management tool designed specifically for university students and educators, aimed at addressing the challenges they face in managing extensive academic materials, understanding complex concepts quickly, and balancing academic requirements with their personal well-being. Our service acts as a personalized AI assistant that integrates seamlessly with their digital-first lifestyles, offering a range of features to enhance their learning experience and improve academic outcomes.

Our service is not just another digital study tool; it's an integrated and intuitive solution that bridges the gap between traditional note-taking, textbook learning, and the need for efficient, personalized learning strategies. We achieve this through a combination of AI-powered features that focus on accessibility, effectiveness and intuitive interaction with a focus on the needs of modern university students.

Specifically, our service provides:

  • AI-Powered Note Taking: A versatile note-taking platform that allows students to create, edit, and organize notes in a digital format. Key features include:

    • Collaborative Editing: Real-time collaborative document editing, allowing multiple users to work on the same document simultaneously.

    • Version History: The ability to track changes and revert to previous versions of documents, allowing students to understand how their thinking has developed over time.

    • Personal Library: The ability to store and organise notes for easy retrieval.

  • Intelligent Content Q&A: Our service allows you to train multiple AI tutors using documents you have saved, allowing you to instantly access complex information and understand key concepts from any saved documents. Key features include:

    • Contextual Understanding: AI-driven understanding of complex academic content, whether from lecture recordings, PDFs, digital textbooks, or presentations.

    • Instant Clarification: The ability to ask and receive real-time answers to content-based questions from your own personal AI tutors, facilitating a deeper grasp of the material.

    • Seamless Document Retrieval: Instant access to the content you need from any saved document.

  • Automated Summarization: The ability to generate concise and accurate summaries of saved documents, highlighting key concepts and arguments. This feature helps manage information overload by reducing the time needed for revision and makes it easier to focus on the important points.

  • Multi-LLM Integration: The ability to access different Large Language Model services through a single interface. This provides students with varied explanations and helps them better understand complex concepts, and offers different styles of feedback depending on their needs.

  • Interactive Study Cards: A feature to generate study cards with key topics explained and mnemonic type prompts. This assists with revision and learning through a recall method of study, that is proven to be effective.

  • Test Generation and Evaluation: The ability to generate tests from your saved material, and to evaluate the results, providing a way to actively engage with the material, and to reduce the volume of information you need to memorise. This helps students actively consolidate their knowledge through a structured approach.

  • Lecture to Note Conversion: A mobile app feature that allows students to convert recorded lectures into concise AI-edited notes. This frees students from frantic note-taking during lectures, and allows them to focus on understanding and absorbing the information being provided.

  • Integrated Conversational Web Search: A built-in AI-powered conversational search tool that lets users access and commit information from across the internet, directly to their knowledge base. This allows you to add new documents and resources to your service, quickly and easily.

We strive to provide a seamless, intuitive user experience that seamlessly integrates into the daily academic lives of university students and educators, by reducing anxiety, and increasing efficiency, to help you make the most out of your learning journey.

We reserve the right to modify, suspend, or discontinue any part of our Services, at any time, with or without notice.

3. User Accounts

3.1 Account Creation and Eligibility

To access certain features of our Services, you may be required to create an account. You must be at least 18 years old (or the age of majority in your jurisdiction) and have the legal capacity to enter into a binding agreement to create an account. By creating an account, you represent and warrant that you meet these eligibility requirements. If you are creating an account on behalf of an organization, you represent that you have the authority to bind that organization to these Terms. If you do not meet these criteria, you may not create an account or use our services.

3.2 Account Information

During the registration process, you agree to provide accurate, current, and complete information about yourself, as prompted by the registration form. This information may include, but is not limited to, your name, email address, institution, and a secure password. It is your responsibility to keep this information up to date, and you should change or amend your details if they are no longer accurate. You acknowledge that we have the right to rely on this information being accurate.

3.3 Account Security

You are solely responsible for maintaining the confidentiality and security of your account password and for all activities that occur under your account. You agree to:

  • Choose a strong, unique password that is not easily guessed.

  • Not share your password with any other person or entity.

  • Take all necessary precautions to prevent unauthorized access to your account.

  • Immediately notify us at info@lrnd.ai of any unauthorized use of your account or any other breach of security.

  • Log out of your account at the end of each session, especially if you are using a public or shared computer.

We will not be liable for any loss or damage arising from your failure to protect your account information.

3.4 Account Restrictions

You agree to the following restrictions related to your user account:

  • One Account Per User: You agree to create only one account. We reserve the right to terminate any additional accounts that you create.

  • Accurate Information: You agree not to use a false or misleading name, email address, or any other false information during the registration process.

  • No Account Transfers: You agree not to transfer, assign, or share your account with any other person or entity. Your account is personal to you, and you may not share your login details.

  • No Automated Account Creation: You agree not to use any automated means (such as bots) to create accounts on our Services.

  • Account Name: You agree not to create an account name that may be offensive or that infringes on the rights of any third party.

  • Account Responsibility: You remain responsible for all activity on your account, even if another person uses your account.

3.5 Suspension and Termination of Accounts

We reserve the right, at our sole discretion, to suspend, limit, or terminate your account at any time, with or without prior notice, if we believe that you have violated these Terms, engaged in any fraudulent or illegal activity, or for any other reason we deem appropriate. We are not liable for any losses or damages that you may suffer due to a suspension or termination of your account. We are not required to provide a reason for your account suspension.

3.6 Account Deactivation and Data Deletion

Upon termination of your account by us, or by you, your account will be deactivated and we may, at our discretion, delete any data associated with it. We are not liable for any losses arising from this action.

