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Subscription terms and conditions

These terms and conditions constitute a legal agreement (“Contract”) between you (“User” or “you”) and Linguaphone Group Limited of Sutton Point, 6 Sutton Plaza, Sutton Court Road, Sutton, SM1 4FS, United Kingdom (“LGL”, “us” or “we”) for your use of the services connected to our Direct English Live online portal, its content and related computer software, any related app, the data supplied with such software or app, and any associated media (“DE Live”).

Important notice to all users:

  • Please read the terms of this contact carefully before you submit your order. By clicking “agree and continue" to the terms and conditions of sale before placing an order, you are confirming that you agree to be bound by this contract. 
  • If you do not accept and agree with these terms, you have no right to order DE Live and must not download the software and the app and use DE Live. 
  • In particular, you expressily agree the limitations on liability in clause 11. 

You should download and print a copy of this Contract for future reference.

1. Formation of the contract

1.1 Once you have selected the services you need on our website  https://www.directenglishlive.com you will submit an order by which you confirm that you are at least 18 years of age to both purchase and participate in the course.

1.2 Once the payment processor send us the authorisation to collect the payment for DE Live, we will email you the confirmation of your order, together with a copy of this Contract and the related privacy notice.

1.3 The order confirmation confirms LGL’s acceptance of your order and the Contract is then formed and become legally binding.

1.4 In addition to this Contract, if you use DE Live for personal purposes as a consumer (i.e. unrelated to any business, commercial, craft or professional activity) then you may be entitled to additional consumer protections and rights under applicable law (“Consumer”).

1.5 To use the DE Live services, you must have, at your own expense, a device connected to the internet. We use our reasonable endeavors to ensure DE Live is available to you. However, owing to the nature of the internet, we cannot guarantee that DE Live or the websites to which it is linked or through which it is accessed will be available to you.  You should ensure that you have appropriate protection against viruses and other malware and other security arrangements in place whilst using the internet and DE Live.

2. Duration, termination and suspension

2.1 For all courses, unless cancelled earlier in accordance with this Contract, the Contract will terminate once all DE Live services placed in your order have been provided in full, at which point the obligations set out in the Contract shall cease. In the event that you fail to attend one or more planned lessons as part of the Contract, we shall be entitled to assume you no longer wish to receive DE Live and we reserve the right, exercisable at our discretion, to terminate the Contract on provision of simple notice to you (or such other notice as may be required under applicable law), without any right to reimbursement.

2.2 For all of our services/courses we offer a 14 day trial period free of charge. Your free trial period shall commence when you sign up for the relevant service/course by placing an order for the same and shall continue for 14 days from and including the day after you sign up. If you wish to cancel the service/course at any time during your free trial period, you may do so simply by notifying us via our website or any relevant contact details we may provide to you along with course confirmation.

2.3 When you sign up for any service or course you will be asked to provide payment details, even where there is a free trial period. These details will be used by our payment processor automatically upon expiry of the relevant free trial period to take payment for the first month of your service/course. Your service/course will then automatically renew each month, unless otherwise cancelled or terminated by you or us in accordance with this Contract, and payments will then be taken automatically at monthly intervals in advance on or about the same date each month. For example, if you sign up for a course on 1 January, your free trial period will expire on 15 January and you will be charged the relevant initial monthly fee on 16 January and subsequent monthly fees on the 16th of each month thereafter.

2.4 We cannot and do not guarantee full availability of DE Live at all times. DE Live may be unavailable for reasons beyond our control or due to any reasonable requirement for us to suspend part or all of the DE Live services. We will have no liability to you should this be the case. Your contractual rights will cease in case of interruption of DE Live services and consequently you will not have any further access to the online portal and/or App.

2.5 We may terminate this Contract immediately by written notice to you if you commit a material or persistent breach of these terms and conditions which you fail to remedy (if remediable) within 14 days after the service of written notice requiring you to do so or if you act in a manner which we (acting reasonably) deem to be inappropriate or detrimental to DE Live, the use of DE Live by others or our business. In the event of any such breach or action, without limiting our rights above, we shall also be entitled to suspend all access by you to DE Live forthwith on notice to you until such time as all breaches are remedied to our reasonable satisfaction (if remediable), without any liability to you of any kind.

