TERMS AND CONDITIONS

Website, Courses, Digital Content, Clinic Toolkit™ and Services

The Health Sciences Academy Ltd
Registered office: 585a Fulham Road, London, England, SW6 5UA

Please read these Terms carefully before using the Website, opening an Account, enrolling on a Course, purchasing Content or using any Service. Where we ask you to tick an acceptance box or otherwise affirmatively accept these Terms, your acceptance forms part of the contract between you and us.

1. ABOUT US, SCOPE AND ACCEPTANCE

1.1 These Terms and Conditions ("Terms") apply between you and The Health Sciences Academy Ltd ("THSA", "we", "us", "our"). They govern your access to and use of the Website, Content, Courses, Paid Content, Clinic Toolkit™ and other Services described in these Terms.

1.2 The Website is https://thehealthsciencesacademy.org and includes its sub-domains and any successor site or platform through which we make Services or Content available, unless separate terms expressly apply.

1.3 By using the Website you agree to the provisions that govern Website use. By opening an Account, enrolling, purchasing, subscribing or otherwise obtaining access to Paid Content or Services, you also agree to the provisions governing those products and Services. Where checkout or enrollment requires affirmative acceptance, no contract is concluded until that acceptance and our order or enrollment confirmation.

1.4 Our Privacy Policy and any product-specific terms, order details, licence terms, accreditation rules or written approvals expressly incorporated at checkout form part of the contract. If there is a conflict, a product-specific term prevails only to the extent it expressly states that it overrides these Terms.

1.5 If you do not agree to these Terms, do not use the Website or access the Services or Content.

2. DEFINITIONS

Account: the individual account or access credentials through which a User accesses a Service, System, Course or Paid Content.

AI System: any artificial intelligence, machine learning, deep learning, large language model, generative AI, natural language processing, computer vision, speech recognition, automated transcription, summarisation or translation system, chatbot, coding assistant, agent, automated workflow, retrieval-augmented generation system, embedding model, vector database, synthetic-data system, model-training or evaluation system, or other automated computational system capable of ingesting, analysing, transforming, storing, learning from, indexing, retrieving, generating or outputting text, audio, images, video, code or data, whether hosted by a third party or locally, accessed directly or through an API, plug-in, integration, browser feature, no-code tool or other software.

Business User: a User acting wholly or mainly for purposes relating to that person’s trade, business, craft or profession, or a body corporate, partnership, educational provider or other organisation.

Client Materials: only those specific handouts, forms, worksheets or resources that we expressly identify as approved for use with a client under the licence conditions stated in Section 11.

Clinic Toolkit™: our proprietary client-management resources, software, forms, assessments, questionnaires, decision trees, interactive tools, templates, systems and related professional resources made available under a paid subscription or other paid licence.

Confidential Content: Paid Content and any non-public Content, research, draft material, methodology, framework, know-how, software logic, system architecture, assessment logic, trade secret, business information or material shared in a private group, one-to-one exchange, live session, tutor exchange or other restricted environment, in each case where the information is confidential by nature or would reasonably be understood to be confidential.

Consumer: an individual acting for purposes wholly or mainly outside that individual’s trade, business, craft or profession.

Content: all material made available by or on behalf of THSA, whether free or paid, including lessons, Courses, PDFs, Science Reports, text, research commentary, graphics, logos, images, data files, audio, video, webinar broadcasts and recordings, presentations, transcripts, quizzes, polls, assessments, forms, questionnaires, templates, Client Materials, Clinic Toolkit™ resources, software, code, data compilations, page layouts, frameworks, methodologies, trade secrets, know-how, service models, processes, and information or insights shared during group or one-to-one exchanges, in any format now known or developed later.

Course: a course, certification, certificate, training product, learning pathway, workshop or other educational product made available by us.

Group Program Approval: our separate written approval, where offered, authorising specified Client Materials to be used within the precise group-use scope stated in that approval.

Installment Plan: an arrangement under which an agreed fixed Purchase Price for a Course, product or other purchase is divided into two or more scheduled payments. An Installment Plan is a payment method only. It is not a Subscription and does not give a recurring right to decide whether to continue the underlying purchase from one payment period to the next.

Intellectual Property Rights: copyright and related rights, database rights, trade marks, service marks, trade names, domain names, design rights, patents, rights in software, rights in confidential information, trade secrets and know-how, and all similar or equivalent rights anywhere in the world, whether registered or unregistered, including applications and rights to apply for protection.

Paid Content: Content, Courses, downloads, Services, Systems or Account access made available only after payment, voucher redemption, store credit, scholarship, subsidy, manual allocation or another form of authorised paid or restricted access.

Purchase Price: the total price payable for a purchase, whether payable in one payment or through an agreed Installment Plan.

Service or Services: any Course, Paid Content, Clinic Toolkit™ access, subscription, Account, System, coaching, event, webinar, workshop, seminar, support, communication, forum, download, product or other online or offline service made available by us.

Subscription: a continuing or renewable Service under which recurring charges apply in return for access during successive Subscription Periods or another stated subscription term. A Subscription may be cancelled in accordance with the cancellation terms disclosed before purchase and applicable law. A Subscription is distinct from an Installment Plan.

Subscription Period: each recurring access or billing period stated before purchase, for example monthly or annually.

System: any online infrastructure or functionality we make available, including learning platforms, community areas, forums, comments, chat, email links, forms and other software-enabled facilities.

User: a person who accesses the Website or any Service and is not our employee acting in the course of employment.

Website: the website described in clause 1.2 and the online environments covered by that definition.

3. ELIGIBILITY, ACCOUNTS AND SECURITY

3.1 You must provide accurate, current information and keep it updated. You may not impersonate another person or create an Account using false or misleading details.

3.2 Unless we expressly provide otherwise, each Account is personal to one named User. You may not share credentials, permit another person to use your Account, create multiple Accounts to obtain duplicate benefits, or use another person’s Account.

