ONLINE COURSE AGREEMENT (PUBLIC OFFER)Dubai, UAE February, 2025This Online Course Agreement (hereinafter, the “
Agreement” or “
Terms”) constitutes a public offer and is entered into by and between:
(i)
SANOXY-FZCO, a Company duly organized under the laws of the United Arab Emirates, with Trade License No. 23419, acting under Brand “ADIS” (Academic Digital Innovative Solutions), having its principal business address at Building A2, IFZA Dubai Silicon Oasis, Dubai, United Arab Emirates, P.O. Box 72800 (hereinafter referred to as “
Company,” “
we,” “
us,” or “
our”),
and
(ii)
Any Private Individual or
Legal Entity (hereinafter, “
Client,” “
Customer,” “
you,” or “
your”) that visits, accesses, and/or enrolls in any online course(s) provided by the Company through the website
www.adis.academy, or any related subdomains, platforms, and services (collectively, the “
Website”).
(hereinafter collectively referred to as the "
Parties" and separately as "
Party")
By visiting, purchasing, or enrolling in any course(s) on our Website (collectively, “
Services” or “
Online Course(s)”), you acknowledge that you have read, understood, and agree to be bound by the following terms, conditions, and notices. If you do not agree to these Terms, you must not access or use our Services.
1. DEFINITIONS1.1 “
Agreement” or “
Terms” means this Online Course Agreement, including any attachments, schedules, or amendments thereto.
1.2 “
Company” or “
we” or “
us” means SANOXY-FZCO (Trade License No. 23419) operating under its brand ADIS and its successors, subsidiaries, assigns, and affiliates.
1.3 “
Client,” “
Customer,” or “
you” refers to the person or entity ordering, accessing, or purchasing Online Course(s) and/or Services from the Company.
1.4 “
Course Materials” means any materials, documentation, data, or information (in digital or printed form) provided to the Client in connection with the Online Course(s), including but not limited to slides, texts, e-books, audio-visual content, recordings, assignments, or tests.
1.5 “
Online Course(s)” or “
Services” means any online courses, e-learning modules, digital programs, or other training events that we provide through the Website, including any support or content made available by the Company to the Client.
1.6 “
Intellectual Property Rights” means all intellectual property or proprietary rights of every kind and nature, whether registered or unregistered, including but not limited to copyrights, trademarks, trade secrets, domain names, know-how, or similar forms of proprietary information.
1.7 “
Party” or “
Parties” means individually or collectively, the Company and the Client.
1.8 “
Website” means
www.adis.academy and any of its subdomains, landing pages, or related online platforms where the Company offers the Services.
2. ACCEPTANCE & APPLICABILITY2.1
Public Offer & Acceptance. This Agreement constitutes a public offer by the Company. You accept this offer by any of the following:
• Clicking to accept or agree to the Terms when this option is made available on the Website;
• Paying any invoice or fee for an Online Course;
• Accessing, purchasing, or using the Online Course(s).
2.2
Applicability. These Terms apply to all Online Course(s) offered by the Company, unless otherwise stated in a separate written agreement signed by an authorized representative of the Company. In the event of a conflict between these Terms and any separate written agreement, the terms of the separate agreement shall control.
2.3
Modifications. The Company may modify these Terms at any time in its sole discretion, effective upon posting the revised Terms on the Website or upon written notice to the Client. Your continued use of the Services after any such modifications constitutes your acceptance of the revised Terms.
3. SCOPE OF SERVICES3.1
Provision of Courses. The Company shall use reasonable care and skill to deliver the Online Course(s) purchased by the Client via the Website, which may include access to videos, digital materials, live webinars, recordings, tests, or other resources.
3.2
No Guarantee of Results. While the Company endeavors to provide comprehensive and quality course content, the Company makes no guarantee that you will achieve any specific result, qualification, or outcome. Your success depends on personal effort, participation, and other variables beyond the Company’s control.
3.3
Hardware & Software Requirements. To access the Online Course(s), you are responsible for ensuring that your devices, software, and Internet connection meet the minimum system requirements published on the Website. The Company is not liable if your inability to access or complete the Course is due to inadequate technical setup on your side.
4. REGISTRATION AND ACCOUNTS4.1
Account Creation. You may be required to create an account by providing a valid email address, password, or other identifying information. You warrant that the information you provide is accurate, current, and complete.
4.2
Security & Confidentiality. You are responsible for maintaining the confidentiality and security of your account credentials. You agree not to share or disclose your login details with any third party. The Company is not liable for any unauthorized access to your account that results from your failure to safeguard your credentials.
4.3
Account Use. Your account is for personal use only. Commercial use of the Online Course(s) requires a separate written agreement. If the Company suspects unauthorized sharing or commercial exploitation of your account, it may suspend or terminate your access without prior notice.
5. FEES & PAYMENT TERMS5.1
Fees. The Fees for each Online Course, including applicable taxes or additional charges, shall be as set forth on the Website or indicated in your invoice. Unless otherwise stated, Fees are exclusive of any bank charges, currency exchange fees, or other transactional costs, which you shall bear.