3.7 Account Recovery

If you lose access to your account, you can use our account recovery process to attempt to regain access. However, we do not guarantee that your account can be recovered, and we are not liable if you are unable to access your account. We may request identification and other security information from you before any account recovery attempts are made.

3.8 Compliance With Local Laws

You must ensure that you comply with all local laws that govern your ability to sign up for an account. It is your responsibility to abide by these laws and we do not take any responsibility if you fail to abide by them.

4. Payment and Fees

4.1 Fees for Services

Some of our Services may require payment of fees. You agree to pay all applicable fees and charges associated with your chosen Service in a timely manner. We reserve the right to change our fees and billing methods from time to time. We will notify you of any such changes reasonably in advance, via email or through an in-app notification. It is your responsibility to check for notifications on our website or on our app.

4.2 Payment Methods

We accept the following payment methods for fees associated with our Services:

  • Credit Cards: We accept major credit cards, including Visa, Mastercard, American Express, and Discover.

  • Debit Cards: We accept payments through major debit cards, including those linked to Visa and Mastercard.

  • Other Methods: We may offer additional payment methods from time to time, which will be specified at the point of purchase.

4.3 Accepted Currencies

We currently accept payments in the following currencies:

  • United States Dollar (USD)

  • Pound Sterling (GBP)

  • Euro (EUR)

You agree to pay in one of the stated currencies only. Any bank charges, or additional surcharges due to your payment method or currency will be your responsibility. It is your responsibility to ensure you have sufficient funds in the correct currency.

4.4 Billing and Payment Process

  • Billing Frequency: Payments for subscription-based services will typically be charged on a monthly or annual basis. We will make it clear at the point of purchase how often you will be charged.

  • Recurring Payments: For subscription services, payments will be automatically renewed and charged at the interval specified at the point of purchase, unless you cancel your subscription prior to the renewal date. It is your responsibility to ensure you know when the subscription will renew.

  • Invoice and Payment Confirmation: We will provide a confirmation email to the registered email address upon successful payment. You can also access your payment history via your account settings. We do not provide invoices automatically, but these are available upon request.

  • Payment Failure: In the event that your payment method is declined, or your payment fails for any reason, we may attempt to charge your payment method at a later point. If we are unable to process payment we will contact you via email. If your payment fails, we reserve the right to suspend or terminate your access to our services until payment is made.

  • Billing Information: You must ensure that the billing information you have provided is accurate, up-to-date and valid. We are not liable for losses that occur due to you failing to do this.

4.5 Taxes and Surcharges

You are responsible for any applicable taxes, duties, tariffs, or surcharges that may arise from your purchase or use of our Services. These may be additional to the stated price and may be charged automatically at the point of purchase, or may need to be paid separately.

4.6 Refund Policy

All purchases are generally non-refundable, except where required by applicable law or where we have made a specific commitment to offer refunds. Please refer to our specific refund policy for further information. If you believe that you are due a refund, then you should contact us via email with your reasoning.

4.7 Free Trials and Promotional Offers

We may offer free trials or promotional offers, which will be subject to specific terms and conditions, as made clear at the point of purchase. Any such offers will only be applicable to certain new users. We reserve the right to end any offers at any time, or to change the terms of those offers.

4.8 Price Changes

We reserve the right to change the fees charged for our Services at any time. We will notify you of any changes to fees that apply to you before they take effect. If you do not agree to any price changes, then you may cancel your subscription.

4.9 Failure to Pay

Where you fail to pay for any service you are using we reserve the right to suspend or cancel your account and access to our services. Any data or content you have saved may be deleted.

4.10 Chargebacks

You agree not to attempt to circumvent our charging structure or to request a chargeback except in extreme circumstances and as agreed with us.

5. Acceptable Use

5.1 General Obligations

You agree to use our Services in a manner that is consistent with all applicable laws and regulations, including but not limited to intellectual property laws, data protection laws, and export control laws. You are solely responsible for your conduct and the content that you upload, transmit, or otherwise make available through our Services. You agree not to use our Services for any purpose that is unlawful or prohibited by these Terms.

5.2 Prohibited Activities

Without limiting the generality of the foregoing, you agree that you will not use our Services to:

  • Unlawful Purposes:

    • Engage in or promote any activity that is illegal, fraudulent, or harmful.

    • Violate any applicable local, state, national, or international law, regulation, or ordinance.

    • Infringe upon the rights of others, including their privacy, intellectual property, or other proprietary rights.

    • Distribute or disseminate any illegal material, such as child sexual abuse material, or materials that promote violence, hatred, or discrimination.

  • Interference and Disruption:

    • Attempt to gain unauthorized access to our Services, user accounts, or any computer systems or networks connected to our Services, through any means, including hacking, password mining, or other illicit means.

    • Interfere with, disrupt, or overburden our Services or servers, or cause unreasonable harm, including by using denial-of-service attacks, viruses, or other harmful technologies.

    • Impersonate another user, person or entity, or otherwise misrepresent your affiliation with a person or entity.

    • Introduce or spread malicious code such as viruses, worms, or trojan horses or any other code or instructions that could cause harm or interrupt the service

  • Content and Communication:

    • Upload, transmit, post, or share any content that is defamatory, libelous, obscene, offensive, threatening, harassing, abusive, discriminatory, or otherwise objectionable.

    • Use our Services to send unsolicited communications or spam, or engage in any form of unauthorized advertising or marketing.

    • Upload, transmit, or post any content that infringes upon the intellectual property rights of any third party, including copyrights, trademarks, patents, and trade secrets.

    • Use automated systems (e.g. bots) to generate excessive traffic or use our resources in any way that overburdens the service

    • Manipulate or attempt to manipulate our services in any way to gain any unfair advantage or benefit.

  • Commercial Misuse:

    • Use our Services for any commercial purpose not explicitly authorized by these Terms.