3.3 You are responsible for keeping your credentials secure and for activity carried out through your Account to the extent caused by your failure to take reasonable security measures. You must notify us promptly if you suspect unauthorised access.

3.4 Persons under 16 may use the Website only with appropriate adult supervision. Any purchase by or for a minor must be made by an adult who has authority to enter the contract.

3.5 We may use proportionate technical and security measures to detect account sharing, abnormal download activity, simultaneous access, automated access or other misuse, in accordance with our Privacy Policy and applicable data-protection law.

4. CONTRACT FORMATION, ORDERS AND PRODUCT INFORMATION

4.1 An advertisement, product page or price display is an invitation to treat. Your order is an offer to purchase. A contract is formed when we accept the order by confirmation, allocation of access or another clear act of acceptance.

4.2 The product description, access period, inclusions, price, payment schedule, renewal terms and any special conditions shown at checkout or in our confirmation form part of the contract.

4.3 If we identify an obvious pricing, description or technical error before acceptance, we may correct it and invite you to reorder. If an error is discovered after acceptance, we will act reasonably and in accordance with applicable law.

4.4 Where a Service is subject to eligibility requirements, prerequisites, professional recognition or separate registration, those requirements will be stated in the relevant materials or communicated to you.

5. LIMITED LICENCE AND PERMITTED HUMAN USE

5.1 Content is licensed, not sold. Subject to payment and compliance with these Terms, we grant you a limited, personal, non-exclusive, non-transferable, non-sublicensable and revocable licence to access the Content made available to your Account for your own learning and, where expressly permitted, to apply the knowledge you personally acquire in your professional practice.

5.2 You may internalise and use general knowledge, skills and professional judgement you genuinely acquire from studying our Content. This does not grant you a licence to copy, reproduce, distribute, communicate, translate, adapt, teach, package, commercialise or otherwise exploit the Content itself or protected expression embodied in it.

5.3 Where your Course is designed for practitioner application, you may use your own independently expressed knowledge in one-to-one work with a client or acquaintance, within your competence and scope of practice. The licence does not extend to distributing Course materials, teaching our Course, reproducing our frameworks or materials, or delivering them through group, membership, automated or scalable formats unless we expressly authorise that use.

5.4 Any permission to use Client Materials is governed exclusively by Section 11 and any product-specific licence. Any permission to use Clinic Toolkit™ resources is governed by Section 10.

5.5 No rights are granted by implication, estoppel or otherwise. All rights not expressly granted are reserved.

6. INTELLECTUAL PROPERTY RIGHTS AND OWNERSHIP

6.1 All Intellectual Property Rights in the Content, Website, Systems and Services are owned by or licensed to THSA, our affiliates or relevant third parties. Your access does not transfer ownership of any Intellectual Property Right.

6.2 To the fullest extent permitted by law, you must not, without our prior written licence, copy, reproduce, photograph for redistribution, screen-record, record, transcribe, plagiarise, scrape, crawl, extract, harvest, decompile, deconstruct, reverse engineer, translate, adapt, repurpose, modify, reformat, publish, upload, transmit, broadcast, display, distribute, share, disclose, sell, assign, license, sublicense, frame, mirror, embed, create derivative works from, or commercially exploit any Content, in whole or in part, except where these Terms expressly permit a specific act.

6.3 You must not place Content in a shared drive, document repository, intranet, learning-management system, membership site, private online group, social-media group, messaging group, file-sharing service, database, app, eBook, presentation library or other environment that permits access by anyone other than you, unless expressly authorised.

6.4 You must not remove, obscure or alter any copyright notice, trade mark, attribution, digital watermark, access-control marker or rights-management information.

6.5 You must not use our trade marks, trading names, course names, badges or logos in a way that suggests sponsorship, approval, affiliation, representation or agency unless we have expressly authorised that use.

6.6 Scientific facts, ideas and third-party publications remain subject to applicable law and third-party rights. We do not claim ownership of facts merely because they appear in our Content. However, our original expression, commentary, selection, structure, compilation, analysis, educational design, annotations, summaries, frameworks, assessments and other protectable elements remain protected, and your contractual licence does not authorise extraction or reuse of those elements outside the permitted use.

6.7 There is no general licence to reproduce our Content in handouts, digital products, interactive tools, slides, webinars, videos, audio, newsletters, courses, workshops, books, articles, databases, mobile apps, software or other products, whether free or paid.

7. ARTIFICIAL INTELLIGENCE, MACHINE LEARNING AND AUTOMATED PROCESSING - NO AI LICENCE

7.1 No AI processing licence. Except to the limited extent that a mandatory rule of law expressly prevents the relevant restriction from being excluded by contract, you must not upload, input, paste, type, submit, transmit, send, expose, connect, synchronise, import, index, stream, feed, embed, vectorise or otherwise provide any Content, or any copy or substantial extract of it, to or through an AI System for any purpose.

7.2 The prohibition includes using an AI System to summarise, explain, tutor, answer questions about, critique, check, proofread, translate, reformat, restructure, classify, tag, extract data from, make flashcards from, generate notes from, create assessments from, convert into another medium, or otherwise process Content.

7.3 Training and model development. You must not use or permit Content to be used to train, pre-train, fine-tune, distil, calibrate, align, ground, augment, prompt-engineer, benchmark, test, evaluate, red-team, validate or otherwise develop or improve an AI System or model, whether commercial, research, internal, experimental or open-source.

7.4 Retrieval and embeddings. You must not create embeddings, vector representations, semantic indexes, retrieval stores, knowledge bases, retrieval-augmented generation systems or other machine-readable representations of Content, or place Content in any system from which an AI System can retrieve or infer it.

7.5 Derivatives and reconstruction. You must not use an AI System to reproduce, paraphrase, rewrite, condense, expand, restructure, translate, imitate, reconstruct, synthesise or generate material that is based on, derived from, substantially similar to, or materially informed by our protected Content, methodologies, frameworks, assessments, software logic or Confidential Content.