2.6 Upon termination for any reason:

  • (a) all rights granted to you under this Contract shall cease;
  • (b) you must immediately cease all activities authorised by this Contract;
  • (c) you must immediately delete or remove any software made available to you via, or forming part of, DE Live from all computer equipment and devices in your possession;
  • (d) we are entitled to cancel your account and consequently you will not have any further access to the online portal and/or App.

2.7 Without prejudice to the provisions regarding the termination described above, LGL reserves the right to suspend the DE Live services forthwith in the event that payment of any sum is not received by us when the same is due for payment to us.

3. Payment

3.1 All prices are displayed on the DE Live website. All prices quoted include applicable taxes and charges incurred by LGL for use of debit or credit cards unless otherwise stated. You may incur additional charges for the use of debit or credit cards from your provider and such charges are in addition to the advertised price. Prices may change from time to time, but this will not affect any order which has been confirmed by an order confirmation issued by us.

3,2 Payment can be made by credit or debit card (or any other payment method displayed on the DE Live website) as explained in the order process. In all cases LGL treats payment as confirmation that you are the person authorised to use such credit card or debit card and that you are over the age of 18 years.

3.3 All payments and financial transactions made in connection with our services and courses are processed by a third party payment processor. These will be subject to such payment processor’s own terms and conditions, privacy policy and terms of use, with which we recommend you familiarise yourself. Payments by credit or debit card are usually processed immediately via the payment processor over a secure link. No card details are held by LGL. In no event will LGL be responsible for the actions or omission of any third party payment processor, including but not limited to any failure in payment systems or payment service outages or downtime.

3.4 For the avoidance of doubt, unless we have agreed instalment plans, until you have paid for your use of DE Live in full each month, you shall have no right to access the relevant services and LGL may prevent you from accessing all or any part of DE Live without liability to you, save to the minimum extent required by applicable law.

4. Cancellation by LGL

4.1 LGL may cancel the Contract by giving you notice in writing (whether by email or otherwise) for any reason at any time prior to the start of the DE Live services without liability to you. If LGL cancels the Contract pursuant to this clause it will refund the price paid by you for the relevant service.

4.2 LGL may also cancel, amend, replace or discontinue any part or all of the DE Live services and/or may permanently terminate your access to and use of the same at any time thereafter in the event we deem it appropriate to do so (whether for an economic, technical, organisational or any other reason). In the event of a permanent termination of your access to and use of, or the total discontinuation of, the DE Live services as a whole, we will use reasonable endeavours to give you a minimum of 30 days’ prior notice of the same and shall notify you of any replacement services we intend to implement (if applicable). In the event you have paid a relevant monthly payment which covers days after termination of the Contract by LGL, you will receive a pro rata refund for the same.

5. Cancellation by you

5.1 If you do not wish your service or course to automatically renew each month then you may cancel at any time and must notify us of your wish to terminate in accordance with the terms of this Contract. If you are a Consumer, you have a legal right to cancel the Contract for any reason (including if you change your mind) within 14 days starting on the day after the order placement confirmation, the “Free Trial Period”. The Free Trial Period will end at midnight (GMT) on the 14th day after the date on which you placed your order. Where you cancel within the Free Trial Period, the Contract will terminate immediately (and any sums you have paid to us for the Contract will be refunded, less the value of any services used by you from the date of your order confirmation up to the date of your cancellation, if applicable).

5.2 After expiry of the Free Trial Period you may cancel your service or course at any time by notifying us of your wish to terminate in accordance with the terms of this Contract. Your cancellation (and termination of the service/course) shall take effect at the end of the latest month for which you have made payment in advance and your service or course will then not automatically renew.

5.3 To exercise the right to cancel, you must inform LGL of your decision to cancel the Contract by a clear statement to that effect through our website.

5.4 If you exercise your cancellation right, you shall have no right to access the relevant services beyond the point of termination of the Contract as stated above and LGL may prevent you from accessing all or any part of DE Live without liability to you.

6. Use of DE Live

6.1 In order to proceed with your request for DE Live services you will need to complete a form with your data and register on our online learning platform. You will need to choose a username and password that shall be required any time you access to DE Live.