    • Resell, redistribute, or sublicense access to our Services or any associated content.

    • Use our services to operate a business or service that is competitive with our services or offers similar services.

    • Use our services for the generation of advertising without prior explicit agreement.

  • Data Collection

    • Use any automated or manual process to collect information from our service without our prior written permission

    • Use our services to collect personal information from others without their consent, or if that personal information is considered special category personal data under the GDPR.

  • Reverse Engineering & Security

    • Reverse engineer or attempt to decompile or otherwise discover the source code of any part of our Services.

    • Attempt to circumvent or bypass any security or content protection measures we have implemented.

    • Test our systems in any way that is not explicitly approved without our prior written permission.

5.3 Monitoring and Enforcement

We reserve the right, but not the obligation, to monitor your use of our Services and to investigate any violations of these Terms. We may take any action we deem necessary to enforce these Terms, including, without limitation, suspending or terminating your access to our Services, removing content, reporting violations to law enforcement authorities, and pursuing legal remedies.

5.4 User Responsibility

You are solely responsible for all activities that occur under your account and any content that you upload or transmit through our Services. You agree to take reasonable precautions to ensure the security of your account and to prevent unauthorized access.

5.5 Cooperation with Authorities

You agree to cooperate fully with any investigation by us or law enforcement agencies concerning your use of our Services.

5.6 Reporting Violations

If you become aware of any violation of these Terms, you agree to report it to us immediately using the contact information provided in section 18.

6. Intellectual Property

6.1 Ownership of Our Intellectual Property

All content, materials, designs, graphics, text, software, applications, digital media, audio, video, logos, trademarks, service marks, trade names, and other intellectual property rights ("Intellectual Property") associated with or displayed on our Services, including, but not limited to, the website www.lrnd.ai and our web app www.app.lrnd.ai, are the exclusive property of Italo Limited or its licensors, and are protected by applicable intellectual property laws, including copyright, trademark, patent, and trade secret laws in the United Kingdom, the United States, the European Union, and other jurisdictions.

6.2 Scope of License Granted

Subject to your compliance with these Terms, Italo Limited grants you a limited, non-exclusive, non-transferable, non-sublicensable, and revocable license to access and use our Services, and any associated Intellectual Property, solely for your personal or internal business use, in accordance with these Terms. This license does not include any rights to:

  • Resale or Commercial Use: You are strictly prohibited from reselling, sublicensing, distributing, or using our Services or any associated Intellectual Property for any commercial purposes other than as explicitly permitted by these Terms.

  • Modification and Derivative Works: You may not modify, adapt, translate, reverse engineer, decompile, disassemble, or create derivative works based on our Services or any associated Intellectual Property, except to the extent permitted by applicable law, and even then, only after giving us advanced written notice of your intention to do so.

  • Copying and Distribution: You are not permitted to copy, reproduce, duplicate, transmit, transfer, distribute, or make available to the public any part of our Services or associated Intellectual Property without our express written consent.

  • Use of Trademarks and Logos: You may not use our trademarks, logos, or other proprietary information without our prior written consent, and any such consent may be withdrawn by us at any time, for any reason, without any liability to you.

  • Bypassing Security: You are strictly prohibited from attempting to bypass, disable, or circumvent any security measures, content protection systems, or access controls associated with our Services.

6.3 User Restrictions

You agree not to remove, obscure, or alter any copyright notices, trademarks, or other proprietary rights notices affixed to or displayed within our Services or associated Intellectual Property.

6.4 Enforcement of Rights

We reserve the right to take all necessary legal actions to protect our Intellectual Property rights, including seeking injunctive relief, monetary damages, and any other remedies available under applicable law.

6.5 Third-Party Intellectual Property

Our Services may display content owned by third parties. All rights and licenses to third-party Intellectual Property belong to their respective owners, and Italo makes no claim to ownership of those rights. You agree to respect these third-party rights. Any concerns regarding third-party intellectual property should be directed to the appropriate third party or Italo.

6.6 Feedback

Any feedback, suggestions, ideas, or other information you provide to us relating to our Services or the associated Intellectual Property may be used by us for any purpose without any obligation to you. We retain full ownership of any modifications or improvements made to our Services or associated Intellectual Property, regardless of any input received from users.

6.7 No Transfer of Ownership

Nothing in these Terms shall be interpreted as transferring to you any right, title, or interest in our Intellectual Property, except for the limited license granted to you under Section 6.2.

7. User Content

7.1 User Ownership and Responsibility

Our Services may allow you to upload, post, submit, transmit, or otherwise make available content, including but not limited to text, images, videos, audio, data, information, or any other material ("User Content"). You retain ownership of the User Content that you provide to our Services. You are solely responsible for the User Content that you submit, and agree that it complies with all the requirements set out in these Terms, and that you have the necessary rights to grant us a license.

7.2 License to Use User Content

By uploading, posting, submitting, transmitting, or otherwise making available User Content through our Services, you grant to Italo Limited a non-exclusive, worldwide, royalty-free, perpetual, irrevocable, transferable, and sublicensable license to use, copy, reproduce, modify, adapt, publish, translate, create derivative works from, distribute, perform, and display such User Content in any media now known or hereafter developed for the following purposes:

  • Operation and Provision of Services: To operate, maintain, improve, and provide our Services to you and other users.

  • Promotion of Services: To promote our Services, including in marketing materials, advertisements, presentations, and on social media.

  • Internal Purposes: For internal research, analytics, and development purposes.

  • Sharing with Third Parties: To share with service providers, partners, or other third parties for the provision of the service, or as agreed by our partners for the purposes of operating their services.