7.6 Screenshots, recordings and OCR. The restriction applies whether Content is supplied as text, a file, screenshot, photograph, screen recording, audio recording, video, OCR output, transcript, copied table, data export or any other representation.

7.7 Indirect use. You must not ask or permit an employee, contractor, client, colleague, assistant, platform provider, software vendor or other person to perform an act that you are prohibited from performing under this Section. You must not use an intermediary tool or workflow to route Content into an AI System indirectly.

7.8 Agents and automation. You must not use autonomous or semi-autonomous agents, bots or workflows to access, browse, download, process, transform or deliver Content, or to automate or scale delivery of knowledge derived from protected Content in a manner that reproduces or exposes the Content.

7.9 No privacy-mode exception. A provider’s promise not to use data for training, a zero-retention setting, an enterprise account, a confidentiality setting, local hosting, self-hosting or offline operation does not create permission under these Terms.

7.10 No attribution exception. Attribution to THSA, citation of the source, acknowledgement that material is copyrighted, or a belief that the use is transformative does not create a licence to use Content with an AI System.

7.11 AI outputs. We do not claim ownership merely because an AI System generated an output. However, no rights are granted in our underlying Content, and you must not use, publish, distribute or exploit an AI output to the extent that it reproduces, adapts, reveals or is derived from Content in a way that infringes our Intellectual Property Rights, breaches confidentiality or results from a breach of this Section.

7.12 Client Materials. Any permission to provide a Client Material to a client is a human-use permission only. Neither you nor the recipient may provide that material to an AI System. You must not encourage, enable or design workflows that do so.

7.13 Separate written licence only. No tutor, support agent, affiliate, contractor, salesperson or other representative can waive this Section informally. Any exception must be contained in a separate written licence that specifically identifies the Content, AI System, purpose and scope and is signed or expressly authorised by a director of THSA. We are under no obligation to grant such a licence.

7.14 Statutory exceptions. Nothing in these Terms is intended to exclude a statutory copyright exception or other right to the extent the applicable law expressly provides that it cannot be excluded or restricted by contract. Any person relying on such an exception is responsible for satisfying every condition of it. No broader contractual permission is granted, and no permission is given to transfer Content to another person or service where that transfer falls outside the statutory exception.

7.15 Rights reservation for text and data mining. To the fullest extent permitted by applicable law, THSA expressly reserves all rights to reproduce, extract, mine, analyse or use Content for text and data mining, machine learning or AI development. This reservation is intended to operate as an express contractual and rights-holder reservation, including for the purposes of Article 4(3) of Directive (EU) 2019/790 and national laws implementing equivalent rights-reservation mechanisms, where applicable.

7.16 Important licence condition. Compliance with clauses 7.1 to 7.15 is an important condition of the licence granted under Section 5. A serious or material breach may result in immediate suspension while we investigate and, where established, termination and the remedies in Section 26.

8. AUTOMATED ACCESS, SCRAPING, INDEXING AND TECHNICAL CONTROLS

8.1 You may access the Website only through ordinary human-facing interfaces and authorised functionality, unless we provide an API or other written permission for automated access.

8.2 You must not use a crawler, scraper, spider, bot, headless browser, automated downloader, data harvester, browser automation, script or similar technology to access, copy, enumerate, extract or monitor Content or Systems.

8.3 A bona fide general-purpose search engine may crawl publicly accessible pages solely to create conventional search listings and short search-result snippets, provided it respects our robots.txt, metadata, access controls and other machine-readable directives and does not use the Content for AI training, model development, embeddings, generative answers or other prohibited processing.

8.4 You must not circumvent rate limits, paywalls, authentication, device limits, robots directives, digital rights management, watermarks, anti-bot measures or other technical controls, or attempt to discover hidden endpoints, files or data.

8.5 The absence of a technical block does not amount to consent. Technical accessibility is not a licence.

9. CONFIDENTIALITY, TRADE SECRETS AND PRIVATE EXCHANGES

9.1 You must keep Confidential Content confidential and use it only for the permitted purpose for which access was granted.

9.2 You must apply reasonable security measures to Confidential Content, including restricting access to yourself, protecting credentials, avoiding public or shared storage, and preventing unauthorised copying, forwarding, recording or disclosure.

9.3 You must not record, transcribe or redistribute a private group session, one-to-one session, tutor exchange or other restricted interaction unless we expressly permit the specific recording or use.

9.4 The confidentiality obligation does not apply to information that you can demonstrate was lawfully public without breach, was already lawfully known to you without confidentiality obligation, was independently developed without use of Confidential Content, or was lawfully received from a third party entitled to disclose it.

9.5 If law requires disclosure, you may disclose only the minimum required and, where legally permitted, must give us reasonable advance notice so we may seek protective measures.

9.6 Trade secret obligations continue for so long as the information remains a trade secret. Other confidentiality obligations continue until the information lawfully enters the public domain. Copyright and other Intellectual Property Rights survive independently of confidentiality.

10. CLINIC TOOLKIT™ AND PROPRIETARY FORMS

10.1 Clinic Toolkit™ software, forms, assessments, questionnaires, decision trees, scoring logic, workflows, templates, system architecture and related resources are proprietary and are licensed only for the scope stated in the applicable subscription or product terms.

10.2 You must not copy, extract, scrape, replicate, reverse engineer, decompile, disassemble, map, benchmark, expose, publish or use Clinic Toolkit™ resources to develop, improve or inform your own or any third party’s software, spreadsheet, form library, assessment product, app, online tool, course or service.

10.3 You must not reconstruct a Clinic Toolkit™ form or assessment by retyping it, changing wording, changing layout, translating it, splitting it into multiple forms, converting it into a chatbot, or reproducing its logic in another system.

10.4 You must not input Clinic Toolkit™ materials, logic, client questions, scoring or outputs into an AI System except where the specific Clinic Toolkit™ functionality supplied by us expressly incorporates an authorised AI feature and the applicable product terms say that use is permitted.

