Lingel Learning Celebrates 5th Consecutive Win as Moodle Certified Partner of the Year
Book a Demo

Terms & Conditions

Confidentiality

The Supplier and The Customer recognize that this Agreement creates a confidential relationship between the Supplier and The Customer and that information concerning the Supplier or the Customer’s business affairs, including customer(s), vendor(s), finances, properties, computer programs, documentation and other related information, whether written or oral, is confidential in nature. Neither The Supplier nor the Customer may without written consent, either during the term or following termination of this Agreement disclose, any confidential information to any person or organization about each other, except as may be required by law.

Copyright

The Customer guarantees that any content or artwork provided to the Supplier for inclusion in The Customer’s project is owned by The Customer, or that The Customer has obtained permission to use same from the rightful owner. If there is any claim or suit arising from the use of any intellectual property including copyright or trademark material provided, The Customer hereby indemnifies and will hold harmless The Supplier against any such claim or suit and will in every respect take full responsibility for The Customer’s act(s) or omission(s) in relation thereto.

Customer Approval, Alterations and Sign-off

Customer’s Responsibility:
  • The Customer is required to provide sign-off approval for work and changes as necessary throughout the project.
  • Work shall not proceed to the next stage until the Customer has executed the sign-off at each designated stage.
  • The Customer acknowledges that failure to provide timely sign-off as required may impede the Supplier’s ability to meet previously agreed-upon deadlines.
Alterations and Additions:
  • Further alterations or additions following sign-off, at any given stage of work, may incur additional costs to The Customer.
  • Such additional costs will be communicated to the Customer and will be subject to their approval before implementation.
Additional Costs Due to Delays (only applicable for custom development and course development):
  • In the event of delays caused by the Customer’s failure to provide timely sign-off and if such delays extend beyond a period of two weeks, the Customer will be subject to a delay fee.
  • The delay fee will amount to $1200 for each additional week of delay beyond the initial two-week period, except in the following cases:
  • If the delay is due to the sickness or unavailability of the Supplier’s project manager,
  • If the delay is caused by issues on the Supplier’s end.

Payment Methods and Terms

Accepted Payment Methods:
  • Payment for our services can be made using either a credit card or electronic bank transfer.
  • Monthly plans are required to be paid via credit card, unless an alternative arrangement has been mutually agreed upon.
Payment Terms:
  • The payment terms established by the Supplier will be explicitly outlined on the invoice provided to the Customer.
  • It is important to note that overdue invoices shall result in the imposition of interest charges, set at a rate of 7% per annum.

LMS Hosting Terms and Renewal

Payment and Term:
  • LMS Hosting fees are to be paid in advance and are applicable for a minimum term of 12 months. This term applies to both annual and monthly payment plans.
  • Hosting fees will be automatically renewed for subsequent terms unless the Supplier receives written notification of cancellation at least two months before the renewal date. Failure to provide written notice of cancellation as specified will result in automatic renewal and the associated fees.
  • The commencement date of your LMS hosting agreement coincides with the signing of the Statement of Work (SOW).
Fee Adjustment:
  • The annual LMS Hosting fee may be subject to an increase of 6% or the Consumer Price Index (CPI), whichever is higher, every 12 months, unless an alternative arrangement has been mutually agreed upon in writing.

Alterations/Additions

Further alterations or additions requested by The Customer after the commencement of the project will be charged to The Customer accordingly. The Customer acknowledges any request for further alterations or additions may hinder the Supplier’s ability to meet deadlines and/or budget constraints previously agreed to.

Project Abandonment

In the event, The Customer wishes to abandon the project after its commencement but before completion, while remaining contract-bound, any commencement fee or other payment(s) already made in anticipation shall be forfeited. In the case of The Customer terminating the project when more than 50% of the work on the project has been completed and while remaining contract-bound, payment of the full project shall become due and payable. Full payment shall be made to the Supplier forthwith and such sum must be paid regardless of whether any part of the completed project work is used (or capable of use), by The Customer, as originally anticipated or intended.

Non-Standard source code

Any non-standard plugins that you get to use as a result of hosting with Lingel Learning will remain the property of Lingel Learning. This includes any plugins that have been specifically built and/or cutomised for the Customer unless otherwise agreed.

