Terms of Service

These Terms of Service govern your use of uLearnBox. Please read them carefully. They explain the agreement between a learning center that uses uLearnBox and Us, and the rules that apply to everyone who uses the Service, including teachers and learners.

1. Who these Terms apply to

uLearnBox is a learning management system. Organizations, schools, training providers and individual instructors (each a Center) use it to run courses, classes and learning paths for their Learners.

• Centers. The person who creates a Center, or buys a Plan for it, accepts these Terms on behalf of the Center and confirms that they are authorized to do so. The Center is Our customer.
• Members. Owners, administrators, managers, teachers and Learners who use the Service through a Center accept these Terms for their own use of the Service. A Center may also set its own rules, which apply in addition to these Terms.
• Visitors. People who browse the Website, or a page of the Service that opens without signing in, without an Account accept the parts of these Terms that apply to visitors.

By creating an Account, by checking the box to accept these Terms, or by using the Service, You agree to these Terms. If You do not agree, do not use the Service.

Our Privacy Policy explains how We collect, use and protect personal data. It is a notice, not a blanket consent. Where the law requires consent for a particular purpose, We ask for it separately before that processing starts.

2. Definitions

• Company, We, Us or Our: uLearnBox Joint Stock Company (ULEARNBOX JOINT STOCK COMPANY), tax code 0110659109, 15th Floor, Viet A Building, 9 Duy Tan Street, Cau Giay Ward, Hanoi, Vietnam.
• Service: the uLearnBox learning management system, including the web application, the iOS and Android apps, the Website, and the related APIs, emails and support.
• Website: uLearnBox at https://ulearnbox.com, including its marketing, pricing, tutorial and support pages.
• Center: a learning center created on the Service. Each Center has its own address (a uLearnBox subdomain or the Center's own domain) and its own Accounts, which the Center manages.
• Owner: the Member designated as the Center's owner. Center Administrators are the Owner and the Members whose role lets them manage the Center, its members or its Plan.
• Member: a person with an Account who belongs to a Center in any role. Learner: a Member who takes classes, courses or learning paths.
• Account: the credentials and profile a person uses to sign in to the Service.
• Center Content: courses, learning materials (including SCORM, xAPI, video, document and other files), classes, assignments, certificate templates, branding and other material a Center or its staff upload or create.
• Learner Content: submissions, answers, questions, comments and other material a Learner uploads or writes.
• Learning Records: enrollments, attempts, progress, scores, results, attendance, feedback, certificates and similar records created when the Service is used for learning.
• Plan: the free or paid subscription that sets a Center's features and limits, as shown on the Website's pricing page or in a separate order or contract.
• Terms: these Terms of Service, in the version in effect, together with any order form or contract that refers to them.

3. The Service

The Service lets Centers create and organize learning content, run classes and self-paced courses, enroll and manage Members, track progress and results, issue certificates and report on learning. Features differ by Plan, and We describe them on the Website and in the product.

We continually improve the Service. We may add, change or remove features. If We remove a feature that a paid Plan materially relies on, We will give reasonable notice and, where appropriate, a pro-rated remedy for the remaining paid period.

We provide the Service online. We aim for high availability, but planned maintenance, updates and events beyond Our reasonable control may interrupt it. Unless a separate contract with Your Center states a service level, We do not promise a specific uptime.

4. Accounts

• You must give accurate information when You create an Account and keep it up to date.
• You are responsible for keeping Your password and sign-in methods secure and for activity under Your Account. Tell Us or Your Center immediately if You suspect unauthorized use.
• If You sign in with Google, Your use of Google is also governed by Google's terms.
• Center Administrators may create Your Account, set a temporary password, assign a username, change Your roles, suspend You or remove You from the Center. They manage these Accounts on behalf of their Center.
• You may not use the name of another person, organization or brand, or a name that is offensive or misleading, as a username, Center name or Center address. We may refuse or change such names, including names that imitate uLearnBox.

5. Centers and Center Administrators

A Center decides who its Members are, what they learn and what happens to their Learning Records. The Center and its Center Administrators are responsible for:

• having a lawful basis, and giving the notices and obtaining the consents required by law, for the personal data of Members they add, import or invite, including the consent of a parent or guardian where a Learner is a child;
• the Center Content and the accuracy of the results, grades and certificates they publish;
• choosing which Members get which roles and permissions, and removing access that is no longer needed;
• configuring the Center's settings, such as sign-in methods, self-registration, retention and branding;
• handling requests from their Members about learning and about personal data the Center controls, with Our help where the Service provides it;
• complying with education, employment, consumer and data protection law that applies to the Center's activities.

For personal data that a Center places in the Service about its Members, We act on the Center's behalf and follow its instructions given through the Service, as described in the Privacy Policy. The Data Processing Agreement forms part of these Terms and sets out how We process that data for the Center; accepting these Terms on behalf of a Center also accepts it. A Center may ask for a copy signed by both parties.