10.5 Any client data you enter into Clinic Toolkit™ remains your responsibility. You must have a lawful basis, provide required privacy information, maintain appropriate professional records and comply with applicable data-protection and confidentiality obligations.

11. CLIENT MATERIALS AND SESSION HANDOUTS

11.1 Only materials that we expressly designate as Client Materials may be shared with a client. Course lessons, tutor materials, assessments, answer keys, Science Reports and other Paid Content are not Client Materials merely because they might be useful to a client.

11.2 Unless a product-specific licence states otherwise, a Client Material may be supplied to one client in the course of genuine one-to-one work, in the unaltered format supplied by us, with our copyright and attribution intact.

11.3 You must not use Client Materials as public downloads, lead magnets, email opt-ins, website resources, social-media content, membership resources, course materials, workshop handouts or products for resale, and must not upload them to public or shared repositories.

11.4 You must not modify Client Materials to remove our branding or copyright, create derivative versions, translate them for redistribution, or use them to enhance a competing product or content library.

11.5 Group programs, group coaching, workshops, memberships or other one-to-many use require the applicable Clinic Toolkit™ Professional licence and, where stated by us, written Group Program Approval. Payment for a Course by itself does not grant group-use rights.

11.6 Any content, recommendation, note or amendment that you personally add when using an authorised editable resource is your responsibility and is not endorsed by THSA unless we expressly state otherwise.

11.7 You must not provide Client Materials to an AI System and should take reasonable steps to avoid knowingly facilitating onward AI use by recipients where the material is supplied under this licence.

12. COMPETING USE, EDUCATIONAL PROVIDERS AND INDEPENDENT DEVELOPMENT

12.1 Nothing in these Terms prevents lawful competition based on your independently acquired skills, experience, research or ideas. However, you may not use our Content, Confidential Content or proprietary systems to create, accelerate, improve or supply a competing course, educational product, content library, assessment, client toolkit, software product or service in breach of our Intellectual Property Rights, confidentiality rights or the licence restrictions in these Terms.

12.2 Educational providers, course providers, training businesses, publishers, media organisations, information-product businesses and their staff, contractors and affiliates may not use our Content as teaching, editorial, product-development or commercial source material without a separate written licence from us.

12.3 No licence is granted to reproduce our curated research selections, commentary, educational sequencing, frameworks, assessment design or protected compilations for another training or publishing product.

12.4 If you independently develop material that addresses similar subject matter, you are responsible for retaining sufficient records to demonstrate independent creation if a reasonable dispute arises concerning copying of Confidential Content or protected Content.

13. MATERIAL YOU PROVIDE

13.1 You retain ownership of material you submit to us, subject to any third-party rights. You grant us a non-exclusive, worldwide, royalty-free licence to host, copy, process and display that material only as reasonably necessary to provide, secure, administer and improve the Service, comply with law and exercise our contractual rights.

13.2 The licence in clause 13.1 does not authorise us to publish your confidential client information or personal data outside the purposes described in our Privacy Policy and applicable law.

13.3 You must not submit material that infringes another person’s rights, is unlawful, malicious, defamatory, deceptive or harmful, or contains personal data you are not entitled to provide.

13.4 If you voluntarily provide product feedback, suggestions or ideas that are not Confidential Content, you permit us to use that feedback without restriction or payment, but this does not transfer ownership of your pre-existing intellectual property.

14. PROFESSIONAL RECOGNITIONS, CPD AND THIRD-PARTY MEMBERSHIPS

14.1 Where we describe optional CPD accreditation, professional registration or third-party membership routes, those are subject to the relevant third party’s current rules, eligibility criteria and fees. Unless expressly included, registration is optional and separate from your THSA purchase.

14.2 Where eligibility for International Institute for Complementary Therapists (IICT) membership requires a separate professional add-on module, you must complete the applicable requirements before claiming eligibility.

14.3 A graduate may not use our Course, Content or materials to register as an IICT Training Provider or submit a modality application based on our proprietary Course or materials without our separate written authorisation.

14.4 Third-party recognition may change or be withdrawn by the relevant body. We do not control third-party policies and cannot guarantee permanent recognition unless applicable law or an express written commitment states otherwise.

15. COURSE ACCESS, LIFETIME ACCESS, TRANSFERS AND ASSESSMENTS

15.1 The access period for a Course is the period stated on the relevant product page, order confirmation or Account. If we describe access as "lifetime access", including in marketing, it means access for as long as we continue to operate and host that Course or a substantially equivalent successor version, subject to these Terms. It does not mean access for the lifetime of the User or an obligation to maintain a retired Course indefinitely.

15.2 We may retire, replace or materially update educational Content for scientific, legal, pedagogical, technical or commercial reasons. Where reasonably practicable for paid Courses, we will provide appropriate notice or a reasonable transition path, taking account of the nature of the change and your statutory rights.

15.3 Course transfers are discretionary unless a specific offer states otherwise. If we approve a transfer, any stated transfer fee and price difference are payable before the transfer is completed.

15.4 Assessment rules, deadlines and pass requirements are stated within the relevant Course. Unless a Course specifies another process, an assessment appeal should be initiated in writing within five calendar days after the result, with the full written grounds supplied within fourteen days after the result.

15.5 You must complete assessments honestly and in accordance with any academic-integrity rules. Where a Course prohibits AI assistance in an assessment, using AI may invalidate that assessment or credential. Any separate assessment instructions take precedence for academic-integrity purposes.

16. LEARNER SUPPORT, RESEARCH REVIEW AND DOWNLOADABLE MATERIALS

16.1 Learner Services, tutors, technical support and research staff support your use of the Service within the scope described for the product. Standard learner support does not include validating your independent research, reviewing third-party websites, conducting bespoke literature reviews, or giving personal medical or client-specific advice.

16.2 Where we offer bespoke scientific review or consultancy, it is a separate paid Service at the rate quoted or otherwise agreed at the time. Any indicative rate stated on the Website may change before a separate service is ordered.