Failure of Payment

Failure to make any payment by the due date could result in the confiscation of project files (not applicable for LMS hosting) from The Customer and/or immediate cessation of any further work performed by the Supplier on the project. Additionally, The Supplier will provide The Customer with two written notices within a three-week period before the suspension of hosting services. Failure to remedy the payment issue within this timeframe may result in suspension of specific or all hosting services by The Supplier. In addition, legal action may be taken.

Fair Use Policy

Active Users: If active users exceed the allocated allowance, The Supplier will charge $9.00 per user per month capped at the next plan. The Customer will have the option to pay the excess usage charge or move up to a higher plan. If the usage exceeds the allocated allowance for more than two months, the Customer will be automatically upgraded to the next plan and a pro-rated invoice will be sent to the Customer.

Unlimited Learners: The Customer is allowed to have as many registered users on the system, but are only billed based on Active users (the users that login to the system in any given month). If we find that the system is being used to store data for users that never login to the system, it might be considered as unreasonable usage and will be chargeable to the client (as per the Active User charge).

Standard Storage: All our plans come with 50GB storage, which includes files uploaded by all users and backups (including database backups). The Customer does have the option to increase the storage (paid service).

  • The Supplier reserves the right to charge the Client for any overages in active users or storage that exceed the allocated allowance under the Client’s hosting plan. While the Supplier will endeavour to notify the Client in a timely manner of any overages, the Supplier may not always be able to provide immediate notice.
  • The Supplier reserves the right to retroactively charge the Client for any overages in active users or storage that occurred within the past two (2) years from the date of discovery of the overage.
  • These charges will be billed at the Supplier’s prevailing rates for excess active users or storage, as outlined in the Client’s hosting agreement or as updated in the Supplier’s current pricing schedule.

Plan upgrade

Monthly Hosting Plans:
  • If you are subscribed to a monthly hosting plan, you have the flexibility to upgrade your plan at any time.
  • The upgraded plan will become effective from the following billing month, provided that you meet the necessary storage and other criteria.
  • Please note that plan downgrades are not permitted for monthly hosting plans.
Annual Hosting Plans:
  • For customers on an annual plan, you have two options when you exceed your plan’s allocated resources:
    • You may choose to pay any excess usage charges, including charges for exceeding the active user allowance. These charges will be billed in accordance with the terms of your contract.
    • Alternatively, you can opt to upgrade to a higher-tier plan that better suits your requirements.
  • If you choose to upgrade, the new plan will be applicable from the following billing month.
  • Similar to monthly plans, please be aware that plan downgrades are not allowed for annual hosting plans.
Automatic Upgrade:

Furthermore, if you exceed the active user allowance for any two months within a rolling 12-month period (not necessarily consecutive months), your plan will be automatically upgraded to better accommodate your needs. This automatic upgrade ensures a seamless experience for your users and the continued efficient operation of your hosting plan.

Following the automatic upgrade, you will receive a prorated invoice for the balance, reflecting the cost difference between your current plan and the upgraded plan. The Supplier reserves the right to issue this prorated invoice at any time within two (2) years from the date the active user allowance was exceeded, and the charge will be applicable from the date that the user limit was first exceeded.

External security and performance testing

The Customer is prohibited from conducting any external security and performance testing on the LMS or any other SaaS application hosted by The Supplier, including but not limited to activities such as Penetration testing and load testing, without obtaining prior written approval from The Supplier. The Supplier reserves the right to grant or deny such approval at its discretion, taking into consideration the Customer’s subscription plan. Additional charges may apply based on the Customer’s plan.

Unauthorized testing conducted by the Customer will result in the immediate termination of the agreement. The Customer shall be held fully responsible for all costs and damages arising from such unauthorized testing. These costs may include, but are not limited to, expenses related to cloud providers, costs associated with remedying issues caused by the tests, and any disruptions experienced by other customers utilizing the SaaS solution.

It is essential to obtain explicit written consent from The Supplier before conducting any external testing on our hosted applications to ensure the security and stability of our services.

Support

We include 24×7 support via email and web for all our hosting plans (except the Starter plan, where its only limited to system issues). Support is limited to application/development related issues and does not cover system training and FAQ’s. This includes assistance with Moodle software upgrades (may incur charges based on the hosting plan), software errors, server performance and plugin installation (chargeable). The Customer can purchase additional support such as our End User Support or Bulk Support Packages if they require further assistance. The Customer may also use the Knowledge Base articles and MoodleDocs for Instructional Support.

