Terms & Conditions

The Jargon

In these terms and conditions, we have given specific meanings to the following words:

‘customer’‘you’ ‘your’ means the individual or organisation which is named as our customer when signing up for a flick subscription, and who is contracting with flick under these terms and conditions, which shall, where the context permits, include the customer’s directors, officers, employees, agents, volunteers or authorised personnel.

‘account administrator’ means the individual or appointed person within the customer’s organisation who will act as a key contact for that organisation and will have access to the administration functionality on flick’s website.

‘account’ means a current subscription to the service.

‘data protection legislation’ means the Data Protection Act 2018 (DPA), UK GDPR and the EU General Data Protection Regulation (EU 2016/679) (‘GDPR’) and any national implementing laws, regulations and secondary legislation, as amended or updated from time to time, in the UK and any successor legislation to the DPA or the UK GDPR or the EU GDPR.

‘service’ is subscription-based access to online e-learning courses and resources.

‘subscription fees’ is the sum/amount payable by the customer for the term of their access to our service.

‘subscription period’ – means the period of time - either monthly or annual - that the service is purchased for.

‘terms and conditions’ means these terms and conditions as found here: https://www.flicklearning.com/terms as amended or varied from time to time.

‘us’ , ‘we’ and ‘our’ refers to flick learning limited, a company registered in England with registered number 09270577 and having its registered office at Fargo Studios, 54 Grafton Street, Coventry, CV1 2HW (‘flick’).

‘website’ means the flick website located at www.flicklearning.com.

‘your data’ ‘customer data’ means any and all data (including commercially sensitive data and personal data comprised in the user details, data, imagery, trade marks, text or organisational information or other files or documents entered or uploaded by you – or on your behalf or created as a result of the customer or any user using the services (including but not limited to certificates), while using the service or opening an account, or which flick is required to generate, process, store or transmit in the provision of the services.

These Terms & Conditions

acceptance of terms: this website is provided by flick which provides the service subject to the following terms and conditions, which may be updated by us from time to time without notice to you. By using this website and/or applying for an account you are indicating your acceptance of these terms and conditions.

additional items: in addition to these terms and conditions, you will also be subject to any guidelines, pricing or other rules applicable to the service, which is posted on our website from time to time. All such guidelines, pricing and rules are automatically incorporated by reference into these terms and conditions.

The Service

The service is subscription-based access to online e-learning courses and additional resources. The service provides the customer with access to all courses and resources available through our website or app. The service is continually changing and is described in more detail on our website.

creating an account

In order to use the service, you must apply via our website for an account or by contacting flick learning directly.

If you are applying on behalf of your business, please ensure that you name the correct entity (sole trader, LLP, limited company, school, charity, PLC etc) as the customer; the contract will be formed between the named customer and flick. You must only apply for an account in the name of a customer with the express authority of that person or entity. A binding contract is formed between flick and the customer when we email confirmation of your account. These terms and conditions shall govern the agreement between flick and the customer.

We reserve the right, at our discretion, not to accept an application to create an account. This may be for any reason. No charge will be made by us for declined applications.

accessing and using your account

once your account has been created, we will issue you with a username and password.

unless permitted below, the customer may not permit any third party to access or use their account.

customers are not permitted to share accounts.

you are encouraged to secure your account with a strong password consisting of letters, numbers and special characters.

the customer may create additional users within the account on behalf of individuals within their organisation (some subscription packages may have limitations on the number of additional users which can be added – please check our website for details).

if the customer has created a user profile which is no longer needed, it can be reallocated back to your organisation providing it has never been accessed. If the profile has been used (logged in to), it can be archived, but will not be reallocated back to your organisation until the subscription has renewed.

once a profile has been removed, you shall be entitled to have a copy of your data including all progress and certification on that profile before flick shall permanently delete the profile.

you can upgrade your account to the next subscription level, or purchase additional places at the same rate per user at any time by contacting our client services team, and by paying any further applicable fees.

the expiry date of any additional places purchased will be in line with your existing monthly or annual subscription.

whilst your account is active, you and all registered users within your organisation will have access to all courses, additional resources, certificates of completed courses and reports.

if you purchase a subscription from us online, your account will be opened usually within one working day, and you will receive your login details to access the account along with the paperwork to add additional users (depending upon the subscription size you have purchased). If you purchase from us directly, your subscription period will commence either from the date you request it to start, or within 12 weeks from the date of invoice.

Please note: once your subscription has expired, no access will be given to any user, including any account administrator, to completed certificates or reports.

Your Rights

From our confirmation of the creation of an account, we grant the customer and its authorised personnel a non-transferable, non-exclusive licence to access and use the service in accordance with these terms and conditions for the duration of the account.