16.3 Unless a product-specific licence states otherwise, a downloadable PDF supplied to an individual User may be stored on up to three personal devices controlled by that User, solely for personal permitted use.

16.4 Downloading does not transfer ownership or expand the licence. Downloaded materials remain subject to all intellectual property, confidentiality, AI-use and sharing restrictions in these Terms.

17. PRICES, VOUCHERS, PAYMENTS, INSTALLMENTS AND SUBSCRIPTIONS

17.1 Prices, taxes and charges are shown at the point of purchase. Where VAT or another tax is chargeable, it will be handled as required by applicable law and the information presented at checkout.

17.2 A voucher is subject to its stated eligibility, expiry and product restrictions. Unless we expressly allow otherwise, only one voucher may be applied to a single purchase and vouchers cannot be combined.

17.3 A Subscription and an Installment Plan are different arrangements. A Subscription pays for continuing or renewable access in accordance with its stated subscription terms. An Installment Plan simply divides an already agreed fixed Purchase Price into scheduled payments. The fact that payments are collected monthly, annually or at another interval does not by itself make an arrangement a Subscription.

17.4 If you choose an Installment Plan, you are agreeing to pay the full Purchase Price and are choosing to spread that financial commitment across the stated scheduled payments. Unless a mandatory legal right applies or THSA expressly agrees otherwise in writing, the remaining scheduled payments cannot be cancelled, paused, shortened, reduced, rescheduled or otherwise changed unilaterally.

17.5 Stopping or cancelling a card mandate, direct debit, recurring payment authority or other collection method, ceasing to use the Course or Service, or deciding not to continue your studies does not by itself cancel the underlying purchase or remaining Installment Plan obligations. If you would like us to consider a change to an Installment Plan, please contact us. Any change is effective only when expressly agreed and confirmed in writing by THSA, unless applicable law provides otherwise.

17.6 Payments must be made on time. If a scheduled payment fails or becomes overdue, we may suspend access while the payment remains outstanding, retry collection or ask you to provide another lawful payment method, subject to applicable consumer-credit, payment and consumer-protection rules.

17.7 For a Subscription, the billing interval, Subscription Period, renewal terms, cancellation method and any minimum term will be shown before purchase. You may cancel a Subscription in accordance with those terms and any statutory cancellation rights that apply. We will comply with applicable information, reminder, cooling-off, renewal and cancellation requirements from time to time.

17.8 Cancelling a Subscription affects future access, renewal and recurring charges in accordance with the applicable Subscription terms. It does not retrospectively cancel charges already due or create a refund right except where the Subscription terms or applicable law provide one.

17.9 Store credit, manual allocations, scholarships and subsidies do not change the licence restrictions attaching to the Content.

18. CONSUMER CANCELLATION RIGHTS AND IMMEDIATE DIGITAL ACCESS

18.1 If you are a Consumer entering a distance or off-premises contract, you may have a statutory 14-day cancellation right unless an exception applies or the right has been lawfully lost after the required consent, request or acknowledgement.

18.2 Digital content not supplied on a tangible medium. If you ask us to begin supplying digital content during the cancellation period, we may require your prior express consent to immediate supply and your acknowledgement that you will lose the statutory right to cancel once supply begins. If you do not give the required consent and acknowledgement, we may delay digital access until the cancellation period expires. Where required by law, we will confirm that consent and acknowledgement to you on a durable medium, such as email.

18.3 Services. If you expressly request that a Service starts during the cancellation period and later cancel before it is fully performed, you may be required, where the law permits, to pay a proportionate amount for the Service supplied up to cancellation. Where the law provides that the right to cancel is lost after full performance and the required acknowledgement has been given, that rule will apply.

18.4 Nothing in this Section affects your rights where digital content or Services are faulty, not as described, not of satisfactory quality, not fit for a stated purpose, or not supplied with the standard required by applicable consumer law.

18.5 Any contractual refund guarantee or promotional cancellation right is additional to statutory rights and is governed by the specific published conditions of that guarantee.

18.6 A statutory or contractual right to cancel the underlying purchase is different from simply stopping a scheduled payment. If a valid cancellation right applies to a fixed-price purchase, any remaining Installment Plan obligations will be adjusted to the extent required by law or agreed by THSA. Otherwise, an Installment Plan remains the agreed method of paying the full Purchase Price.

19. REFUNDS, SUSPENSION, TERMINATION AND EFFECT OF TERMINATION

19.1 Outside applicable statutory rights and any express written refund guarantee, refunds are available only where the product-specific terms state that a refund is available. Cancelling or changing a payment collection method does not itself create a refund or cancellation right. Where a valid cancellation of the underlying purchase applies, we will adjust any remaining payment obligations as required by law or our written agreement.

19.2 We may temporarily suspend access where we reasonably suspect account compromise, payment default, automated access, account sharing, academic misconduct, infringement, AI misuse or another material breach, while we investigate. We will act proportionately and, where appropriate, provide an opportunity to respond.

19.3 We may terminate an Account or Service for a material breach that is incapable of remedy, or that you fail to remedy within a reasonable period after notice where remedy is possible. A serious breach of Sections 6 to 10, deliberate circumvention of access controls, fraud or deliberate account sharing may justify immediate termination.

19.4 Termination for breach does not create a right to a refund except where mandatory law requires one. This clause does not permit us to retain sums where doing so would be unlawful or unfair under applicable consumer law.

19.5 On expiry or termination of your access licence, you must stop accessing and using the affected Paid Content and, where we require and it is lawful to do so, delete unauthorised copies in your possession or control. Any continuing use rights expressly granted for a downloaded Client Material remain subject to the stated licence and Sections 6, 7, 9 and 11.

19.6 We may invalidate an assessment result or withdraw a credential only where the underlying assessment, eligibility or credential was obtained through fraud, academic misconduct or another breach that materially affects its validity, or where required by an accrediting or regulatory body. An unrelated customer-service or intellectual-property dispute will not by itself retrospectively invalidate genuinely earned academic achievement.