The Customer can request a backup of their data at any time during the term of the agreement; however, they would be required to pay a service fee which will be calculated at the time based on the size of the backup.

Training

The Supplier offers both hourly and Course Creator training workshops. Please contact The Supplier for further information on pricing.

Suspension and Termination of service

The Supplier may suspend or terminate The Customer’s account if:

  • The Customer breaches this agreement and fails to rectify any remediable breach within 7 days of the Supplier notifying the Customer to do so;
  • The Customer becomes insolvent;
  • The Customer is declared bankrupt; or
  • The Supplier is ordered to do so by a court or pursuant to an arbitration award.

In addition to any other rights The Supplier may have under this agreement, The Customer agrees that The Supplier may without notice to The Customer and without any liability to The Supplier, amend, alter or take down The Customers data or content if The Supplier:

  • Receive an order from a court or other competent body requiring us to do so;
  • Consider in our sole discretion that the Customer is breaching this agreement including without limitation, by infringing third party intellectual property rights, or because your data or content is defamatory, illegal, and obscene or breaches a person’s privacy.
  • From time to time The Supplier may have to suspend or disconnect the service without notice or deny The Customer access to the Service during any technical failure, modification or maintenance involved in the Service. The Supplier will use reasonable endeavours to procure the resumption of the services as soon as reasonably practicable. In these circumstances The Customer will remain liable for all charges due throughout the period of suspension.

If The Customer’s account has been suspended or terminated due to a breach by The Customer, reactivation of The Customer’s account will be at The Suppliers discretion. If The Supplier agrees to reactivate The Customer’s account, The Supplier will require payment in full of all outstanding amounts and payment of a reactivation fee.

The Customer may terminate The Customer’s account or any individual Service with The Supplier for any reason at any time by doing so through The Customer’s control panel via the help desk. Unless The Customer is terminating the account due to a breach of this agreement by The Supplier, no refunds will be made. If The Customer is terminating the contract in case of the breach of this agreement by The Supplier, full refund will be made for the remaining months of service/agreement.

If The Customer’s account is closed for whatever reason The Customer must pay all outstanding charges immediately

If The Supplier has suspended or terminated The Customers access due to a service breach. The Supplier will only provide The Customer with a copy of the content and data if The Customer pays a service fee for the data export.

If The Customer terminates the annual hosting and notifies The Supplier in writing two months before the renewal date.

If The Customer decides to move to a different provider, they can still use the Virtual Slate framework by continuing to pay the annual license fee. Virtual Slate framework will be encrypted and can be used by installing Ioncube loader on the new provider’s server.

Limitation of Liability

  • The Supplier will not be liable for any loss or damage arising from the Client’s failure to apply mandatory LTS upgrades, or from any system issues caused by the Client’s actions.
  • The Supplier’s total liability to the Client, whether in contract, tort, or otherwise, for any loss, damage, or claim arising out of or in connection with the services provided under this agreement, shall not exceed the total amount of fees paid by the Client to the Supplier in the current billing period at the time the claim arises.
  • In no event shall the Supplier be liable for any indirect, special, incidental, punitive, or consequential damages, including but not limited to loss of profits, loss of data, or loss of business, even if the Supplier has been advised of the possibility of such damages.
  • This limitation of liability shall apply to the fullest extent permitted by law.

External and Community Plugins

The Client acknowledges that the use of third-party, community, or externally developed plugins (collectively, “External Plugins”) may affect the stability, security, and upgradability of the Moodle platform.

If, during an upgrade, patch, or maintenance activity, External Plugins are found to be incompatible, unsupported, or cause failures that prevent the completion of such activities, Lingel Learning reserves the right to suspend or terminate this agreement.

Prior to termination, Lingel Learning will provide reasonable written notice to the Client outlining the incompatibilities identified and allow the Client a reasonable opportunity to remediate or remove the External Plugins.

If remediation is not completed within the agreed timeframe, or if External Plugins continue to prevent critical upgrades or compromise platform stability, Lingel Learning may terminate the hosting and support services for the Client’s system. In such an event, Lingel Learning will cooperate to provide a smooth transition of data and system access to a new provider.

Amendments to Terms and Conditions

The Supplier reserves the right to update or modify these Terms and Conditions from time to time. In the event of any such changes, The Customer will be notified in writing at least 30 days prior to the changes taking effect. Continued use of the services after the effective date of any amendments shall constitute acceptance of the revised Terms and Conditions.

Close