Definitions

 

1.1. “Academeum” refers to Academeum AG, a company incorporated in Switzerland (Trade Register Number CHE-249.396.160), with its registered office at Chamerstraße 176, 6300 Zug, Switzerland. Academeum is the service provider.

 

1.2. “Client” refers to any individual or entity that engages the educational services of Academeum on behalf of a Student. Typically, the Client is the parent or legal guardian of the Student. If the Student is over eighteen (18) years of age, they may also act as the Client.

 

1.3. “Student” refers to the person receiving the educational services. The Student's educational needs, academic goals, and individual interests are the focal points of the Services.

 

1.4. “Services” refers to the educational offerings provided by Academeum, including, but not limited to, online Tutorials, Classes, and Seminars.

 

1.5. “The Parties” collectively refers to Academeum and the Client.

 

1.6. “Teacher” refers to an independent contractor engaged by Academeum to provide the Services on Academeum’s behalf. The Client may not control or direct how the Teacher performs the services.

 

1.7. “Offer Letter” refers to a document summarizing the specific details of the Services offered by Academeum to the Client.

 

1.8.  "General Terms and Conditions” refers to the provisions set forth in this document, governing the contractual relationship between Academeum and the Client.

 

1.9. “Agreement” refers to the legally binding contract between Academeum and the Client for the provision of Services, upon the Client’s acceptance of these General Terms and Conditions and the Offer Letter.

 

1.10. Headings in this document are used for organizational convenience only and shall not influence interpretation or construction.

 

2. Contract Formation

 

2.1 The Client agrees to provide Academeum with accurate and up-to-date information, including the Client’s full name, contact information (email and phone number), address and billing address, the full name and date of birth of the Student, the country where the Client anticipates that the Student will access the Services, the Student’s qualifications and academic history, including any special educational needs or requirements. 

 

2.2 The Client agrees to provide, to the best of their knowledge, full and accurate information about their requirements and any other information that is necessary for Academeum to be able to provide the Services.

 

2.3 Academeum commits to processing personal data for legitimate purposes and in compliance with applicable data protection laws and regulations to ensure confidentiality and security, as detailed in our Privacy Notice. 

 

2.4 The Client expressly acknowledges that they have read Academeum’s Privacy Notice and give their consent to the processing of personal data as described therein.

 

2.5 The provision of information to Academeum by the Client about their requirements and a request for Services is an invitation to treat. Academeum is under no obligation to respond to such a request.

 

2.6 Academeum may at its discretion assess a Client’s request for Services against its available resources and may contact the Client for further information. These steps are purely preparatory and do not involve a binding offer.

 

2.7 Should Academeum elect to proceed with a request, it shall issue an Offer Letter to the Client outlining the Services it proposes to offer and specifying related fees.

 

2.8 Acceptance of Academeum’s offer occurs when the Client agrees to these Terms and Conditions and the proposed Services detailed in the Offer Letter, and by paying any fees that may be due. These General Terms and Conditions and the Offer Letter together constitute the Agreement.

 

2.9 The Agreement is effective upon Academeum’s receipt of the Client’s acceptance of the terms contained in the Offer Letter and these General Terms and Conditions, and any fees stipulated in the Offer Letter.

 

2.10 If the Offer Letter specifies fees to be paid in advance, then the Agreement is not considered complete and Services will not commence until payment of these fees is received.

 

3. Obligations

 

3.1 Academeum agrees to use reasonable endeavors to provide the Services as outlined in the Agreement.

 

3.2 Detailed provisions regarding the nature, scope, and specifics of the Services are set forth in the Offer Letter and may include:

• Proposed days, dates, times, and frequency of the Services.

• Duration of Tutorials, Seminars, or Classes.

• Digital platform to be used.

• Whether the Services will be provided on a one-off or rolling basis, for a fixed period or indefinitely.

• Information about any Teacher(s) to be involved in delivering the Services.