19.7 Sections intended by their nature to survive termination, including Intellectual Property Rights, AI restrictions relating to retained copies or outputs, confidentiality, accrued payment obligations, liability and remedies, continue after termination.

20. ACCEPTABLE CONDUCT

20.1 You may not use our Website, community, support channels or Systems to threaten, harass, abuse, impersonate, defraud or unlawfully defame another person, distribute malicious software, interfere with systems, or post unlawful or infringing material.

20.2 Reasonable criticism, complaints and disagreement are permitted. We may moderate or restrict communications that breach clause 20.1 or materially disrupt the Service, but we will not treat a good-faith complaint or negative opinion as a breach merely because it is critical.

20.3 We may remove content from interactive areas where reasonably necessary to enforce these Terms, protect users, comply with law or secure the Service.

21. PROFESSIONAL RESPONSIBILITY, APPLICATION OF LEARNING, SCOPE OF PRACTICE AND ETHICAL USE

21.1 Our Courses are designed to provide education, knowledge, tools and skills. Once you choose to apply what you have learned outside the Course, you are making your own professional or personal decisions. THSA does not supervise, direct or control your practice and does not assume responsibility for decisions, recommendations, communications, services or client management undertaken independently by you.

21.2 You are responsible for determining and complying with the legal, professional, insurance, tax, licensing, registration, safeguarding and data-protection requirements that apply to your work and jurisdiction.

21.3 Our Courses and certificates do not by themselves grant a statutory licence to practise, a regulated professional title or a university degree unless we expressly state otherwise and the relevant regulator or awarding body recognises that status.

21.4 You must not use a regulated or protected title, including doctor, registered nutritionist or dietitian, unless you independently hold the qualification, registration or licence required by the relevant jurisdiction.

21.5 You are responsible for deciding whether a particular piece of learning, framework, technique, recommendation, assessment, tool or Client Material is appropriate for a particular person or circumstance. That decision should take account of your competence and scope of practice, the individual circumstances, relevant contraindications and risk factors, current evidence, applicable professional standards and any need for referral or specialist advice. Completing a Course does not amount to THSA approving or supervising a particular client intervention or case.

21.6 You must not make unlawful or misleading guarantees about weight, body composition, curing, healing or treating medical conditions, and must not diagnose disease, prescribe medical treatment or advise a person to stop prescribed medication unless you are independently authorised by law to do so within your regulated scope of practice.

21.7 Where your work involves clients, you are responsible for appropriate professional indemnity, public liability, product liability or other insurance where relevant, informed consent, confidentiality, record keeping, data protection, safeguarding, suitable client communications and appropriate referral procedures.

21.8 Risk assessments, questionnaires, educational tools, example protocols and case studies do not constitute a medical diagnosis or a substitute for client-specific professional assessment. You should refer a client to an appropriately qualified healthcare or other professional where symptoms, risk indicators or circumstances require assessment, treatment or expertise outside your competence or scope of practice.

21.9 You remain responsible for checking that information you rely on in practice is appropriate and sufficiently current for the circumstances in which you use it. Where you are uncertain about application, scope of practice or client safety, you should seek appropriate professional supervision or referral rather than rely solely on Course Content.

21.10 Nothing in your enrollment creates a partnership, agency, franchise, employment, supervisory or representative relationship between you and THSA. You may not represent that THSA has approved, supervised or endorsed your practice, a particular client recommendation or the services you provide.

22. EDUCATIONAL AND MEDICAL DISCLAIMER

22.1 Content is educational and informational. It is not personal medical advice, diagnosis or treatment and is not a substitute for advice, assessment or supervision from an appropriately qualified healthcare or other professional where that is required.

22.2 Health, nutrition and behavioural science evolves and individual circumstances differ. We take reasonable care in preparing educational Content, but do not warrant that every statement will remain current indefinitely, suit every jurisdiction or apply to every individual circumstance.

22.3 A person with a medical condition, pregnancy, medication use, suspected eating disorder, severe allergy, cancer, diabetes or another condition requiring clinical care should seek appropriate medical advice rather than rely solely on educational Content.

22.4 Examples, case studies, suggested questions, frameworks, calculations, assessments, tools and Client Materials are educational resources. They require your own assessment and professional judgement before use and should not be treated as automatic instructions for a particular client or situation.

22.5 We do not guarantee any health, clinical, commercial, career, practice, client or income outcome from using a Course, Service or any knowledge acquired through them.

22.6 To the fullest extent permitted by law, THSA is not responsible for loss, injury, damage, complaint, regulatory or disciplinary action, professional claim or third-party claim resulting from a User's independent decision to apply, modify, depart from, misinterpret or misuse Content in practice, or from advice or services the User provides to another person. This does not exclude liability to the extent directly caused by THSA's own breach of contract, negligence, fraud or another liability that cannot lawfully be excluded, and it does not affect mandatory consumer rights.

22.7 If you are a Business User, you remain responsible for your own client relationships, professional services, representations and acts or omissions. To the extent permitted by law, you will indemnify THSA against third-party claims, liabilities, losses and reasonable professional costs arising directly from those matters or from your breach of applicable professional or legal duties, except to the extent the claim was caused by THSA's own breach, negligence or other fault.

23. WEBSITE AVAILABILITY, UPDATES AND THIRD-PARTY SERVICES

23.1 We aim to provide reliable access but do not guarantee uninterrupted availability. Maintenance, security incidents, third-party outages, internet failures, force majeure events and technical changes may temporarily affect access.

23.2 Where reasonably practicable, we may use alternative platforms or methods to restore or continue material paid functionality after a significant outage.

23.3 Links to third-party websites or services are provided for convenience or reference. Unless we expressly state otherwise, we do not control or endorse them and are not responsible for their content, privacy practices, availability or products.

23.4 Third-party platform terms may also apply where a Service relies on an external platform, but those terms do not expand your licence to our Content.