6.2 Once your payment is authorised, we will provide you with details of how you can access your DE Live account either as part of the order confirmation or separately by email or other electronic notification.

6.3 We only make DE Live available for domestic and private use. You agree not to use DE Live for any commercial, business or re-sale purposes, and we have no liability to you for any loss of profit, loss of business, business interruption, or loss of business opportunity. Similarly, we exclude all liability for indirect and consequential losses you may suffer however arising in connection with DE Live, this Contract or anything connected with the same.

6.4 Any key code or other access code is personal to you, cannot be transferred and will expire 6 months from issue unless the order process states otherwise. You must ensure the same is kept confidential and secure and must not disclose or share it with anyone else.

7. DE Live licence

7.1 Subject to this Contract and in consideration of you agreeing to abide by the terms of it, we hereby grant to you a personal, non-exclusive, non-transferable licence to use DE Live on the terms of this Contract (“License”).

7.2 To the extent reasonably necessary for your language learning requirements as part of any Direct English learning programme, you may for your own personal, non-commercial use only, retrieve, display and view any content made available to you via DE Live on a computer screen and print copies of extracts of such content for personal use only and not for redistribution to any third party. You must not otherwise reproduce, modify, copy, distribute or use for commercial purposes any content or any part thereof without our written permission.

8. Restriction to the license

8.1 Except as expressly set out and permitted by the Contract, you undertake:

  • a) not to copy any element of DE Live nor to rent, lease, sub-license, loan, share, distribute, translate, merge, adapt, vary or modify any element of DE Live;
  • b) not to make alterations to, or modifications of, the whole or any part of DE Live, nor permit DE Live or any part of it to be combined with, or become incorporated in, any other programs;
  • c) not to disassemble, decompile, reverse-engineer or create derivative works based on the whole or any part of any software forming part of DE Live nor attempt to do any such thing except to the extent that (by virtue of any applicable copyright or other intellectual property law which cannot be excluded) such actions cannot be prohibited because they are essential for the purpose of achieving inter-operability of such software with another software program, and provided that the information obtained by you during such activities:
    • i) is limited to the parts of the software necessary for the inter-operability;
    • ii) is used only for the purpose of achieving inter-operability of such software with another software program; and
    • iii) is not unnecessarily disclosed or communicated without our prior written consent to any third party; and
    • iv) is not used to create any software which is substantially similar to such software;
  • d) to keep any permitted copies of any element of DE Live secure;
  • e) to include our copyright notice on all entire and partial copies you make of any element of DE Live on any medium;
  • f) not to share, disclose or permit the sharing, disclosure or use of your unique password or access code with, to or by any third party at any time. Without limiting the foregoing, you shall ensure that your unique password and any access code is not stored on any computer or device used by you such that any other user of that computer or device could or would be able to use or access your password or code;
  • g) to ensure that your unique password and any access code is only used on one computer or device by you at any one time;
  • h) to notify us immediately if you are aware or suspect that your password or access code is no longer secure and/or that third parties may have or have had access to the same and/or any other security breaches involving their devices may have or have had occurred (e.g. loss of the device without adequate measures to prevent use of your password or access code).

9. Third-party links

9.1 Except as expressly set out by the Contract, you undertake:

(a) not to copy any element of DE Live nor to rent, lease, sub-license, loan, share, distribute, translate, merge, adapt, vary or modify any element of DE Live;

(b) not to make alterations to, or modifications of, the whole or any part of DE Live, nor permit DE Live or any part of it to be combined with, or become incorporated in, any other programs;

(c) not to disassemble, decompile, reverse-engineer or create derivative works based on the whole or any part of any software forming part of DE Live nor attempt to do any such thing except to the extent that (by virtue of section 64 quarter of Law No. 633/1941 – Italian Copyright Law or any other equivalent applicable law) such actions cannot be prohibited because they are essential for the purpose of achieving inter-operability of such software with another software program, and provided that the information obtained by you during such activities:

  • (i) is limited to the parts of the software necessary for the inter-operability;
  • (ii) is used only for the purpose of achieving inter-operability of such software with another software program; and
  • (iii) is not unnecessarily disclosed or communicated without our prior written consent to any third party; and
  • (iv) is not used to create any software which is substantially similar to such software;