 

3.3. Academeum undertakes to ensure the integrity and suitability of Teachers involved in the delivery of its Services through comprehensive screening and evaluation processes. This includes conducting interviews, background checks and reference verification in order to ensure they meet Academeum’s high standards of professionalism, reliability, and expertise.

 

3.4 While Academeum takes all reasonably practicable steps to ensure the suitability of Teachers involved in the delivery of its Services, the Client accepts that no warranty as to the suitability of Teachers can be given by Academeum.

 

3.5 Teachers are expected to maintain a safe and supportive learning environment, conducting themselves professionally at all times and adhering to Academeum’s standards, guidelines, and policies. Any complaints regarding a Teacher’s conduct will be taken seriously and investigated promptly.

 

3.6 Academeum may recommend changes to the Services from time to time based on our evaluation of the Student’s progress and evolving needs or the Client may also request changes to the scope of the Services. Any modifications shall be mutually agreed in writing between the Parties and documented accordingly. 

 

3.7 If, for whatever reason, Academeum is no longer in a position to continue providing the Services as agreed, Academeum undertakes to notify the Client. In such a case, Academeum will make reasonable efforts to offer a suitable alternative. However, Academeum cannot guarantee that such an alternative will meet the Client’s expectations.

 

3.8 The Client is responsible for ensuring that the Student has the necessary hardware, software, and internet connection quality to be able to receive the Services.

 

3.9 The Client is responsible for ensuring that Students adhere to policies concerning conduct, attendance and behavior. Students are, to the best of their ability, expected to attend sessions on time, be prepared with necessary materials, complete assigned tasks. In addition, the Client understands and agrees that respectful behavior towards Teachers, other Students and Academeum staff is mandatory and that that any form of harassment, bullying, inappropriate behavior, or misconduct may result in termination of Services and the Agreement in accordance with Academeum’s policies.

 

3.10 The Client agrees that while the Services offered by Academeum are designed to help the Student achieve their academic goals, specific results cannot be guaranteed. Academic progress depends significantly on the Student’s effort, participation, and engagement, as well as a range of other factors beyond Academeum's control.

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3.11 The Client agrees to disclose to Academeum if they, an individual they represent, a member of their immediate family, or close associate is or becomes:

 

• Listed on any sanctions lists, including, but not limited to, those maintained by the United Nations, Swiss Confederation, European Union, and United States, or;

• A Politically Exposed Person, within the definition provided by the European Commission, or;

• Likely to expose Academeum to reputational harm

 

3.12  The Client must notify Academeum in writing within fourteen (14) days upon becoming aware of any relevant status or change in status regarding the above-mentioned criteria. All disclosed information will be treated in accordance with Academeum’s Privacy Policy and applicable data protection laws.

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4. Fees and Payment

 

4.1 Fees are specified in the Offer Letter and agreed upon by the Parties.

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4.2 Academeum may require the payment of a deposit at the time of registration. Deposits are non-refundable, as their purpose is to secure the Student’s place and cover initial administrative and planning costs.

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4.3 Academeum will issue the Client an invoice for any fees that may be due on a monthly basis or as otherwise specified in the Offer Letter.

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4.4 Payment in full is due within fourteen (14) days of the invoice date. If prepayment or deposit is required in the Offer Letter, this must be paid before the Services can commence.

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4.5 Invoices are considered accepted if not disputed within ten (10) days of the invoice date. Academeum will promptly investigate and resolve any billing issues brought to our attention upon notification within this period.

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4.6 The Client agrees to pay fees by direct bank transfers and/or via secure online payment platforms. Any additional charges incurred due to specific payment methods will be communicated to the Client in advance.

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4.7 Payment is recognized as having been made when the funds have been successfully transferred to and confirmed by Academeum’s designated banking partner or payment processing system as cleared funds.

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4.8 Without prejudice to any other rights Academeum may have, the Client agrees that if payment of fees for an overdue invoice has not been received, Academeum shall send the Client payment reminders subject to reminder fees and shall charge 5% late payment interest starting from the due date of the invoice.