This license remains in effect even if you stop using our Services. This license also includes the right to use your name, likeness and other identifying information that is included with the User Content, without obligation of additional payment or compensation.

7.3 User Representations and Warranties

By uploading, posting, submitting, or transmitting User Content to or through our Services, you represent and warrant that:

  • You own or have the necessary licenses, rights, consents, and permissions to use and authorize us to use the User Content as described in these Terms.

  • Your User Content does not violate any applicable laws, regulations, or ordinances.

  • Your User Content does not infringe upon or violate the rights of any third party, including intellectual property rights, privacy rights, or other proprietary rights.

  • Your User Content is not defamatory, libelous, obscene, offensive, threatening, harassing, abusive, discriminatory, or otherwise objectionable, as set out in section 5.

  • You have the full power and authority to grant the license described in Section 7.2 and that such license is freely given and does not breach the terms of any other agreement.

7.4 Content Moderation

We do not endorse and have no obligation to monitor, review, pre-screen, edit, or remove any User Content. However, we reserve the right, at our sole discretion, to:

  • Monitor, review, pre-screen, edit, or remove any User Content at any time, for any reason, without notice.

  • Take any action that we deem necessary in response to User Content that we believe violates these Terms, including suspending or terminating your access to our Services.

  • Disclose User Content to law enforcement or other authorities as required by law or to protect our legal rights, or the rights of third parties, or in response to requests from those agencies.

  • Take action to suspend, limit or terminate your account if you fail to adhere to the conditions set out here.

7.5 Content Backups

You are solely responsible for maintaining your own backups of any User Content that you provide to our Services. We are not responsible for any loss, corruption, or deletion of User Content and make no warranties in relation to the integrity of User Content.

7.6 DMCA and Other Copyright Infringement Policies

If you believe that User Content on our Services infringes your copyright or other intellectual property rights, you may submit a notification to us that complies with the Digital Millennium Copyright Act or other relevant copyright laws in any applicable jurisdiction, for example the EU Directive on Copyright in the Digital Single Market and the UK Copyright, Designs and Patents Act 1988. We will respond to valid notices of alleged infringement in accordance with these laws.

7.7 User Content Does Not Represent Our Views

User Content does not necessarily reflect the views or opinions of Italo Limited. We do not endorse or make any representations about the accuracy, completeness, or reliability of any User Content. We disclaim all liability and responsibility for any User Content submitted by our users.

7.8 No Obligation to Store User Content

We are not under any obligation to store any content that has been provided to us. We reserve the right to delete any or all user content as we see fit.

8. Privacy

8.1 Commitment to Privacy

At Italo Limited, we are committed to protecting your privacy and handling your personal information responsibly. We understand the importance of safeguarding the data you provide to us. We collect, use, share, and protect your personal information in accordance with this Privacy Policy, all applicable laws, and best industry practices.

8.2 Incorporation of Privacy Policy

Our Privacy Policy, available here is an integral part of these Terms of Service and is incorporated herein by reference. By accessing or using our Services, you acknowledge that you have read, understood, and agree to be bound by the terms of our Privacy Policy, as it may be updated from time to time.

8.3 Data Collection and Use

Our Privacy Policy details the types of personal information we collect, how we collect it, how we use it, and who we share it with. This includes, but is not limited to:

  • Information you provide directly to us, such as when you create an account, make a purchase, or contact us.

  • Information collected automatically through your use of our Services, such as your IP address, browser information, device information, and usage data.

  • Information we receive from third parties, such as payment processors and analytics providers.

We use your personal information for the purposes described in our Privacy Policy, which may include, but is not limited to:

  • Providing and improving our Services.

  • Managing your account and purchases.

  • Communicating with you about our products, services, and updates.

  • Personalizing your experience and tailoring content to you.

  • Complying with legal obligations.

  • Protecting against fraud and illegal activities.

8.4 Your Privacy Rights

We respect your rights regarding your personal information. You have the rights to:

  • Access your personal information.

  • Request correction of inaccurate or incomplete information.

  • Request deletion of your personal information, subject to legal limitations.

  • Request restriction of processing of your personal information.

  • Object to the processing of your personal information in certain circumstances.

  • Request a copy of your personal information in a structured, machine-readable format (data portability).

  • Withdraw consent to the processing of your personal information at any time (where processing is based on your consent).

  • Lodge a complaint with the relevant data protection authority if you believe your personal information has been processed unlawfully.

Please see our Privacy Policy for more details on how to exercise these rights.

8.5 Data Security

We take appropriate technical and organizational measures to protect your personal information from unauthorized access, alteration, disclosure, or destruction. However, no method of transmission over the Internet or electronic storage is completely secure, and we cannot guarantee the absolute security of your personal information.

8.6 Data Transfers

We may transfer your personal information to countries outside of your own, including to servers located in the United States, the European Union and the UK, where we operate. Where we transfer your data we will take measures to ensure that your data is protected to an acceptable level in line with data protection regulations.

8.7 Data Retention

We retain your personal information only for as long as necessary to fulfill the purposes for which it was collected, including to satisfy any legal, accounting, or reporting requirements. Please see our Privacy Policy for more details about our data retention practices.

8.8 Children's Privacy

Our Services are not intended for use by children under the age of 16 (or the equivalent age as specified by law in your jurisdiction). We do not knowingly collect personal information from children. If we become aware that we have collected personal information from a child without parental consent, we will take steps to delete that information as quickly as possible.

8.9 Privacy Policy Changes

We may update our Privacy Policy from time to time. We will notify you of any material changes by posting the new Privacy Policy on our website and by taking any other appropriate steps. Your continued use of our Services after any changes to the Privacy Policy constitutes your acceptance of the new Privacy Policy.