Conditions

The above licence is strictly subject to compliance with these terms and conditions by the customer and its authorised personnel. Access to the service may be suspended at any time for reasonable cause.

Your Obligations

You must:

only use the service for the customer’s own business purposes.

only use the service for legal purposes in accordance with honest trade practices.

use reasonable endeavours to maintain the security of all login details for the account.

only attempt to access the service using the authorised login details of the customer.

comply with our reasonable requests and directions as to your use of the service notified to you from time to time.

take full responsibility for the compliance with these terms and conditions by anyone accessing the service using your account, including your authorised personnel.

You must not:

do anything which could reasonably be expected to damage, disable, overburden or materially impair the service or our website and systems generally or which is likely to interfere with any other party’s use or enjoyment of the service.

use the service to infringe any third party intellectual property rights.

infringe, challenge or dispute our ownership of the intellectual property rights in the service.

seek to provide the service to any third party in any way not expressly permitted by your account.

Security

The customer is ultimately responsible for administering and safeguarding any login details and passwords created to control access to its account. Please keep any such details secure. Please let us know immediately if you think that there has been any unauthorised attempt to access the service without permission.

Free trials and free course demos

free trials: no charge for use of the service will be made during any free trial period. If the customer requires more time to trial our service, they may request an extension by making contact with our client services team. Any extension will be granted following discussions with someone in our client services or sales teams. We aim to accommodate all requests for extensions, whilst reserving our right to decline. We may withdraw any free trial services at any time without notice. Certificates are not available or accessible for any course completed within a free trial.

course demos: no charge for use of the service will be made during any demo access. The customer is entitled to benefit from as many course demos as they wish.

Please note: customers who sign up for free trials or course demos are giving consent to be sent marketing material from flick learning limited, and to being added to our marketing mailing lists.

Your Data

rights in your data: you have sole responsibility for the accuracy and reliability of your data provided to flick by you or on your behalf. You retain ownership and/or control of any copyright, trademarks, database rights and any other intellectual property rights in your data.

When uploading results from previous training providers onto the system, flick will not validate your results and does not warrant the accuracy of the information you submit.

Intellectual property ownership in your data will not be transferred to us.

We will only use your data to the extent necessary to provide the service during the subscription period, except that we reserve the right to disclose your data to law enforcement and/or regulatory officials in the investigation and/or determination of alleged unlawful activities and legal disputes.We shall keep a record of and inform you in the event of such disclosure.

You warrant that you have the rights to use your data online via the service.

Both flick and the customer will comply with all applicable requirements of data protection legislation. The provisions of this agreement are in addition to and do not relieve, remove or replace a party’s obligations under data protection legislation.

flick and the customer acknowledge that for the purpose of data protection legislation, the customer is the data controller and flick is the data processor (where the data controller and the data processor have the meanings as defined in data protection legislation) of any personal data provided or accessed.

flick shall process the customer data only to the extent, and in such manner, as is necessary for it to comply with its obligations to provide the service, and in accordance with the customer’s instructions from time to time, and shall not process the customer data for any other purpose. flick will keep a record of any processing of customer data it carries out on behalf of the customer which shall be provided to the customer on request.

flick shall ensure that access to the customer data is limited to those employees who need access to the customer data to meet flick’s obligations in delivering the service. flick shall ensure that all employees are informed of the confidential nature of the customer data; have undertaken training in and comply with data protection legislation relating to handling customer data; are aware of both flick’s duties and their personal duties under such data protection legislation.

flick shall ensure that the customer data and any other data or customer information of the customer and any resulting output during the course of the provision of the service are kept secure and in encrypted form, and shall use all reasonable security practices and systems applicable to the use of the same to prevent, and take prompt and proper remedial action against, unauthorised or unlawful access, copying, modification, storage, reproduction, display, distribution or destruction of the same.

flick warrants and represents that it has in place appropriate technical and organisational precautions and measures to prevent the unauthorised or unlawful processing, accidental loss or destruction of or damage to customer data to ensure the customer’s compliance with its obligations under data protection legislation and to ensure a level of security appropriate to:

(a) the harm that might result from such unauthorised or unlawful processing or accidental loss, destruction or damage; and

(b) the nature of the customer data to be protected.

flick will not download the customer data and shall not transfer or store customer data outside of the European Economic Area.

flick shall not authorise a third party subcontractor to process customer data.

flick shall not disclose customer data to any data subject or third party other than at the written request of the customer.

If flick receives any complaint, notice or communication which relates directly or indirectly to the processing of the customer data, or to either party’s compliance with data protection legislation it shall immediately notify the customer and shall provide the customer with full disclosure of the event.