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4.9 Academeum has the right to suspend the provision of Services if the Client defaults on the payment of fees.

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5. Scheduling and Cancellation

 

5.1 The scheduling specifics of the Services are detailed in the Offer Letter and agreed upon between the Client and Academeum.

 

5.2 Any changes to the agreed schedule must be made by mutual agreement between Academeum and the Client and in writing and documented accordingly. 

 

5.3 Tutorials

• The Client must provide a minimum of forty-eight (48) hours’ notice for any cancellation of a scheduled Tutorial. If a Tutorial is cancelled with less than forty-eight (48) hours’ notice, the Client will be charged the full fee for the originally scheduled Tutorial.

• Cancellations should be communicated to Academeum by sending an email to scheduling@academeum.org and copying the Teacher on the email. The cancellation notice must include the date and time of the scheduled Tutorial, the Student’s name, and the reason for cancellation. The cancellation will be considered effective upon Academeum’s acknowledgment of receipt of the email. 

• Tutorial rescheduling requests with less than forty-eight (48) hours’ notice are treated as a cancellation of the original Tutorial, and the Client will be charged the full fee for the originally scheduled Tutorial.

• If the Client requests to reduce the length of a Tutorial with less than forty-eight (48) hours’ notice, the Client will be charged the full fee for the originally scheduled duration.

• A “no-show” occurs when the Student fails to attend a scheduled Tutorial without providing prior notice. The full fee for the missed Tutorial is chargeable to the Client as if the Tutorial had taken place. If a no-show occurs and the Client wishes to reschedule the missed Tutorial, it will be treated as a new Tutorial and charged accordingly.

• If the Student is late for a Tutorial, the session will proceed for the remaining scheduled time, and no additional time will be added to the session. If the Student is late by more than twenty (20) minutes for a scheduled Tutorial without prior notification, the entire session may be deemed to have been missed, and the Client will be charged the full fee for that session.

• In enforcing these terms, Academeum may, at its discretion, consider any special extenuating circumstances, such as serious illness, bereavement, or significant emergencies. However, such considerations do not guarantee a waiver of any fees due.

 

5.4 Seminars and Classes:

• Seminars and Classes are fixed and cannot be cancelled by the Client. Non-attendance by the Student should be notified in advance by sending an email to scheduling@academeum.org and copying the Teacher on the email. Non-attendance does not exempt the Client from payment obligations as these are planned sessions involving multiple participants and require substantial preparation and resource allocation.

• If a Student is more than twenty (20) minutes late their admission  to the class or seminar cannot be guaranteed. This policy ensures minimal disruption and maintains the quality of the learning environment for all participants.

• Due to the nature of Classes and Seminars and the costs involved in setup and planning, no refunds will be provided once the academic year has started, regardless of the Student’s attendance or completion.

• In enforcing these terms, Academeum may, at its discretion, consider any special extenuating circumstances, such as serious illness, bereavement, or significant emergencies. However, such considerations do not guarantee a waiver of any fees due.

 

5.5 In the event that a Tutorial cannot take place due to unforeseen circumstances affecting the Teacher, the Teacher will make reasonable efforts to reschedule the Tutorial at a mutually agreed time. If rescheduling is not possible, the Client will not be charged for the cancelled Tutorial or, if it has been paid in advance, will be refunded the full fee.

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5.6 In the event that a Class or Seminar cannot take place due to unforeseen circumstances affecting the Teacher, Academeum is committed to taking reasonable steps to ensure the educational process continues with minimal disruption. The following alternative arrangements may be offered:

• The Teacher will make reasonable efforts to reschedule the Class or Seminar for a mutually agreed time, although we cannot guarantee that the timing will be suitable for all participants.

• A pre-recorded Class or Seminar by the original Teacher or another suitable person may be provided. 

• Academeum may arrange for a substitute Teacher who meets our high standards to conduct or supervise the session.