8.10 Contact Information

If you have any questions about our Privacy Policy or privacy practices, please contact us using the contact information provided in our Privacy Policy.

9. Disclaimer of Warranties

9.1 "As Is" and "As Available" Basis

You expressly understand and agree that our Services, including all content, materials, products, services, and functionalities made available through or in connection with them, are provided on an "as is" and "as available" basis. This means that we make no promises, guarantees, or representations about the operation, availability, quality, reliability, accuracy, or suitability of our Services for any particular purpose.

9.2 No Express or Implied Warranties

To the maximum extent permitted by applicable law, Italo Limited, its affiliates, directors, employees, agents, and licensors expressly disclaim all warranties, express or implied, including, but not limited to:

  • Implied Warranties of Merchantability: We do not warrant that our Services will be of satisfactory quality, fit for any ordinary purpose, or that they will meet any specific requirements you may have.

  • Implied Warranties of Fitness for a Particular Purpose: We make no warranty that our Services will be suitable for your specific needs or that they will achieve your intended results.

  • Warranties of Title and Non-Infringement: We do not warrant that our Services do not infringe on the intellectual property or other rights of any third party.

  • Warranties Regarding Availability: We do not warrant that our Services will be uninterrupted, error-free, or free of viruses or other harmful components.

  • Warranties Regarding Data Accuracy or Reliability: We do not warrant that any data, content, materials, or information provided through our Services are accurate, complete, reliable, or up-to-date.

9.3 No Guarantee of Results

We make no guarantee that you will achieve any specific results or outcomes from using our Services. Any testimonials, case studies, or examples provided on our website are for illustrative purposes only and do not represent a guarantee of future results or performance.

9.4 Use at Your Own Risk

Your use of our Services, including any content, materials, products, or information obtained through them, is at your sole risk. You are solely responsible for any damage, loss, or adverse effects arising from your use of our Services. You are also responsible for any financial implications resulting from your decision to use our service and for any outcomes of that decision.

9.5 Exclusion of Consequential Damages

We shall not be liable for any indirect, incidental, special, consequential, or punitive damages arising out of or related to the use of our services, even if we have been made aware of the possibility of such damages.

9.6 Reliance on Information

Any reliance you place on any information, materials, or content provided through our Services is at your own discretion and risk. We disclaim all liability for any loss or damage resulting from such reliance. It is your responsibility to verify information obtained through our Services.

9.7 Specific Disclaimers Based on Service

Depending on the services we provide, additional disclaimers may apply. These specific disclaimers will be highlighted in the service description. For example, if we provide educational content, we would state: "We make no warranty that this educational material will ensure you pass any tests or exams."

9.8 No Representation of Complete Accuracy:

We do not guarantee that any information presented is accurate, complete, or up to date. Whilst we attempt to ensure accuracy, we do not represent that it is so.

10. Limitation of Liability

10.1 Exclusion of Certain Damages

To the maximum extent permitted by applicable law, Italo Limited, its affiliates, directors, officers, employees, agents, and licensors shall not be liable for any indirect, incidental, special, consequential, or punitive damages, whether based on breach of contract, tort (including negligence), strict liability, or any other legal theory, arising out of or related to:

  • Your use or inability to use our Services, including any content, materials, products, or services made available through them.

  • Any errors, inaccuracies, or omissions in our Services or any associated content.

  • The cost of procuring substitute goods or services.

  • Unauthorized access to or alteration of your transmissions or data.

  • Any conduct or content of any third party on our Services.

  • Any business interruption or loss of profits, revenue, data, or goodwill.

  • Any reliance you place on the information or content provided by our service.

This exclusion of liability applies regardless of whether we have been advised of the possibility of such damages.

10.2 Maximum Liability

Notwithstanding the foregoing, our total aggregate liability to you for any and all claims arising out of or related to our Services, these Terms, or your use of our Services, regardless of the form of action, will be strictly limited to the lesser of:

  • The total amount you paid to us for the applicable Services in the twelve (12) months immediately preceding the event giving rise to the liability; or

  • One Hundred Pounds Sterling (£100.00).

This limit applies even if any other remedy under these Terms is deemed to have failed of its essential purpose.

10.3 Allocation of Risk

You acknowledge and agree that the foregoing limitations of liability are an essential element of these Terms and reflect a fair and reasonable allocation of risk between you and Italo Limited. You agree that we would not enter into these Terms if these limitations were not in place.

10.4 Limitations in Certain Jurisdictions

Some jurisdictions do not allow the exclusion or limitation of certain types of damages, such as incidental or consequential damages, or the limitation of liability for death or personal injury. In such jurisdictions, our liability shall be limited to the maximum extent permitted by law. The limitations set out in this section will apply to the maximum extent that they are allowed in your jurisdiction.

10.5 User Responsibility

You acknowledge that you are responsible for any consequences arising from your own actions when using our services. We do not take any responsibility for any losses that result from user error.

10.6 Third-Party Responsibility

We have no liability for any actions or omissions by third parties that may impact your use of the service.

10.7 Indemnity

Your obligations under the Indemnification section of these Terms will not be impacted by this Limitation of Liability section, and you will remain responsible for those claims.

10.8 No Liability for Free Services

If you are using a free service we offer, we do not accept any liability for any losses that arise from you using our free service.

11. Indemnification

11.1 Your Obligation to Indemnify

You agree to indemnify, defend, and hold harmless Italo Limited, its affiliates, directors, officers, employees, agents, licensors, and service providers (collectively, the "Indemnified Parties") from and against any and all claims, liabilities, damages, losses, costs, expenses, and fees (including reasonable attorneys' fees and costs of litigation), arising out of or related to:

  • Your access to or use of our Services, including any content, materials, products, or services made available through them.