6. Learners

• You use a Center under the rules of that Center. Questions about enrollment, grades, certificates or Your learning data in a Center should first go to that Center.
• Your teachers and Center Administrators can see Your participation, Learning Records and Learner Content in their Center, as the Service's roles allow.
• If You leave a Center or are removed from it, the Center keeps the Learning Records it needs, such as results and certificates already issued, under its own retention rules.
• An Account belongs to one Center. If You belong to several Centers, You have a separate Account in each, and each Center sees only Your activity in that Center.

7. Children

The Service may be used by schools and other Centers that teach children. A child (a person under 16, or the higher age required by the law where the child lives) may use the Service only through a Center, or with the permission and supervision of a parent or guardian. The Center is responsible for obtaining any required consent of the child and of the parent or guardian before adding the child, and for configuring the Service appropriately. We do not knowingly allow children to create an Account outside such a Center, and We may delete such an Account if We learn of it.

8. Plans, fees and payment

Plans and limits

A new Center starts on the Free Plan. Each Plan has limits, such as the number of active Learners in a calendar month, the number of teachers and managers, courses, open classes and storage, as published on the Website's pricing page or agreed in a contract. When a Center reaches a limit, the Service tells the Center Administrators. Learners keep access to their learning. Depending on the Plan, new work above the limit (for example new uploads, classes or roles) may pause until the Center moves to a larger Plan.

Buying a Plan

• Only the Owner and Center Administrators with billing permission can buy or renew a Plan for a Center. When the version of these Terms in effect requires express acceptance (section 18), they must accept it before a purchase or renewal.
• Prices are shown before payment and exclude VAT and other taxes unless stated otherwise.
• Card payments (USD) are processed by FastSpring, which acts as the reseller and merchant of record for the transaction, collects applicable sales taxes, and issues receipts and invoices. A card subscription renews automatically at the end of each period until it is cancelled. You can cancel renewal at any time in Billing; the Plan then continues until the end of the paid period.
• Bank transfers (VND) are processed through SePay or recorded by Us for a transfer to Our account. They cover one period and do not renew automatically. We remind the Owner before the period ends. VAT invoices are issued according to Vietnamese law with the invoice details the Center provides.
• Enterprise Plans and other agreements may be set out in a separate order or contract, which prevails over this section where they differ.

Renewal, grace period and expiry

If a paid period ends without renewal, the Center keeps its Plan for a grace period (currently 7 days for monthly and 30 days for yearly Plans). When the grace period ends, the Center moves to the Free Plan's limits. Nothing is deleted because a Plan expires: Center Content, Members and Learning Records remain, and only new work above the Free Plan's limits pauses.

Price changes

We may change prices. A price change applies from the next paid period after it takes effect, and We will announce it in advance so that the Center can cancel before it applies.

Refunds

Except where required by law or stated in a separate contract, fees already paid are not refundable, including for a period cancelled early. We may grant a refund at Our discretion, for example after a duplicate payment. Refunds of card payments are made through FastSpring.

Late or failed payment

If a payment fails or is reversed, the paid period does not start or ends, and the grace period and expiry rules above apply.

9. Content

Ownership

The Center owns its Center Content and Learners own their Learner Content, subject to any agreement between them. We do not claim ownership of either.

License to Us

You grant Us a worldwide, non-exclusive, royalty-free license to host, store, copy, process, transmit, display and adapt Center Content, Learner Content and Learning Records only as needed to operate, provide, secure and support the Service and to make the content available in the ways the Center or You choose. The license ends when the content is deleted from the Service, except for copies kept in backups for a limited time or where the law requires Us to keep them.

Who can see content

Content is visible only to the people the Center's settings and roles allow. Some features make information public by design, for example the certificate verification page, which shows the details printed on a certificate to anyone who has its verification code or link. The Center decides whether to use these features.

What We do not do

We do not sell Center Content, Learner Content or Learning Records. We do not use them to train artificial intelligence models, and We do not use them for advertising or marketing without permission.

Your responsibilities

You confirm that You have the rights needed to upload Your content and to grant the license above, and that the content and its use through the Service do not infringe anyone's rights or break the law. Files uploaded to the Service are scanned for malware, and files that fail the scan may be refused.

Backups

We back up the Service regularly, but no backup is perfect. Centers should keep their own copies of important source materials and use the export features the Service provides for records they must keep.

10. Acceptable use

You must not use the Service to upload, share or publish content that is unlawful, infringing, defamatory, harassing, discriminatory, sexually exploitative, violent, deceptive, or that violates another person's privacy. You must also not:

• access another person's Account or a Center You are not a Member of, or try to get around roles, permissions, Plan limits or security controls;
• probe, scan or test the vulnerability of the Service without Our written permission, or interfere with its operation, including by overloading it;
• upload malware or files designed to harm devices, data or networks;
• scrape, harvest or bulk-download data from the Service, other than through features the Service provides;
• copy, resell or rent the Service, or reverse engineer it except where the law allows;
• send spam or unsolicited messages through the Service;
• impersonate a person, organization, Center or uLearnBox, or misrepresent a certificate or result;
• use the Service in breach of export control or sanctions laws.