5.2
Payment Methods. Payment can be made via credit/debit card, wire transfer, electronic payment gateway, or other modes indicated on the Website or invoice. We reserve the right to verify your payment and identity details before providing access to the Course.
5.3
Due Date. Full payment is typically due at the time of purchase, unless stated otherwise in a written invoice or arrangement with the Company. Non-payment or partial payment may result in withheld access to the Online Course(s).
5.4
Late Payments. If you fail to pay any Fees by the due date, the Company reserves the right to suspend or terminate your access to the Online Course(s) and/or pursue legal remedies to recover the outstanding amount.
6. DELIVERY OF SERVICE & ACCEPTANCE6.1
Access Grant. Upon receipt of full payment (or partial payment if authorized in writing), and any required documents or information, the Company will grant you access to the purchased Online Course(s) via the Website or designated platform.
6.2
Course Commencement. Access to Online Course content may commence immediately upon the Company’s confirmation of payment or may be scheduled to start on a specific date, as indicated in the course description or invoice.
6.3
Acceptance of Service. You acknowledge that the Online Course is deemed accepted once you receive the login credentials or otherwise gain access to the course materials. If you encounter any technical issues preventing access, you must notify us within five (5) days of purchase.
7. CHANGES, CANCELLATIONS & REFUNDS7.1
Company’s Right to Modify Courses. We reserve the right, at any time and without liability, to modify or discontinue any aspect or feature of the Online Course(s), including content, schedule, or instructors, to maintain or improve the quality of the Services.
7.2
Client Cancellation.
•
Change of Mind: If local law grants you a “cooling-off” period (e.g., 14 days from the date of purchase) and you have not yet accessed or significantly used the Online Course materials, you may request a cancellation and receive a partial or full refund in accordance with applicable law.
•
After Access: If you have accessed, downloaded, or started using the Online Course materials, no refund shall be available unless specifically mandated by applicable consumer protection laws or expressly stated in writing by the Company.
7.3
Refund Procedure. To request a refund, you must contact us in writing (email is acceptable) and provide proof of purchase and justification for the refund. The Company, at its sole discretion, will determine if you are eligible for a refund based on the above guidelines.
7.4
Termination by the Company. The Company may terminate or cancel this Agreement and your access to the Online Course(s) if (a) you breach these Terms, including but not limited to sharing unauthorized account access, violating intellectual property rights, or failing to pay Fees when due; or (b) you engage in conduct that is abusive, harassing, or illegal. In such cases, you are not entitled to a refund, and any outstanding fees remain due.
8. INTELLECTUAL PROPERTY RIGHTS8.1
Ownership. All Intellectual Property Rights in and to the Online Course(s), including any text, graphics, images, videos, designs, trademarks, logos, software, and Course Materials, are owned by or licensed to the Company.
8.2
License Grant. Subject to your payment of the applicable Fees, the Company grants you a non-exclusive, non-transferable, revocable license to use the Online Course(s) and Course Materials for personal, non-commercial learning purposes only, for the duration stated in the course description or as authorized in writing.
8.3
Prohibited Uses. You shall not, without our prior written consent:
• Copy, reproduce, distribute, republish, transmit, sell, rent, lease, modify, translate, adapt, edit, or create derivative works from any portion of the Online Course(s) or Course Materials;
• Share your login credentials, or distribute Course Materials or content to any third party;
• Remove, alter, or obscure any copyright or other proprietary notices from the Course Materials.
8.4
Violation of IP Rights. Any violation of these intellectual property obligations entitles the Company to immediately terminate your access without refund and seek all remedies available under applicable law.
9. CONFIDENTIALITY9.1
Definition. “Confidential Information” means any non-public information, data, or know-how disclosed by one Party to the other in the context of this Agreement, whether disclosed orally or in writing, and marked or otherwise identified as confidential.
9.2
Obligations. Each Party shall maintain the confidentiality of all Confidential Information received from the other Party, using the same level of care it uses to protect its own confidential information but not less than reasonable care. Neither Party shall disclose the other’s Confidential Information to any third party without the other’s prior written consent, except as required by applicable law or court order.
9.3
Exceptions. Confidential Information does not include information that (a) is or becomes public domain without breach of this Agreement, (b) was already known to the receiving Party prior to disclosure by the disclosing Party, or (c) was independently developed by the receiving Party.
10. LIMITATION OF LIABILITY10.1
No Warranties. The Online Course(s) and Course Materials are provided “as is” and “as available” without warranty of any kind, whether express or implied, including but not limited to warranties of merchantability, fitness for a particular purpose, non-infringement, or accuracy of content.
10.2
Indirect Damages. To the fullest extent permitted by applicable law, the Company, its affiliates, directors, officers, employees, or agents shall not be liable for any indirect, special, incidental, consequential, or punitive damages, including but not limited to lost profits, lost data, or goodwill, arising out of or in connection with your access or inability to access the Online Course(s).
10.3
Maximum Liability. In any event, the maximum liability of the Company for any and all claims relating to or arising under this Agreement shall be limited to the amount paid by the Client to the Company for the Online Course(s) giving rise to the claim.