  • Your violation or breach of these Terms of Service or any applicable law, regulation, or ordinance.

  • Your violation or infringement of any third-party rights, including but not limited to intellectual property rights, privacy rights, or other proprietary rights.

  • Any content you upload, submit, transmit, or otherwise make available through our Services, including, but not limited to any user content, communications, or materials.

  • Your misuse or negligence in the use of our services.

  • Any dispute between you and another user of our service.

  • Your breach of any agreement you enter into with a third party that has been introduced to you via our services.

This indemnification obligation includes all actions, proceedings, claims, demands, expenses and costs (including, but not limited to, legal fees) that arise in any way.

11.2 Indemnification Process

In the event of any claim or action for which indemnification may apply, we shall:

  • Promptly notify you in writing of any claim for which we believe this clause may apply.

  • Permit you to control the defense and settlement of such claim (provided you have sufficient insurance to meet any likely liability, as reasonably decided by us).

  • Reasonably cooperate with you in your defense of such claim, at your expense.

  • Be able to participate in your defense of such a claim.

We reserve the right to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which case you will fully cooperate with us and our chosen representative in asserting any available defenses. Your indemnification obligations will remain in effect even if we take over the claim.

11.3 Attorneys' Fees

The indemnification obligation includes the reimbursement of reasonable attorneys' fees, court costs, and other expenses incurred by the Indemnified Parties in connection with any claim for which you are required to provide indemnification.

11.4 Survival

Your indemnification obligations under this section shall survive any termination or expiration of these Terms of Service or your use of our Services. Your obligation to indemnify us is perpetual.

11.5 No Limitation

This indemnification obligation is in addition to and not in place of any other rights and remedies that we may have under the law or these Terms of Service. The fact we have this indemnification right, does not mean we are required to pursue it.

11.6 User as Sole Responsible Party

You acknowledge that you are the sole responsible party for your actions on our service. This indemnification obligation is not limited by our actions or omissions.

12. Governing Law and Jurisdiction

12.1 Governing Law

These Terms of Service, including all matters arising out of or relating to them, your access to and use of our Services, and any disputes or claims related thereto, shall be governed by and construed in accordance with the laws of England and Wales, without regard to its conflict of law principles. This means that the laws of England and Wales will be used to interpret and enforce this agreement, regardless of your location or the jurisdiction where you are using the Service.

12.2 Exclusive Jurisdiction

You irrevocably agree that any legal suit, action, or proceeding arising out of or relating to these Terms, your use of our Services, or any dispute or claim related thereto, shall be brought exclusively in the courts of England and Wales. You hereby submit to the personal jurisdiction of such courts for the purposes of any such action. This means that you agree that all legal actions must be brought in the courts of England and Wales, and you accept that this court can rule on your case.

12.3 Application to Non-UK Users

While these Terms are governed by the laws of England and Wales, we recognize that our Services may be accessed by users located in the United States, the European Union, and other jurisdictions. By accessing or using our Services, you agree that the laws of England and Wales will apply to your relationship with us and will supersede any conflicting laws in your jurisdiction.

12.4 Exception for Consumer Protection Laws

Notwithstanding the foregoing, nothing in these Terms shall be construed to limit, restrict, or waive any mandatory consumer protection rights or provisions that may be applicable to you in your local jurisdiction under applicable mandatory law. In the event of a conflict between these Terms and such mandatory consumer protection laws, the provisions of the mandatory consumer protection laws will take precedence to the extent necessary.

12.5 Alternative Dispute Resolution

Before initiating any legal proceedings, we encourage you to contact us to discuss and attempt to resolve any issues amicably through good-faith negotiations. We aim to resolve any issues you have without the need for legal intervention. However, this is not a binding obligation and you may seek legal recourse at any point.

12.6 Venue

You agree that the venue for any legal action or proceeding arising out of or related to these Terms or your use of our Services shall be in the courts located in London, England, unless otherwise agreed by us in writing.

12.7 International Operations

We recognize that our services may be accessed from multiple countries. We will attempt to respect the laws of each jurisdiction, however, we will make use of these terms to decide which laws take precedence in the event of a dispute.

13. Dispute Resolution

13.1 Commitment to Amicable Resolution

At Italo Limited, we are committed to resolving any issues or disputes you may have with our Services in a fair, efficient, and amicable manner. We believe that most disagreements can be resolved through open communication and good-faith efforts. Therefore, we encourage you to contact us directly if you have any concerns or complaints before resorting to formal legal proceedings.

13.2 Informal Dispute Resolution Process

In the event of a dispute, you agree to first attempt to resolve the matter through the following informal process:

  • Initial Contact: You agree to first contact us using the contact information provided in section 18. You should clearly explain your issue and the remedy you are seeking.

  • Good Faith Negotiations: We agree to engage in good-faith negotiations to attempt to resolve your issue to your satisfaction. We aim to respond to your complaint within 7 working days.

  • Escalation: If your issue is not resolved after an initial response, you can request that your complaint is escalated to a more senior member of our team, who will attempt to find a suitable resolution.

We expect that both parties shall make reasonable attempts to resolve the issue without resorting to legal action. However, this agreement does not prevent either party from taking legal action if they are not happy with the response provided by us.

13.3 Formal Dispute Resolution - Litigation

If the informal dispute resolution process is unsuccessful, or if you believe that the informal process is not appropriate for your particular dispute, you may pursue formal dispute resolution through litigation in the courts of England and Wales, in line with the terms of our Governing Law and Jurisdiction section. You agree that litigation will be brought only in the courts of England and Wales, as described in section 12.

13.4 Costs of Litigation

Each party shall bear its own legal fees, costs and expenses related to any formal legal action, unless the court orders otherwise.

