By using this platform as an instructor, you agree to the following terms and conditions.
1. Parties
This Agreement is between the Instructor (“Instructor” or “you”), an independent contractor providing educational services, and Xtant Logic LTD, trading as Audio Dev School, a company that offers online courses.
2. Subject Matter
The Instructor will create and deliver an online course or masterclass (the “Course”) for the Company. The Course will be made available to the public through the Company’s website.
3. Independent Contractor
The Instructor is engaged as an independent contractor. Nothing in this Agreement shall be construed to create a partnership, joint venture, or employment relationship between the Instructor and the Company.
4. Tax Responsibility
The Instructor is solely responsible for reporting and paying any applicable income taxes or other legal obligations arising from payments received under this Agreement. The Company is responsible for collecting and remitting any applicable sales taxes (such as VAT) related to Course sales.
5. Licenses
- The Instructor retains ownership of the intellectual property in the Course content.
- The Instructor grants the Company a worldwide, non-exclusive, royalty-bearing license to use, reproduce, distribute, market, and display the Course in connection with the platform and related services. This includes the right to add captions or otherwise modify the Course to ensure accessibility.
- The Instructor authorises the Company to sublicense these rights to third parties, including students and third parties such as resellers, distributors, and through paid advertising on third-party platforms.
- The Company may record and use all or any part of your Course for quality control, delivery, marketing, promoting, demonstrating, or operating the platform.
- The Instructor grants the Company permission to use their name, likeness, voice, and image in connection with these uses, and waives any rights of privacy, publicity, or other rights of a similar nature, to the extent permissible under applicable law.
- Unless otherwise stated in the Course materials, the Instructor grants students who purchase the Course a non-exclusive, perpetual, royalty-free license to use any code, templates, or assets provided as part of the Course in their own commercial or non-commercial projects. Students are not permitted to resell or redistribute the Course content itself.
6. Termination
Removing Your Own Course
Unless otherwise agreed, the Instructor has the right to remove all or any portion of the Course from the platform at any time. The Company’s right to sublicense will terminate with respect to new users 60 days after the Course’s removal. However:
- Rights given to students before the Course’s removal will continue in accordance with the terms of those licenses (including any grants of lifetime access).
- The Company’s right to use the Course for marketing purposes shall survive termination.
Removal By The Company
The Company reserves the right to remove any Course from the platform at its sole discretion. This may include, but is not limited to, situations where the Course is outdated, does not meet quality standards, violates platform policies, infringes intellectual property rights, or receives repeated complaints from users. In such cases, the Instructor will be notified of the removal and provided with the reason, unless prohibited by law or safety concerns.
7. Pricing
While you are free to list your Course at a lower price on other platforms, you must not offer it for free if you are charging for it at Audio Dev School. This ensures consistency and fairness across the platform.
8. Remuneration
The Company shall pay the Instructor royalties of 80% of Net Revenue accrued for the services provided under this Agreement. The Company calculates Net Revenue by deducting payment processing fees, currency exchange fees, and sales taxes from the Gross Revenue received from the Course.
Instructors may request a withdrawal of their accrued earnings once their available balance reaches a minimum of £50.
Any income must remain in the platform for a minimum of 7 days before it becomes available for withdrawal. This hold period helps accommodate potential refunds or charge-backs. Upon receiving a valid withdrawal request, the Company will process the payment within 14 calendar days.
If the Instructor breaches this Agreement, the Company may withhold payment until such breach is cured.
9. Confidentiality
The Instructor shall not disclose any confidential information of the Company to any third party, unless required by law or with the express written consent of the Company.
10. Use of Student Information
As an instructor on Audio Dev School, you will be provided with access to the name and email address of each student enrolled in your course. By accepting this agreement, you agree to use this information only in accordance with the following terms:
Permitted Uses
You may use student contact details for the following purposes:
- To provide course-related communication, including follow-up support and clarification
- To offer services directly related to the course topic (e.g. freelance work, design services, or job opportunities)
- For your own internal analytics (e.g. to assess course engagement or improve teaching quality)
- To send a one-time welcome email introducing yourself, offering course guidance, and optionally inviting the student to subscribe to your own mailing list.
Prohibited Uses
You must not:
- Add students to any mailing list or ongoing communication without their explicit, verifiable consent
- Mislead students into believing any external communications are from or endorsed by Audio Dev School
- Send promotional content unrelated to the course subject
- Promote or sell training, courses, or educational services hosted on other platforms or websites, outside of Audio Dev School
- Share, sell, or otherwise disclose student contact information to any third party
Email Requirements
Unless a student opts in to your own mailing list for further contact, any direct email you send must:
- Include only relevant and reasonable information based on the course
- Clearly state that the email is being sent by you as the instructor, and not on behalf of Audio Dev School
- Clearly identify who you are and why you are contacting the student
- Include an easy and functional method for the student to unsubscribe from future contact
If a student joins your external mailing list:
- You become solely responsible for the handling of their data as a separate data controller
- You must not represent the list or messages as being affiliated with Audio Dev School
- You are responsible for complying with all relevant data protection regulations
Breach of Terms
Any misuse of student data will be treated as a serious breach of this agreement. Audio Dev School reserves the right to suspend or terminate your instructor account at any time if you:
- Contact students in breach of these guidelines
- Use student data for personal marketing gains outside the permitted scope
- Receive substantiated complaints from students regarding misuse of their contact details
We are committed to maintaining trust and privacy for our student community, and expect instructors to uphold the same standards
11. Representations and Warranties
The Instructor represents and warrants that the Course content is original, complies with all applicable international laws and copyright regulations, and does not infringe the intellectual property rights of any third party. The Instructor further agrees not to submit any content that is defamatory, discriminatory, pornographic, misleading, or otherwise unlawful.
12. Course Review and Support
The Company reserves the right to review all submitted Courses and may reject or request changes to content that does not meet platform standards. The Instructor agrees to make reasonable efforts to respond to student inquiries and update Course content to ensure continued relevance and accuracy.
13 Collaboration and Community Conduct
The Instructor agrees to contribute to a collaborative and respectful teaching environment. While healthy differentiation between course offerings is welcome, Instructors shall not intentionally undermine or disparage other instructors or their courses. Instructors are encouraged to support one another by sharing insights, respecting overlapping subject matter, and fostering a positive and professional learning atmosphere.
14. Indemnification
The Instructor shall indemnify, defend and hold harmless the Company, its affiliates, and their respective officers, directors, employees, agents, successors and assigns from and against any and all claims, damages, liabilities, costs, and expenses, including reasonable attorneys’ fees, arising out of or in any way connected with the Course content or the Instructor’s breach of this Agreement.
15. Governing Law
This Agreement shall be governed by and construed in accordance with the laws of England and Wales.
16. Entire Agreement
This Agreement constitutes the entire agreement between the parties and supersedes all prior agreements and understandings, whether oral or written, relating to the subject matter of this Agreement.
17. Severability
If any provision of this Agreement is held to be invalid or unenforceable, such provision shall be struck and the remaining provisions shall be enforced.
18. Waiver
The failure of either party to enforce any rights granted hereunder or to take action against the other party in the event of any breach shall not be deemed a waiver as to subsequent enforcement of rights or actions in the event of future breaches.