(d) to keep any permitted copies of any element of DE Live secure;

(e) to include our copyright notice on all entire and partial copies you make of any element of DE Live on any medium;

(f) not to share, disclose or permit the sharing, disclosure or use of your unique password by any third party at any time. Without limiting the foregoing, you shall ensure that your unique password is not stored on any computer or device used by you such that any other user of that computer or device could or would be able to use or access your password;

(g) to ensure that your unique password is only used on one computer or device by you at any one time;

(h) to notify us immediately if you are aware or suspect that your password is no longer secure and/or that third parties may have or have had access to the same and/or any other security breaches involving their devices may have or have had occurred (e.g. loss of the device without adequate measures to prevent use of your password).

9.2 If you breach even one of the undertakings under section 9.1 above, you undertake to indemnify and hold DE Live harmless, for the maximum term provided for by applicable law, from any detrimental consequences (including damage and damages claims) that arise directly or indirectly from third-party claims (including those of other users or the authorities) by reason of, or in any case connected with, the breach.

Certain content, products and services available via our Service may include materials from third-parties.

10. Intellectual property rights

10.1 You acknowledge that all intellectual property rights in all elements of DE Live anywhere in the world belong to us, that rights in the same are licensed (not sold) to you, and that you have no rights in, or to, any element of DE Live other than the right to use them in accordance with the terms of this Contract.

10.2 You acknowledge that you have no right to have access to any software provided to you or which you may access via DE Live in source code form.

10.3 If you are a consumer, this warranty is in addition to your legal rights in relation to Software that is faulty or not as described.

11. LIMITATION OF LIABILITY

11.1 YOU ACKNOWLEDGE THAT DE LIVE HAS NOT BEEN DEVELOPED TO MEET YOUR INDIVIDUAL REQUIREMENTS, AND THAT IT IS THEREFORE YOUR RESPONSIBILITY TO ENSURE THAT THE FACILITIES AND FUNCTIONS OF DE LIVE MEET YOUR REQUIREMENTS.

11.2 THE SERVICES WE PROVIDE, INCLUDING ALL IMAGES, AUDIO FILES AND OTHER CONTENT THEREIN, AND ANY OTHER INFORMATION, PROPERTY AND RIGHTS GRANTED OR PROVIDED TO YOU BY LGL ARE PROVIDED TO YOU ON AN “AS IS” BASIS. LGL MAKES NO REPRESENTATIONS OR WARRANTIES OF ANY KIND WITH RESPECT TO THE SERVICES, EITHER EXPRESS OR IMPLIED, AND ALL SUCH REPRESENTATIONS AND WARRANTIES, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR NON-INFRINGEMENT, ARE EXPRESSLY DISCLAIMED. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, LGL DOES NOT MAKE ANY REPRESENTATION OR WARRANTY OF ANY KIND RELATING TO ACCURACY, SERVICE AVAILABILITY, COMPLETENESS, INFORMATIONAL CONTENT, ERROR-FREE OPERATION, RESULTS TO BE OBTAINED FROM USE, OR NON-INFRINGEMENT. ACCESS AND USE OF THE SERVICES MAY BE UNAVAILABLE DURING PERIODS OF PEAK DEMAND, SYSTEM UPGRADES, MALFUNCTIONS OR SCHEDULED OR UNSCHEDULED MAINTENANCE OR FOR OTHER REASONS. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES, SO THE ABOVE EXCLUSION MAY NOT APPLY TO YOU.