At the customer’s request, flick shall provide a copy of all customer data held by flick in the format and on the media reasonably specified by the customer.

flick shall provide the customer with full cooperation and assistance in relation to any request made by a data subject (as defined in data protection legislation).

flick shall upon written notice from the customer, and in any event upon expiry of your account, or termination for any reason, return all customer data and copies thereof and delete all customer data unless required by applicable law to store such customer data, which must be notified to the customer in writing within 10 days of the date of expiry of termination.

flick shall indemnify and keep indemnified the Customer against all third party actions, proceedings, 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 the Customer arising out of or in connection with flick’s breach of or failure to comply with its obligations under this Agreement or the Data Protection Legislation.

All flick data is backed up in the evening with encrypted copies of the backup data provided to multiple secure locations. Backed up data is stored for a maximum of 3 months after initial backup date.

rights in our software and our website: all copyright, database rights, trade marks and other intellectual property rights in the service (including any such rights in our website) are either owned by or licensed to us and nothing in these terms and conditions shall transfer any ownership rights to the customer or any third party.

third party features: all copyright, database rights, trade marks and other intellectual property rights in any external data sources or embedded third party services used in the service are the intellectual property of the relevant third party provider.

copyright and intellectual property ownership: the content of all flick courses – including text, copy, imagery, animation, interactivity and assessments belongs exclusively to flick learning. This applies even where flick has customised an existing course on request – and on payment of the appropriate fees - to meet the specific requirements of a customer’s organisation. A customer’s access to a customised course will cease upon closure of their account.

additional services offered by flick: flick offers a range of chargeable, optional additional services available to customers designed to enhance and personalise their use of the service. These include, but are not limited to, customisation of the site and our e-learning courses, uploading and hosting customer content – including videos, pdfs, documents, policies and SCORM files, additional administrative services, bespoke course creation and so on.

A full list and further details and pricing can be seen here.

Closing and account

cancellation by you: you may close your account, if purchased online, at any time by accessing the service. To cancel a subscription, if you have purchased online from our website, an administrator within your organisation will need to select the ‘cancel subscription’ button within their dashboard panel. A member of the client services team at flick will email the administrator within 2 working days to confirm cancellation of your account, detailing your last day of access, and confirming that no further payments will be taken. No further subscription fees will be billed and no refund will be made of any subscription fees already billed and paid except at our discretion.

If you cancel your account, the service and your data will remain accessible by you until the subscription period that you have already paid for expires, after which your account will be blocked and your data shall no longer be publicly accessible via the service. We will provide you with a copy of your data on request and securely and permanently delete your data from our systems after 3 years.

If you later decide to re-subscribe to the service, your service will be billed at the subscription fee displayed on the flick website flicklearning.com on the day you re-start your subscription.

suspension and closure by us in the event of a problem: if you, or any other user of your account, fails to abide by these terms and conditions, or if the subscription fees are not paid on time, we reserve the right to suspend your access to the service and/or permanently cancel your account. If we withdraw access to the service because these terms and conditions have been breached, no refund will be payable by us.

non-fault closure by us: in addition to our other rights under these terms and conditions, we also reserve the right to close any account (including during any free trial period) for any reason by giving one months’ notice and refunding any unused subscription fees on a pro-rata basis.

Paying for the service

subscription fees: after any free trial period is over, a subscription fee for use of the service is payable monthly or annually in advance by the customer, depending upon the subscription that you choose. The current pricing is advertised on our website and we may vary this from time to time, but the subscription fee shall apply for the initial subscription period.

how payments are made: we use a third party to manage our customer subscription transactions for online purchases. Payments are arranged using a direct debit.

term of subscription for online purchases from our website: we will continue to supply the customer’s subscription and take further payment using the credit or debit card details provided to us or updated by you and/or invoice you every month or year thereafter until your subscription is cancelled and your account is closed. Our third party payment provider will notify you before taking payments in accordance with the prevailing terms and conditions of the Direct Debit scheme.

The customer must ensure that we have complete and accurate billing and contact information throughout the subscription period, including the full name of the customer, its business address, and a billing contact email address. If subscription fees become overdue, because for example the customer’s credit card has expired, we reserve the right to suspend your access to the service until the balance is paid and/or we may close your account permanently without notice. If the service is suspended, the customer must contact flick directly to correct the payment error.

Please note: all subscription purchased via flicklearning.com are self-managed and will automatically renew unless an administrator of the account has selected the ‘cancel subscription’ button within their admin dashboard.

In the event that an incorrect subscription is purchased, we will pass on the payment processing fee (plus VAT if applicable) charged by our payment provider to the customer where applicable.