13.5 Alternative Dispute Resolution (ADR) Options

While we prefer initial efforts through good-faith negotiations, we do not prohibit your use of other Alternative Dispute Resolution (ADR) methods. However, any ADR process must be agreed upon by us before being initiated, and will be subject to our internal policies, and the rules of the ADR provider. We are not obligated to use ADR where we do not think it is appropriate to do so. You must contact us before initiating any ADR.

13.6 No Class Actions or Representative Proceedings

You agree that any disputes or claims between us will be handled on an individual basis. You agree not to bring or participate in any class action lawsuit, consolidated action, or any other form of representative or collective proceeding against Italo Limited. You agree not to consolidate your claim with any other claim or party.

13.7 Injunctive Relief

Notwithstanding anything in this section, either party may seek injunctive or other equitable relief in any court of competent jurisdiction, to prevent the actual or threatened violation of these Terms, or to protect their intellectual property or confidential information. The pursuit of injunctive relief does not prevent either party from pursuing other legal avenues in our chosen jurisdiction.

13.8 Severability

If any portion of this dispute resolution section is found to be invalid or unenforceable, the remaining portions shall continue to be valid and enforceable.

13.9 Time Limit for Claims

Any claim relating to our service must be brought within one year of the date the claim arose.

14. Termination

14.1 Termination by Italo Limited

We reserve the right, at our sole discretion and without prior notice, to suspend, limit, or terminate your access to all or any part of our Services, including your user account and any associated content, for any reason, including but not limited to:

  • Violation of Terms: If you violate these Terms of Service, including, but not limited to, the Acceptable Use guidelines (Section 5), the Intellectual Property clause (Section 6), the User Content rules (Section 7), or any other provision of these Terms.

  • Unacceptable Conduct: If you engage in any behavior that we deem to be unacceptable, harmful, abusive, or disruptive to our Services or other users.

  • Illegal Activities: If we suspect that you are engaging in any illegal, fraudulent, or harmful activities through our Services.

  • Non-Payment of Fees: If you fail to pay any fees or charges associated with your use of our Services in a timely manner.

  • Technical Issues: If there are technical difficulties or interruptions that affect our ability to provide our Services to you.

  • Business Reasons: If we decide to discontinue any aspect or all of our services.

  • Policy Updates: If you do not agree to any updates to our policies.

  • Violation of Third-Party Rights: if you have breached the rights of any third party using our service.

We are not required to provide you with a reason for termination and are not liable to you for any damages that may result from terminating your account.

14.2 Termination by You

You may terminate your account and your use of our Services at any time by following the cancellation procedures specified within your account settings or as provided in our help documentation. Your ability to access our service will terminate immediately.

14.3 Effect of Termination

Upon any termination of these Terms or your access to our Services, whether by you or us:

  • License Revocation: All licenses and rights granted to you under these Terms, including the right to access and use our Services and any associated content or intellectual property, will immediately cease.

  • Account Deactivation: Your user account will be deactivated, and you will no longer be able to access your account or any associated data or content.

  • Data Deletion: We may, at our discretion, delete or destroy any User Content, data, or information associated with your account, and we are not responsible for any loss of your content after the termination date.

  • Outstanding Obligations: You will remain liable for any outstanding payment obligations or any other financial obligations to us.

  • Survival of Terms: Certain provisions of these Terms will survive termination, including, but not limited to, the Intellectual Property clause (Section 6), the Disclaimer of Warranties (Section 9), the Limitation of Liability (Section 10), the Indemnification clause (Section 11), and the Governing Law and Jurisdiction clause (Section 12), and any related dispute resolution terms, including the time limit for initiating legal action.

  • No Refunds: Unless agreed with us, you will not be entitled to a refund for any monies paid.

14.4 Assistance with Termination

If you require assistance to terminate your account or if you wish to make a copy of your user content prior to account deletion, you can contact us using the contact details provided in section 18 of these terms and we will attempt to assist you where possible. You should contact us as soon as you decide to cancel your account, and we do not guarantee your ability to obtain user content after the point of termination.

14.5 Continued Access

You accept that we may block your access to our service, or restrict it in some way, after termination.

15. Changes to Terms

15.1 Right to Modify

We reserve the right, at our sole discretion, to modify, amend, revise, update, or otherwise change these Terms of Service, including any of our policies, procedures, or other documents incorporated herein, at any time and without prior notice, except as otherwise required by applicable law. We may make such changes to reflect changes to our business practices, legal requirements, user feedback, or for any other reason that we deem necessary.

15.2 Notification of Changes

We will notify you of any material changes to these Terms by taking reasonable steps, such as:

  • Posting the Revised Terms: Posting the updated Terms of Service on our website at www.lrnd.ai and/or our web app at www.app.lrnd.ai. The "Last Updated" date at the beginning of these Terms will be revised to reflect the date of the last modification.

  • In-App Notifications: Displaying a notice within our app that indicates the Terms of Service have been updated (where applicable).

  • Email Notification: Sending an email notification to the email address associated with your account (if applicable), notifying you of the update.

  • Pop Up Message: Displaying a pop up message when you next use our service to inform you of the policy update.

The method of notification may vary depending on the nature and significance of the changes made, and we do not guarantee to provide notice by all methods in every instance. We will choose the methods that we believe are the most efficient.

15.3 Your Responsibility to Review

It is your responsibility to periodically check our website and your account (if applicable) for any updates to these Terms of Service. We encourage you to regularly review the Terms to stay informed of any changes. We will attempt to provide clear notice, but ultimately it is your responsibility to check for updates.

15.4 Effective Date of Changes

All changes to these Terms will be effective immediately upon posting on our website or in-app, unless we specify a different effective date in our notification. Your continued access to or use of our Services following the posting of revised Terms constitutes your acceptance of the new Terms. It is your responsibility to stop using our services if you do not agree with any changes.