11.3 TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL LGL BE LIABLE TO YOU OR ANY THIRD PARTY CLAIMING THROUGH YOU (WHETHER BASED IN CONTRACT, TORT, STRICT LIABILITY OR OTHER THEORY) FOR INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES ARISING OUT OF OR RELATING TO THE ACCESS OR USE OF, OR THE INABILITY TO ACCESS OR USE, THE SERVICES WE PROVIDE OR ANY PORTION THEREOF, INCLUDING BUT NOT LIMITED TO THE LOSS OF USE OF THE SERVICES, INACCURATE RESULTS, LOSS OF PROFITS, BUSINESS INTERRUPTION, OR DAMAGES STEMMING FROM LOSS OR CORRUPTION OF DATA OR DATA BEING RENDERED INACCURATE, THE COST OF RECOVERING ANY DATA, THE COST OF SUBSTITUTE SERVICES OR CLAIMS BY THIRD PARTIES FOR ANY DAMAGE TO COMPUTERS, SOFTWARE, MODEMS, TELEPHONES OR OTHER PROPERTY, EVEN IF LGL HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, LGL’S LIABILITY TO YOU OR ANY THIRD PARTY CLAIMING THROUGH YOU FOR ANY CAUSE WHATSOEVER, AND REGARDLESS OF THE FORM OF THE ACTION, IS LIMITED TO THE AMOUNT PAID, IF ANY, BY YOU TO US FOR THE SERVICES IN THE 12 MONTHS PRIOR TO THE INITIAL ACTION GIVING RISE TO LIABILITY. THIS IS AN AGGREGATE LIMIT. THE EXISTENCE OF MORE THAN ONE CLAIM HEREUNDER WILL NOT INCREASE THIS LIMIT.

11.3 NOTHING IN THIS CONTRACT SHALL LIMIT OR EXCLUDE OUR LIABILITY FOR:

 (A) DEATH OR PERSONAL INJURY RESULTING FROM OUR NEGLIGENCE;

 (B) FRAUD OR FRAUDULENT MISREPRESENTATION; OR

 (C) GROSS NEGLIGENCE BY LGL.

12. Communication between us

12.1 If you wish to contact us in writing, or if any condition in this Contract requires you to give us notice in writing, you can send this to us by e-mail or by pre-paid post to Linguaphone Group Limited at Sutton Point, 6 Sutton Plaza, Sutton Court Road, Sutton, SM1 4FS, United Kingdom or customercare@directenglishlive.com. We will confirm receipt of this by contacting you in writing, normally by e-mail.

12.2 If we have to contact you or give you notice in writing, we will do so by e-mail or by pre-paid post to the address you provide to us.

13. Events outside our control

13.1 We will not be liable or responsible for any failure to perform, or delay in performance of, any of our obligations under this Contract that is caused by any act or event beyond our reasonable control, including without limitation failure of public or private telecommunications networks.

13.3 If such an event takes place that affects the performance of our obligations under this Licence:

(a) our obligations under this Contract will be suspended and the time for performance of our obligations will be extended for the duration of the event in question and its effect on us; and

(b) we will use our reasonable endeavours to find a solution by which our obligations under this Contract may be performed despite the event.

14. Other important terms

14.1 We may transfer our rights and obligations under this Contract to another organisation, but this will not affect your rights or our obligations under this Contract.

14.2 You may only transfer your rights or your obligations under this Contract to another person if we agree in writing.

14.3 If we fail to insist that you perform any of your obligations under this Contract, or if we do not enforce our rights against you, or if we delay in doing so, that will not mean that we have waived our rights against you and will not mean that you do not have to comply with those obligations. If we do waive a default by you, we will only do so in writing, and that will not mean that we will automatically waive any later default by you.

14.4 Each of the terms and conditions of this Contract operates separately. If any court or competent authority decides that any of them are unlawful or unenforceable, such term/condition shall be severed from the Contract and the remaining terms and conditions will remain in full force and effect.

14.5 These terms and conditions along with the documents referred to herein contain the whole agreement between you and us relating to the Contract and its subject matter and supersede all prior discussions, arrangements or agreements that might have taken place in relation thereto. You accept and acknowledge that, in entering into this Contract, you have not relied on and do not rely on any undertaking, promise, assurance, statement, representation or understanding (whether in writing or not) of any person (whether a party to such terms and conditions and/or Contract or not) relating to the subject matter of this Contract.

14.6  Please note that this Contract, its subject matter and its formation, are governed by English law. You and we both agree that the courts of England and Wales will have non-exclusive jurisdiction. To the extent the same applies to you, Consumers within the EU can find all necessary information for online dispute resolution mechanisms (ODR) at: https://webgate.ec.europa.eu/odr/main/index.cfm?event=main.home.chooseLanguage.