• Students may be provided with reading materials, project work, assessments or assignments to complete either individually or in groups.

 

5.7 In the event that a Teacher cannot continue to deliver Classes or Seminars, Academeum will promptly inform all enrolled students and clients and explain the steps being taken to address the situation. This may include:

• Appointing a replacement Teacher who meets Academeum’s high standards.

• Engaging a suitable person to cover classes or seminars on a temporary basis.

• Rescheduling seminars and classes to a later date to allow time for a replacement Teacher to be appointed.

• Providing access to online resources and self-study materials that cover the course content on a temporary basis.

• 5.8 In the event that Academeum cancels a course of Classes or Seminars entirely, the Client will be eligible for a partial refund corresponding to the proportion of the course that was paid for but not delivered in that academic year.

 

6. Liability

 

6.1 To the maximum extent permitted by law, Academeum shall not be liable for any indirect, incidental, consequential, or punitive damages, including but not limited to loss of profits, loss of data, or business interruption, arising out of or in connection with the provision of the Services in the Agreement, even if advised of the possibility of such damages.

 

6.2 Academeum shall not be liable for any losses incurred by the Client or any other entity as a result of entering into this Agreement or due to any act or omission by Academeum, its employees, agents, or independent contractors, including Teachers, except where such losses result from unlawful intent or gross negligence on Academeum’s part.

 

6.3 Academeum shall not be liable for any charges, penalties, fines, interest, or related costs incurred in defending or settling any claims.

 

6.4 Academeum shall not be liable for any acts or omissions of its Teachers, except to the extent that such acts or omissions constitute gross negligence or intentional misconduct.

 

6.5 Academeum shall not be liable for technical problems, including but not limited to internet outages, poor connectivity, software malfunctions, or any other technical issues that prevent the provision of Services.

 

6.6 Academeum does not warrant the accuracy, completeness, or usefulness of any information provided in the course of its Services. Any reliance on such information is at the Client’s and Student’s own risk.

 

6.7 Nothing in this Agreement shall exclude or limit Academeum’s liability for damages resulting from personal injury or death caused by gross negligence or intentional misconduct of Academeum or its Teachers.

 

6.8 The Client acknowledges that by entering into this Agreement, they have not relied on any representations, warranties, or assurances made by Academeum other than those expressly set out in this Agreement.

 

6.9 The Client shall indemnify, defend, and hold harmless Academeum, its officers, directors, employees, agents, and Teachers from any and all claims, liabilities, damages, losses, or expenses (including reasonable legal fees and costs) arising from:

• Any breach by the Client or the Student of the Agreement.

• Any breach by the Client or the Student of policies concerning conduct, attendance, and behavior.

• Any act or omission by the Client or the Student.

• Any misrepresentation or fraudulent act by the Client or the Student.

• Any claim by a third party arising from the Client’s or Student’s use of the Services.

• Any damage to property caused by the Client or the Student.

• Any violation of applicable laws, regulations, or third-party rights by the Client or the Student.

 

7. Termination

 

7.1 Either Party may terminate the Agreement at any time, without prior notice. This right to immediate termination can be exercised at any time and without providing any reason, even if it occurs at an inopportune moment, provided it does not constitute an abuse of rights.

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7.2 Upon termination, the Client shall pay Academeum for all unbilled Services performed up to the termination date, as well as the balance of any unpaid fees for Seminars or Classes that would have become due in that academic year. 

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7.3 If the Client terminates the Agreement, any prepaid Tutorials that are not chargeable based on the agreed cancellation terms will be refunded on a pro-rata basis.

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7.4 If Academeum terminates the Agreement for the provision of Classes or Seminars before the end of the academic year, any refund will be calculated based on the proportion of sessions that have not yet been provided at the time of termination.

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7.5 Academeum reserves the right to terminate the Agreement immediately without refund in cases of serious misconduct or breach of these terms by the Client or the Student.

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7.6 Termination by either Party shall be communicated in writing, via email or registered post, and shall take effect upon receipt of such notice by the other Party.