10.4
No Liability for Third Parties. The Company shall not be liable for any act or omission by any third-party platforms, service providers, payment gateways, or hosting services which are beyond our reasonable control.
10.5
Mandatory Consumer Rights. Nothing in this Agreement excludes or limits any liability which cannot be excluded or limited under the mandatory laws applicable in your jurisdiction, including, where applicable, liability for death or personal injury caused by negligence.
11. INDEMNIFICATIONYou agree to defend, indemnify, and hold harmless the Company, its affiliates, directors, employees, agents, licensors, and successors from and against any claims, liabilities, damages, judgments, awards, losses, costs, expenses, or fees (including reasonable attorneys’ fees) arising out of or relating to your breach of these Terms, your use or misuse of the Online Course(s), or your violation of any law or the rights of a third party.
12. DATA PROTECTION & PRIVACY12.1
Collection & Use of Data. We may collect, use, and store your personal information in accordance with our Privacy Policy and applicable data protection laws. Your continued use of our Website and Services signifies your acceptance of our Privacy Policy.
12.2
Confidentiality of Personal Data. The Company implements reasonable technical and organizational measures to protect the confidentiality and security of your personal data. However, you acknowledge that no data transmission over the Internet can be guaranteed as 100% secure, and the Company disclaims liability for any unauthorized access beyond its reasonable control.
13. TERM & TERMINATION13.1
Term. This Agreement becomes effective upon your acceptance pursuant to Section 2.1 and shall continue until the completion of the Online Course(s), unless terminated earlier in accordance with these Terms.
13.2
Early Termination by the Company. The Company may terminate this Agreement or your access to the Online Course(s) immediately, with or without notice, if you violate any material provision of these Terms.
13.3
Effects of Termination. Upon termination or expiration of this Agreement, your right to access the Online Course(s) automatically ceases. Sections regarding Intellectual Property, Confidentiality, Liability, Indemnification, Governing Law, and any other provisions which by their nature should survive, shall survive any termination or expiration hereof.
14. FORCE MAJEURENeither Party shall be liable for any delay or failure in performance due to circumstances beyond its reasonable control, including but not limited to, acts of God, natural disasters, government actions, terrorism, strikes, civil disorders, or disruptions in telecommunications or internet services. The affected Party shall promptly notify the other Party in writing of any such event and make all commercially reasonable efforts to mitigate its effects.
15. GOVERNING LAW & DISPUTE RESOLUTION15.1
Governing Law. These Terms, including any non-contractual obligations arising out of or in connection herewith, are governed by and construed in accordance with the laws of the United Arab Emirates and the applicable laws of the Emirate of Dubai, without regard to conflict of law principles.
15.2
Amicable Settlement. The Parties shall endeavor to resolve any dispute, controversy, or claim arising under these Terms through good faith negotiations. If the dispute remains unresolved for thirty (30) days, either Party may refer the matter to the competent courts.
15.3
Jurisdiction. The Parties irrevocably submit to the exclusive jurisdiction of the Dubai Courts to settle any dispute or claim arising out of or in connection with these Terms, provided that the Company reserves the right to bring enforcement proceedings in any court of competent jurisdiction.
16. GENERAL PROVISIONS16.1
No Waiver. The failure of the Company to enforce any right or provision of these Terms shall not be deemed a waiver of any such right or provision in the future.
16.2
Severability. If any term or provision of these Terms is held invalid, illegal, or unenforceable by a court of competent jurisdiction, the remainder of these Terms shall remain in full force and effect. The invalid term shall be replaced with a valid provision that best approximates the intent of the original provision.
16.3
Entire Agreement. These Terms, together with any attachments, proposals, or invoices (collectively, “Attachments”) and our Privacy Policy, constitute the entire agreement between you and the Company regarding the purchase and provision of Online Course(s). They supersede all prior or contemporaneous written or oral agreements.
16.4
Assignment. The Company may assign or transfer its rights and obligations under these Terms to a successor or affiliate without notice. You may not assign or transfer these Terms or any right or obligation herein without our prior written consent.
16.5
Notices. Any notice required under these Terms shall be sent via email or registered mail to the addresses provided by each Party. Notice is deemed received upon confirmed transmission or five (5) business days after posting, whichever occurs first.
16.6 Headings. Section headings are for reference only and shall not affect the interpretation of these Terms.
17. CONTACT INFORMATIONIf you have any questions about these Terms or our Services, please contact us:
•
Company Name: SANOXY-FZCO (under the brand ‘ADIS’)
•
Address: Building A2, IFZA Dubai Silicon Oasis, Dubai, UAE, P.O. Box 72800
•
Email: ceo@aston-alliance.com
•
Phone: +971 565 77 28 75
By purchasing or accessing our Online Course(s), you acknowledge that you have read, understood, and agree to be legally bound by these Terms.
If you
ACCEPT these Terms, please proceed to purchase or access the Online Course(s). If you do
NOT ACCEPT these Terms, you must discontinue use of the Website and all related Services immediately.
SANOXY-FZCO (Brand: ADIS)Trade License No. 23419, Mainland Dubai, UAE
Copyright © [2025]. All Rights Reserved