15.5 Binding Effect

The most current version of these Terms of Service will always be binding on you, from the date of posting. If you access and use our services, you agree to be bound by our latest terms, without the need for any further acceptance.

15.6 No Individual Agreements

We do not agree to negotiate any individual contracts with users. You can only use our service if you agree to these terms. We are under no obligation to create different terms or policies for individual users, and these terms are binding on all of our users.

15.7 Express Consent

You acknowledge that these terms provide express consent for us to make changes to them. Your continued use of the service will constitute further consent for those changes.

16. Severability

16.1 Intent of the Parties

The parties acknowledge and agree that it is their intent to give full effect to these Terms of Service to the greatest extent possible. It is also our intention to ensure that our services are legally binding in their entirety.

16.2 Severability Clause

If any provision of these Terms of Service, or part of a provision, is found by any court of competent jurisdiction to be invalid, illegal, unenforceable, or contrary to law for any reason, that provision, or part of a provision, shall be deemed severed and shall be modified to the least extent necessary to make it valid, legal, and enforceable. The remainder of these Terms of Service shall continue in full force and effect and shall be construed in a manner that reflects the original intent of the parties, as close as is possible under the law.

16.3 Impact of Partial Invalidity

The invalidity, illegality, or unenforceability of any specific provision or part of a provision shall not affect the validity, legality, or enforceability of the remaining provisions of these Terms of Service. It is not our intention to render the whole agreement void because of a single invalid clause, and the remaining clauses will continue to stand.

16.4 Modification of Invalid Provisions

If any provision of these Terms is deemed unenforceable, the provision should be modified to reflect the intent of the provision in a way that is both valid, and lawful, where possible. You agree to accept that any changes made to the terms for this purpose, are an automatic update to these terms that we can implement without further agreement from you.

16.5 Interpretation of Terms

It is the intention of the parties that each provision of these Terms of Service shall be interpreted in a manner which is valid and enforceable under all applicable laws, and that should a term be invalid or unenforceable it shall not mean that the rest of the document is unenforceable.

16.6 Example

An example of this would be: if a jurisdiction rules that a particular liability limitation is invalid or unenforceable, the rest of the liability limitation clause will be considered valid and enforceable to the maximum extent permitted by law in that jurisdiction, and this would not affect the rest of our terms.

17. Entire Agreement

17.1 Complete Understanding

These Terms of Service, along with our Privacy Policy, which is incorporated herein by reference, and any other documents explicitly referenced within these Terms, constitute the entire agreement and understanding between you and Italo Limited regarding your access to and use of our Services. This means that this document contains the complete agreement between you and us and that any other previous agreements will no longer be valid.

17.2 Supersedes Prior Agreements

These Terms of Service supersede all prior or contemporaneous agreements, understandings, representations, negotiations, and discussions, whether oral or written, between you and Italo Limited, relating to the subject matter of these Terms. This also includes any marketing or advertising material that has been shared prior to entering into this agreement.

17.3 No Additional Terms

You acknowledge that you are not relying on any representations, warranties, or understandings not expressly contained within these Terms of Service. This agreement is based solely on the contents of these terms of service and our privacy policy.

17.4 Order of Precedence

In the event of any conflict or inconsistency between these Terms of Service and any other document or agreement referenced in these Terms, these Terms of Service shall prevail, unless the other document explicitly states it is intended to supersede these Terms.

17.5 No Unwritten Agreements

You agree that there are no unwritten agreements between you and Italo limited. All aspects of this agreement can be found in this terms of service and in our privacy policy.

17.6 Changes to this clause

Any changes to this clause, or any alteration or waiver of it must be completed by a signed document between you and Italo limited.

18. Contact Information

18.1 General Inquiries

If you have any general questions, comments, or concerns about our Services, these Terms of Service, or our Privacy Policy, you can contact us through the following channels:

  • Email: You can send us an email at [email protected]. We will aim to respond to your inquiry within a reasonable timeframe, typically within 7 working days.

  • Postal Address: You can send correspondence to our registered office at:
    Italo Limited
    33 Matthew Close, London, United Kingdom, W10 5YL

18.2 Data Protection Inquiries

If you have questions or concerns related to our data protection practices, or if you wish to exercise your data protection rights, you can contact our Data Protection Officer (DPO) at:

  • Email: You can send an email to our Data Protection Officer at [email protected]. Our DPO will respond to your inquiry within a reasonable timeframe.

18.3 Legal Inquiries

If you have any legal inquiries, notices, or concerns regarding these Terms of Service, please contact our legal team using:

  • Email: You can send an email to info@lrnd.ai. Any emails to this address will be handled directly by our legal team.

  • Postal Address: You can send legal notices or any official legal correspondence to our registered office address stated above.

18.4 Technical Support

If you require technical support or assistance with our Services, please contact our technical support team through:

  • Email: You can send an email to info@lrnd.ai. Our support team aims to respond within one working day.

  • In-App Support: If applicable, you can also access support options within our application.

18.5 Reporting Violations

If you become aware of any violations of these Terms of Service or any other concerns regarding the use of our services, you are encouraged to report them to us immediately using:

  • Email: Send details of any violations to info@lrnd.ai. Please provide as much information as possible, so we can investigate the matter fully.

18.6 Response Times

While we aim to respond to all enquiries promptly, response times may vary depending on the nature of your enquiry. We do not guarantee that we will respond within any specific time frame, however, we will attempt to respond as soon as is reasonably possible.

18.7 No In-Person Contact

We do not offer any in-person contact for issues relating to our terms of service, privacy policy, or use of the service. All contact should be by email or postal address, as provided.

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