VAT: prices on our website are quoted in UK pounds sterling and exclude VAT, which is also payable.

Where purchases are agreed through direct contact with the team at flick, an invoice will be issued to the customer for the subscription period requested, which must be paid in full before an account is opened, and the service may be accessed. Towards the end of the subscription period, the customer will be contacted directly by flick learning to discuss purchase of a further subscription; renewal of your subscription is not automatic in these circumstances.

We reserve the right to review/increase the price of our subscriptions upon renewal in line with the rate of inflation, though will notify you if that is the case when your renewal comes due.

In the event that an invoice remains unpaid, commercial interest will be charged on a daily basis at 4% above the prevailing base rate of the Bank of England, at the time of interest being claimed. In the event of ‘statutory interest’ being higher than 4% over base, the higher rate will prevail.

non-payment: we shall be under no obligation to provide the service if the subscription fee (plus VAT) is not paid to us on time.

Disclaimer

This section restricts the extent to which we are liable for any losses which may be suffered in connection with your use of the service. It also requires the customer to compensate us for any loss we suffer as a result of your failure to comply with these terms and conditions.

availability: we will use commercially reasonable efforts to make the service available 24 hours a day, 7 days a week, except for:
- planned downtime or maintenance (which we shall try to keep to a minimum and give at least 8 hours’ electronic notice, and which we shall schedule to the extent practicable during Saturday and Sunday BST)
- any availability caused by circumstances beyond our reasonable control, including for example, an act of God, act of government, flood, fire, earthquake, civil unrest, act of terror, strike or other labour problem (other than one involving our employees), internet service provider (or other third part) failure or delay, or denial of service attack
no guarantees: we make no guarantee that the service will be suitable for your intended use, neither do we guarantee that it will be error free, timely, reliable, entirely secure, virus free or available, especially since we are dependent on the reliability of the internet and your use of your own computer to access the service. The customer will review all training content in advance of inviting users to complete training. The customer will warrant that the training content is suitable for their organisation and meets their requirements.
If a customer would like a custom course to suit specific requirements, flick will customise any course or create a new course for an additional fee. Once created, the course(s) will be available exclusively for that customer.
exclusion of our liability: you use the service entirely at your own risk. We do not restrict our liability (if any) for personal injury or death resulting from our negligence, for fraud committed by us or for any matter which it would be illegal to limit or to attempt to restrict. We exclude all other liability and responsibility for any amount or kind of loss or damage arising in connection with the service (even if we have been advised of their possibility).
limitation of our liability: where we are not legally entitled to exclude our liability, our total liability for any loss or damage relating to the service (or to our website generally) shall not exceed an amount equal to the subscription fees which the customer has paid to us in the previous month.
liability to us: the customer shall be solely responsible for any content published via its account. The customer shall be held liable for any reasonable costs and expenses incurred by flick as a result of a breach of these terms and conditions by you or anyone accessing your account with your permission.
third party rights: no person other than flick and the customer shall have any rights to enforce these terms and conditions. No third party shall have any rights under the Contracts (Rights of Third Parties) Act 1999 to enforce any term of this agreement, but this does not affect any right or remedy or a third party which exists, or is available, apart from that Act.

General legal matters

entire agreement: these terms and conditions, the terms of use and our privacy policy describe the entire agreement between the customer and us regarding the service, and supersede any prior understandings or agreements. The headings are for convenience only and shall not affect the construction or interpretation of these terms and conditions.

changes to this contract: we reserve the right to change these terms and conditions as specified above from time to time. Changes to these terms and conditions will be posted here on our website and will be effective immediately except for changes to fees, which shall become effective from your next billing cycle as specified above. Therefore you should regularly review this page to check for changes in these terms and conditions. Any continued use of the service will be deemed to constitute acceptance by the customer of all of the new terms. These terms and conditions may not otherwise be changed without our written consent.

transfer of rights and obligations: we shall be entitled to transfer our rights and/or obligations under these terms and conditions to another party. The customer may not transfer any of your rights or obligations under these terms and conditions without our written consent.

waiver and severability: if either you or we ignore any breach of these terms and conditions, it shall not mean that any further breach cannot be enforced. Similarly, if any part of these terms and conditions is held to be invalid or unenforceable for some reason, then it will be replaced with a provision which, as far as possible, achieves the same purpose as the original, and the remainder of these terms and conditions will still be binding.

resolving disputes: these terms and conditions shall be governed by and interpreted in accordance with the laws of England and Wales. If any party wants to take court proceedings in relation to the service, it must do so in the courts of England. You are responsible for compliance with any applicable laws of the country from which you use or otherwise access the service.