24. PRIVACY, MONITORING AND SECURITY EVIDENCE

24.1 We process personal data in accordance with our Privacy Policy and applicable data-protection law.

24.2 For security, fraud prevention, licence enforcement and service administration, we may record proportionate technical information such as login events, IP-derived security information, device or browser identifiers, download events, access timestamps and account activity, subject to our Privacy Policy and applicable law.

24.3 Where we reasonably investigate suspected copying, academic misconduct or unauthorised derivative use, we may use plagiarism, similarity, content-matching or forensic tools and preserve relevant evidence, provided our use is lawful and proportionate.

24.4 Nothing in these Terms authorises covert access to your private devices or accounts. Any investigation or monitoring must use lawful means and the data available to us or lawfully provided to us.

25. RESPONDING TO UNAUTHORISED AI OR CONTENT DISCLOSURE

25.1 If you discover or reasonably suspect that you have accidentally or deliberately provided protected Content to an AI System or otherwise disclosed it contrary to Sections 6, 7 or 9, you must act promptly to contain the disclosure.

25.2 Where reasonably possible, you must stop further processing, delete the relevant chat, upload, file, project, index, embedding, knowledge base or workflow, disable sharing, delete derivative copies and outputs, and use any available provider process to request deletion from retained systems or training datasets.

25.3 You must notify us without undue delay where the incident involved a material amount of Paid Content, Confidential Content, Clinic Toolkit™ materials, assessment logic or repeated use. Your notice should identify the Content involved, the AI System or service, approximate date, purpose, whether third parties could access it, and remediation steps taken, to the extent you can lawfully provide that information.

25.4 You must reasonably cooperate with proportionate steps to verify containment and prevent recurrence. Prompt self-reporting and effective remediation will be relevant to how we exercise contractual remedies, but does not retrospectively authorise the prohibited use.

26. ENFORCEMENT AND REMEDIES FOR INTELLECTUAL PROPERTY, AI AND CONFIDENTIALITY BREACHES

26.1 A breach of Sections 6 to 10 or 25 may cause harm that is difficult to quantify, including loss of exclusivity, uncontrolled model ingestion, loss of confidentiality, market substitution and the cost of investigation and containment.

26.2 We may seek any remedy available at law, including an injunction or other order to stop or prevent use or disclosure, delivery up or destruction of infringing material, damages, additional damages where available, an account of profits, and recovery of legal costs where awarded or otherwise recoverable.

26.3 We may also recover reasonable investigation, containment and remediation costs to the extent those costs constitute legally recoverable loss caused by your breach, together with any other compensation or monetary remedy available to us at law.

26.4 For a Business User, your liability to us for deliberate or negligent infringement of our Intellectual Property Rights, breach of confidentiality, unauthorised AI processing, unlawful scraping or misuse of Clinic Toolkit™ includes an obligation to indemnify us against third-party claims, liabilities, losses, damages and reasonable professional costs arising directly from that breach, to the extent permitted by law.

26.5 For a Consumer, we will seek only remedies and compensation available under applicable law and these Terms will not require payment of a disproportionate contractual penalty.

26.6 Our decision not to enforce a right immediately does not waive that right. A waiver is effective only if given in writing and applies only to the specific circumstance stated.

27. LIABILITY

27A. Provisions applying to everyone

27.1 Nothing in these Terms excludes or limits liability for death or personal injury caused by negligence, fraud or fraudulent misrepresentation, or any liability that cannot lawfully be excluded or limited.

27.2 Nothing in these Terms excludes or restricts your mandatory statutory rights as a Consumer.

27B. Consumers

27.3 If you are a Consumer, we are responsible for loss or damage that is a foreseeable result of our breach of contract or failure to use reasonable care and skill, subject to applicable law.

27.4 We are not responsible to a Consumer for business losses arising from use of a product for commercial purposes where that use is outside the consumer purpose of the contract, to the extent permitted by law.

27C. Business Users

27.5 If you are a Business User, to the fullest extent permitted by law, we exclude liability for indirect or consequential loss and for loss of profit, revenue, business, opportunity, goodwill, anticipated savings or data, except to the extent such exclusion is not legally effective.

27.6 Subject to clause 27.1, our aggregate liability to a Business User arising from a particular Course, Subscription or Service is limited: (a) where the affected Course or Service was purchased for a one-off Purchase Price, to the total Purchase Price actually paid for that Course or Service; or (b) where the affected Service is supplied under a recurring Subscription, to the total Subscription charges actually paid for that Subscription during the twelve months immediately preceding the first event giving rise to the claim, or during the period of the Subscription if shorter, unless a product-specific contract expressly states a different liability cap. Claims arising from the same or substantially connected events will be treated as a single claim for the purposes of this clause.

27.7 The exclusions and cap in clauses 27.5 and 27.6 apply only to the extent they satisfy any applicable reasonableness requirement and do not apply where law prohibits limitation.

28. CHANGES TO SERVICES AND THESE TERMS

28.1 We may update these Terms for legal or regulatory changes, security requirements, new technology, changes to Services, clarification, or to protect Intellectual Property Rights. We will not use a variation clause to impose a materially different bargain retrospectively in a manner prohibited by consumer law.

28.2 For minor, beneficial, technical or legally required changes, updated Terms may take effect when posted or on the stated effective date. For a material change that adversely affects an ongoing paid Consumer Subscription, we will provide reasonable notice where practicable and any cancellation or other remedy required by law.

28.3 The version accepted at purchase governs that purchase except where a later change lawfully applies to ongoing use, is required by law, is accepted by you, or relates to new or optional functionality you choose to use.

28.4 We may update Course Content to reflect scientific, technical, pedagogical or legal developments without that update constituting a variation of these Terms, provided the Service remains substantially consistent with its description and your statutory rights are respected.

29. NOTICES, ASSIGNMENT AND TRANSFER

29.1 Notices to you may be sent to the email address associated with your Account or displayed in the Service where appropriate. You are responsible for keeping your contact details current.