We may remove or restrict content, or suspend Accounts or Centers, that break this section. Where it is reasonable and lawful, We will tell the affected Center first and give it a chance to fix the problem.

11. Copyright complaints

We respect intellectual property rights. If You believe content on the Service infringes Your copyright, send a notice to support@ulearnbox.com identifying the work, the content and where it appears, Your contact details, and a statement that You believe in good faith that the use is not authorized and that the notice is accurate. We may remove or disable the content and inform the Center or person who posted it. Repeated infringement may lead to termination.

12. Our intellectual property and feedback

The Service, including its software, design, templates, documentation and the uLearnBox name and logo, belongs to Us and Our licensors and is protected by law. These Terms give You only the right to use the Service as described here. If You send Us feedback or suggestions, We may use them without obligation to You.

13. Third-party services

The Service works with third-party services, such as Google sign-in, payment providers, email delivery and content that a Center embeds or links (for example videos or SCORM and xAPI packages made with other tools). Their own terms apply to them, and We are not responsible for their content or availability. Links to other websites are provided for convenience.

14. Suspension and termination

• By a Center. A Center may stop using the Service and cancel renewal at any time. To have a Center and its data deleted, the Owner can contact Us.
• By a Member. You may stop using the Service at any time. To close Your Account, contact Your Center.
• By Us. We may suspend or end access to the Service for an Account or a Center that seriously or repeatedly breaches these Terms, that fails to pay, that creates a security or legal risk, or where the law requires it. Except in urgent cases, We will give notice and a reasonable opportunity to fix the problem.

When a Center ends, We give the Owner a reasonable period, on request, to export Center data that the Service allows to be exported, and then delete or anonymize the Center's data as described in the Privacy Policy, except data We must keep by law, such as invoices.

15. Disclaimer

To the extent permitted by law, the Service is provided "as is" and "as available". We do not warrant that it will meet every requirement, be uninterrupted or error-free, or that the results produced by a Center's content or configuration are accurate. Centers are responsible for the grades, results and certificates they issue. Some jurisdictions do not allow these exclusions, so they may not apply to You in full.

16. Limitation of liability

To the extent permitted by law, neither party is liable for indirect, incidental, special or consequential damages, or for loss of profits, revenue or goodwill. Our total liability arising out of or relating to the Service in any twelve-month period is limited to the fees the Center paid Us for the Service in that period, or USD 100 if it paid nothing. These limits do not apply where the law does not allow them, including liability for fraud or for death or personal injury caused by negligence.

17. Responsibility for claims

A Center is responsible for claims by third parties arising from its Center Content, from personal data it placed in the Service without a lawful basis, or from its breach of these Terms, and will cover the reasonable costs We incur because of such claims, to the extent permitted by law.

18. Changes to these Terms

We may update these Terms. Each version has a date and is published at ulearnbox.com/support/terms, where earlier versions also remain available. A summary of the main changes accompanies each material update.

For a material change We give at least 30 days' notice before it takes effect, unless a change is required sooner by law or to address a security risk. We may ask You to expressly accept the new version in the Service. Before the effective date You can keep using the Service while You review it. From the effective date, if You have not accepted it, We may show reminders and require acceptance before buying or renewing a Plan. You can otherwise keep using the Service. We will not sign You out or delete Your Account or data solely because You have not accepted or have declined a new version, and continuing to use the functions that remain available does not by itself mean that You accept it.

A Member's decision does not cancel the Center's Plan; the Center's Owner and authorized Center Administrators manage the Plan. Changes that only clarify these Terms, or that narrow Our rights, may take effect without acceptance.

19. Governing law and disputes

These Terms are governed by the laws of Vietnam, without regard to conflict of law rules. If a dispute arises, please contact Us first so that We can try to resolve it informally. If it is not resolved within 30 days, either party may bring it before a competent court of Vietnam. If You are a consumer, You also keep the protection of the mandatory laws of the country where You live, such as those of the European Union for consumers who live there.

20. General

• Entire agreement. These Terms, the Data Processing Agreement, the Privacy Policy and any order or contract that refers to them are the whole agreement between the Center and Us about the Service. A signed contract prevails over these Terms where they differ.
• Severability and waiver. If a provision is unenforceable, it is applied as far as the law allows and the rest remains in effect. Not enforcing a right is not a waiver of it.
• Assignment. A Center may not transfer these Terms without Our consent. We may transfer them as part of a merger, acquisition or sale of assets, with notice.
• Force majeure. Neither party is responsible for delays caused by events beyond its reasonable control.
• Language. These Terms are published in English and Vietnamese. Both versions describe the same agreement. If they differ, the English version prevails, unless the law requires the Vietnamese version to prevail. Translations into other languages, such as Arabic and Japanese, are provided for convenience only; the English version prevails over them.

21. Contact us

If You have any questions about these Terms, contact Us:

• By email: support@ulearnbox.com
• On the Website: https://ulearnbox.com/support/contact