Terms and Conditions

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PLEASE READ THESE TERMS AND CONDITIONS CAREFULLY BEFORE USING THIS SITE

Who we are and how to contact us

learn.counterweight.org is a site operated by Counterweight Limited ("We"). We are registered in England and Wales under company number 11278617 and have our registered office at 21 Monk Street, Abergavenny, United Kingdom NP7 5NW. Our main trading address is 85 Great Portland Street, First Floor, London W1W 7LT. Our VAT number is 304764412.
We are a limited company.
To contact us, please email learn@counterweight.org.

By using our site you accept these terms

By using our site, you confirm that you accept these terms of use and that you agree to comply with them.
If you do not agree to these terms, you must not use our site. 
We recommend that you print a copy of these terms for future reference.

There are other terms that will apply to you

These terms of use refer to the following additional terms, which also apply to your use of our site:
If you have licensed our goods or services, our Licensee Provision of Goods and Services and/or our Licence Terms & Conditions will also apply.

We may make changes to these terms

We amend these terms from time to time. Every time you wish to use our site, please check these terms to ensure you understand the terms that apply at that time.

We may make changes to our site

We may update and change our site from time to time to reflect changes to our products, our users' needs and our business priorities.

We may suspend or withdraw our site

We do not guarantee that our site, or any content on it, will always be available or be uninterrupted. We may suspend or withdraw or restrict the availability of all or any part of our site for business and operational reasons. We will try to give you reasonable notice of any suspension or withdrawal.
You are also responsible for ensuring that all persons who access our site through your internet connection are aware of these terms of use and other applicable terms and conditions, and that they comply with them.

We may transfer this agreement to someone else

We may transfer our rights and obligations under these terms to another organisation.
We will always tell you in writing if this happens and we will ensure that the transfer will not affect your rights under the contract.

You must keep your account details safe

In order to procure access to the site and receive any service through this site, you are required to create an account which will contain certain personal details and payment information which may vary based upon your use of the site as we may not require payment information until you wish to make a purchase. By continuing to use this site you represent and warrant that: 
  • all information you submit is accurate and truthful;
  • you have permission to submit payment information where permission may be required; and
  • you will keep this information accurate and up-to-date. Your creation of an account is further affirmation of your representation and warranty.
It is recommended that you do not share your account details, particularly your username and password. We accept no liability for any losses or damages incurred as a result of your account details being shared by you. If you use a shared computer, it is recommended that you do not save your account details in your internet browser.  
If you have reason to believe that your account details have been obtained by another person without consent, you should contact us immediately to suspend your account and cancel any unauthorised orders or payments that may be pending. Please be aware that orders or payments can only be cancelled up until any provision of services via this site has commenced. In the event that an unauthorised provision commences prior to your notifying us of the unauthorised nature of the order or payment then you shall be charged for the period from the commencement of the provision of services provided through this site until the date you notified us and may be charged for a billing cycle of one month.  
When choosing your username, you are required to adhere to the terms set out herein. Any failure to do so could result in the suspension and/or deletion of your account.  

Termination and cancellation of accounts

Either you or we may terminate your account. If we terminate your account, you will be notified by email and an explanation for the termination will be provided. Notwithstanding the foregoing, we reserve the right to terminate without giving reasons.  

If we terminate your account, any current or pending orders or payments on your account will be cancelled and provision of any services via this site will not commence.  

Services, Pricing and Availability 

Whilst every effort has been made to ensure that all general descriptions of services available from this site correspond to the actual services that will be provided to you, we are not responsible for any variations from these descriptions as the exact nature of the services provided by this site may vary depending on your individual requirements and circumstances. This does not exclude our liability for mistakes due to negligence on our part and refers only to variations of the correct services, not different services altogether.
Where appropriate, you may be required to select the required services provided by this site.

We neither represent nor warrant that such services provided by this site will be available at all times and cannot necessarily confirm availability until confirming your order. Availability indications are not provided on the site.

All pricing information on the site is correct at the time of going online. We reserve the right to change prices and alter or remove any special offers from time to time and as necessary.
In the event that prices are changed during the period between an order being placed for services provided by this site and us processing that order and taking payment, then the price that was valid at the time of the order shall be used.