29.2 You may contact us using the contact details published on the Website. A notice concerning alleged infringement, confidentiality or unauthorised AI use should identify the material and relevant facts sufficiently for us to investigate.

29.3 Your personal licence is non-transferable. You may not assign, transfer or sublicense your Account, Course access or rights under these Terms without our written consent.

29.4 We may assign or transfer our rights and obligations as part of a genuine corporate reorganisation, financing, sale of business or transfer of the relevant Service, provided a Consumer’s contractual rights are not reduced contrary to law.

30. GENERAL LEGAL TERMS

30.1 Entire agreement. Subject to rights that cannot be excluded, these Terms, the order confirmation, incorporated product-specific terms and Privacy Policy constitute the agreement concerning the relevant Service and supersede earlier statements about that subject matter, except for fraudulent misrepresentation.

30.2 Severability. If a provision is held unlawful, invalid or unenforceable, it will be severed or limited to the minimum extent necessary, and the remaining provisions continue in effect. Where possible, a provision should be interpreted in a lawful way that best preserves its intended commercial purpose.

30.3 No third-party rights. Except where these Terms expressly state otherwise, a person who is not a party has no right under the Contracts (Rights of Third Parties) Act 1999 to enforce them.

30.4 No waiver. Delay or failure to enforce a right is not a waiver.

30.5 Headings are for convenience and do not affect interpretation. References to "including" are illustrative and do not limit the words that precede them.

30.6 If you are a Business User, you confirm that the person accepting these Terms on behalf of an organisation has authority to bind that organisation.

31. GOVERNING LAW AND JURISDICTION

31.1 These Terms and any non-contractual obligations arising from them are governed by the law of England and Wales.

31.2 If you are a Business User, the courts of England and Wales have exclusive jurisdiction, unless we agree otherwise in writing.

31.3 If you are a Consumer, the courts of England and Wales have jurisdiction, but nothing in these Terms deprives you of any mandatory protection or right to bring proceedings in another court that applicable consumer law gives you.

SCHEDULE 1 - EXAMPLES OF PROHIBITED AI USE

The following examples are illustrative. They do not limit Section 7.

• Uploading a Course PDF to ChatGPT, Gemini, Claude, Copilot or another chatbot and asking for a summary, explanation, translation, quiz, lesson plan or rewrite.
• Copying a lesson into an AI writing tool to improve the wording, create a blog article, social post, webinar, handout, client guide or course.
• Using an AI note-taking or transcription service to record a THSA webinar, tutor call, one-to-one session or private group session without express authorisation.
• Creating a custom GPT, bot, knowledge base, RAG system or internal assistant containing THSA materials.
• Creating embeddings or a vector database from Course materials, Clinic Toolkit™ forms, Science Reports or transcripts.
• Using screenshots, photographs or OCR of protected materials to avoid uploading the original file.
• Using our assessment questions or answer logic to benchmark or evaluate a model.
• Fine-tuning or training a model on our Content, even if the model is private, local, open-source or intended only for your own business.
• Using AI to recreate a Clinic Toolkit™ questionnaire, assessment flow, scoring system, decision tree or client workflow.
• Asking AI to "rewrite this in different words" or to generate a substantially similar educational product from our Content.
• Connecting a cloud drive or document repository containing THSA Content to an AI assistant or enterprise search feature that can ingest or retrieve those files.
• Using an automated agent to log into your Account, download lessons, gather references or build a content library.
• Sending Client Materials to an AI coach, chatbot or automated client-personalisation workflow.
• Providing our Content to a third party who you know or reasonably suspect will use it for AI training, extraction or model development.

SCHEDULE 2 - CORE CONTRACTUAL ACKNOWLEDGEMENTS FOR DIGITAL PURCHASES

Where relevant to the product and checkout flow, the following acknowledgements may be presented separately and prominently before purchase. Acceptance of an acknowledgement does not reduce mandatory statutory rights.

Terms acceptance: “I have read and agree to The Health Sciences Academy Terms and Conditions, including the intellectual property and AI-use restrictions.”

AI and IP acknowledgement: “I understand that my access is a personal licence. I will not upload, paste, transmit, expose or provide THSA Content to any AI, machine-learning, chatbot, transcription, summarisation, embedding, RAG or similar automated system, or use AI to recreate or derive materials from THSA Content, except to the extent a mandatory rule of law expressly provides otherwise.”

Immediate digital supply - where applicable: “I expressly consent to the immediate supply of the digital content before the end of the statutory cancellation period and acknowledge that, once supply begins, I will lose any statutory right to cancel that the law permits me to waive in this way.”

Early service performance - where applicable: “I expressly request that the Service starts during the statutory cancellation period and understand that, if I cancel after performance has begun, I may have to pay a proportionate amount for the Service supplied, and that I may lose the cancellation right once the Service has been fully performed where the law so provides.”

Installment Plan - where applicable: “I understand that I am purchasing the product for the total Purchase Price shown at checkout and choosing to pay that fixed Purchase Price through scheduled installments. This is not a Subscription. Unless a mandatory legal right applies or THSA expressly agrees otherwise in writing, I remain responsible for the full Purchase Price and cannot unilaterally cancel, pause, reduce or change the remaining scheduled payments simply by ceasing to use the product or stopping the payment collection method.”

Subscription - where applicable: “I understand that this product is a Subscription. The billing interval, renewal terms, any minimum term and the method of cancellation are shown before purchase. I may cancel the Subscription in accordance with those terms and any statutory cancellation rights that apply.”

COPYRIGHT AND RIGHTS RESERVATION

© The Health Sciences Academy Ltd. All rights reserved. No licence is granted for text and data mining, artificial intelligence training, machine learning, model development, embeddings, retrieval-augmented generation, automated extraction or similar computational use except under a separate written licence expressly granted by THSA or to the limited extent a mandatory rule of law cannot lawfully be excluded.