Orders and Provision of Services

No part of this site constitutes a contractual offer capable of acceptance. Your order constitutes a contractual offer that we may, at our sole discretion, accept. Our acceptance is indicated by us sending to you an order confirmation email. Only once we have sent you an order confirmation email will there be a binding contract between Counterweight Limited and you.
Order confirmations described above will be sent to you before any services throughout this site begin and shall contain the following information:
  • confirmation of the services ordered including full details of the main characteristics of those services given through this site;
  • fully itemised pricing for the services ordered including, where appropriate, taxes, delivery and other additional charges;
  • relevant times and dates for the provision of the services provided under this site;
  • user credentials and relevant information for accessing those services provided under this site.

If we, for any reason, do not accept your order, no payment shall be taken under normal circumstances. In any event, any sums paid by you in relation to that order will be refunded within 14 calendar days.
Payment for the services provided through this site shall be taken via your chosen payment method, immediately for any setup fee that corresponds to the service plan you purchased and at the same day of each subsequent month (“billing cycle”) for charges accrued during the previous month (“billing cycle”) and/or as indicated in the order confirmation you received.
We aim to fulfill your order within 2-3 working days or if not, within a reasonable period following your order, unless there are exceptional circumstances. If we cannot fulfill your order within a reasonable period, we will inform you at the time you place the order by a note on the relevant site page or by contacting you directly after you place your order.
Time is not of the essence of the contract, which means we will aim to fulfill your order within any agreed timescales, but this is not an essential term of the contract, and we will not be liable to you if we do not do so.
We shall use our reasonable endeavours to provide the services through this site with reasonable skill and care, commensurate with best trade practice.
In the event that services are provided through this site that are not in conformity with your order and thus incorrect, you should contact us immediately to inform us of the mistake. We will ensure that any necessary corrections are made within five (5) working days.

How you may use material on our site

We are the owner or the licensee of all intellectual property rights in our site, and in the material published on it. Those works are protected by copyright laws and treaties around the world. All such rights are reserved.
You may print off one copy, and may download extracts, of any page(s) from our site for your use and you may draw the attention of others within your organisation to content posted on our site.
You must not modify the paper or digital copies of any materials you have printed off or downloaded in any way, and you must not use any illustrations, photographs, video or audio sequences or any graphics separately from any accompanying text.
Our status (and that of any identified contributors) as the authors of content on our site must always be acknowledged (except where the content is user-generated).
Any use of any part of the content on our site for commercial purposes must be in conformance with the terms of licences granted to you.
If you print off, copy, download, share or repost any part of our site in breach of these terms of use, your right to use our site will cease immediately and you must, at our option, return or destroy any copies of the materials you have made.

No text or data mining, or web scraping

You shall not conduct, facilitate, authorise or permit any text or data mining or web scraping in relation to our site or any services provided via, or in relation to, our site. This includes using (or permitting, authorising or attempting the use of):
  • Any "robot", "bot", "spider", "scraper" or other automated device, program, tool, algorithm, code, process or methodology to access, obtain, copy, monitor or republish any portion of the site or any data, content, information or services accessed via the same.
  • Any automated analytical technique aimed at analysing text and data in digital form to generate information which includes but is not limited to patterns, trends and correlations.
The provisions in this clause should be treated as an express reservation of our rights in this regard, including for the purposes of Article 4(3) of Digital Copyright Directive ((EU) 2019/790).
This clause shall not apply insofar as (but only to the extent that) we are unable to exclude or limit text or data mining or web scraping activity by contract under the laws which are applicable to us.

Do not rely on information on this site

The content on our site (with the exception of training content) is provided for general information only. It is not intended to amount to advice on which you should rely. You must obtain professional or specialist advice before taking, or refraining from, any action on the basis of the content on our site.
Although we make reasonable efforts to update the information on our site, we make no representations, warranties or guarantees, whether express or implied, that the content on our site is accurate, complete or up to date.

We are not responsible for websites we link to

Where our site contains links to other sites and resources provided by third parties, these links are provided for your information only. Such links should not be interpreted as approval by us of those linked websites or information you may obtain from them.
We have no control over the contents of those sites or resources.

User-generated content is not approved by us

This site may include information and materials uploaded by other users of the site, including to bulletin boards and chat rooms. This information and these materials have not been verified or approved by us. The views expressed by other users on our site do not represent our views or values.

How to complain about content uploaded by other users

If you wish to complain about content uploaded by other users, please contact us on learn@counterweight.org. If you wish to complain about content uploaded by other users, please contact us on learn@counterweight.org.

Our responsibility for loss or damage suffered by you

  1. We do not exclude or limit in any way our liability to you where it would be unlawful to do so. This includes liability for death or personal injury caused by our negligence or the negligence of our employees, agents or subcontractors and for fraud or fraudulent misrepresentation.
  2. Different limitations and exclusions of liability will apply to liability arising as a result of the supply of any products to you, which will be set out in our Licensee Provision of Goods and Services and/or our Licence Terms & Conditions.
  3. We exclude all implied conditions, warranties, representations or other terms that may apply to our site or any content on it.
  4. We will not be liable to you for any loss or damage, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, even if foreseeable, arising under or in connection with:
     - use of, or inability to use, our site; or
     - use of or reliance on any content displayed on our site.
5. In particular, we will not be liable for:
     - loss of profits, sales, business, or revenue;
     - business interruption;
     - loss of anticipated savings;
     - loss of business opportunity, goodwill or reputation; or
     - any indirect or consequential loss or damage.

How we may use your personal information

We will only use your personal information as set our Privacy & Cookie Policy.

Uploading content to our site

Whenever you make use of a feature that allows you to upload content to our site, or to make contact with other users of our site, you must comply with the content standards set out in our Acceptable Use Policy.
You warrant that any such contribution does comply with those standards, and you will be liable to us and indemnify us for any breach of that warranty. This means you will be responsible for any loss or damage we suffer as a result of your breach of warranty.
Any content you upload to our site will be considered non-confidential and non-proprietary. You retain all of your ownership rights in your content, but you are required to grant us and other users of our site a limited licence to use, store and copy that content and to distribute and make it available to third parties. The rights you license to us are described below in Rights you are giving us to use material you upload.
We also have the right to disclose your identity to any third party who is claiming that any content posted or uploaded by you to our site constitutes a violation of their intellectual property rights, or of their right to privacy.
We have the right to remove any posting you make on our site if, in our opinion, your post does not comply with the content standards set out in our Acceptable Use Policy.
You are solely responsible for securing and backing up your content.
We do not store terrorist content.

Rights you are giving us to use material you upload

When you upload or post content to our site, you grant us the following rights to use that content:
  • an irrevocable worldwide, non-exclusive, royalty-free, transferable licence to use, reproduce, distribute, prepare derivative works of, display, and perform that user-generated content in connection with the service provided by the website and across different media including to promote the site or the service;
  • an irrevocable worldwide, non-exclusive, royalty-free, transferable licence for other users, partners or advertisers to use the content in accordance with the functionality of the site.

We are not responsible for viruses and you must not introduce them

We do not guarantee that our site will be secure or free from bugs or viruses.
You are responsible for configuring your information technology, computer programmes and platform to access our site. You should use your own virus protection software.
You must not misuse our site by knowingly introducing viruses, trojans, worms, logic bombs or other material that is malicious or technologically harmful. You must not attempt to gain unauthorised access to our site, the server on which our site is stored or any server, computer or database connected to our site. You must not attack our site via a denial-of-service attack or a distributed denial-of service attack.
By breaching this provision, you would commit a criminal offence under the Computer Misuse Act 1990. We will report any such breach to the relevant law enforcement authorities and we will co-operate with those authorities by disclosing your identity to them. In the event of such a breach, your right to use our site will cease immediately.

Rules about linking to our site

  • You may link to our home page, provided you do so in a way that is fair and legal and does not damage our reputation or take advantage of it. 
  • You must not establish a link in such a way as to suggest any form of association, approval or endorsement on our part where none exists.
  • You must not establish a link to our site in any website that is not owned by you.
  • Our site must not be framed on any other site, nor may you create a link to any part of our site other than the home page.
  • We reserve the right to withdraw linking permission without notice.
  • The website in which you are linking must comply in all respects with the content standards set out in our Acceptable Use Policy.
  • If you wish to link to or make any use of content on our site other than that set out above, please contact learn@counterweight.org.

Which country's laws apply to any disputes?

These terms of use, their subject matter and their formation (and any non-contractual disputes or claims) are governed by English law. We both agree to the exclusive jurisdiction of the courts of England and Wales.
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