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7.7 The termination of the Agreement shall not affect any rights or obligations of the Parties that have accrued up to the date of termination. All clauses which by their nature should survive termination shall remain in full force and effect, including but not limited to confidentiality, indemnity, and limitation of liability.

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7.8 In the event of termination due to force majeure or other circumstances beyond the control of either Party, the Parties shall negotiate in good faith to reach a fair and equitable settlement regarding any unpaid fees and prepaid amounts.

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8. Dispute Resolution

 

In the event of a dispute arising out of or relating to the Agreement, the Parties agree to first attempt to resolve the dispute through good faith negotiations.

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9. Confidentiality 

 

The Parties agree to maintain the confidentiality of all proprietary information and personal data exchanged during the course of the Agreement. Client and Student information will be kept confidential and will be processed in accordance with Academeum’s Privacy Notice.

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10. Non-Solicitation

 

During the term of the Agreement and for a period of twelve (12) months thereafter, the Client agrees not to solicit, engage, or employ any Teacher involved in the delivery of Academeum’s Services without prior written consent, or recommend them to third parties who may solicit, engage, or employ them. In the event of breach, the Client agrees to pay Academeum a penalty not less than five thousand Swiss Francs, (CHF 5.000) per breach. This penalty is agreed upon as a genuine pre-estimate of the damages that would be incurred by Academeum and is not intended as a punitive measure. Academeum reserves the right to seek further damages through legal action if the actual damage exceeds this amount.

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11. Intellectual Property

 

11.1 All materials and educational resources provided by Academeum and Teachers involved in delivering Services are and remain the intellectual property of Academeum and/or the Teacher who created them.

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11.2 Clients and Students are granted a limited, non-exclusive license to use these materials solely for personal, educational purposes related to the Services provided. Redistribution or commercial use of these materials is strictly prohibited without prior written consent from Academeum.

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11.3 Any unauthorized use, reproduction, or distribution of these materials will result in a contractual penalty for each infringement, without prejudice to Academeum’s right to pursue legal action. The contractual penalty will be calculated based on a genuine and reasonable appraisal of the damages that would be incurred by Academeum and/or the individual Teacher and is not punitive.

 

12. Amendments and Notices

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12.1 Any amendments or modifications to the Agreement must be made by mutual agreement between Academeum and the Client and in writing and documented accordingly and do not amend these General Terms and Conditions unless expressly stated.

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12.2 Academeum reserves the right to update and amend these General Terms and Conditions from time to time. Clients will be notified of any changes and will have a period of fourteen (14) days from the date of notification to review and agree to the updated General Terms and Conditions. If the Client does not respond within this period, continued use of the Services beyond the fourteen (14) day period will be deemed as acceptance of the updated General Terms and Conditions.

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12.3 Any notice or other communication required or permitted shall be in writing and shall be deemed to have been duly given if sent by registered or certified mail, return receipt requested, or by email with confirmation of receipt, to the addresses specified by the Parties in the Agreement.

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13. Entire Agreement

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These General Terms and Conditions and the Offer Letter together constitute the entire agreement between Academeum and the Client concerning the subject matter hereof and supersede all prior and contemporaneous agreements, understandings, negotiations, representations, warranties, and discussions between the Parties, whether oral or written or implied. 

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14. Severability

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Should any provision of the Agreement be declared to be invalid, illegal, or unenforceable, the remaining provisions shall remain in full force and effect. The invalid, illegal, or unenforceable provision shall be deemed modified to the extent necessary to make it enforceable under Swiss law with as precisely equivalent economic purpose as possible.

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15. No Waiver

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The failure of Academeum to enforce any right or provision of the Agreement shall not be deemed a waiver of such right or provision. Any such waiver must be in writing and signed by a Director of Academeum to be effective.

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16. Assignment

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Clients may not assign or transfer any of their rights or obligations under the Agreement without the prior written consent of either Party. Any attempted assignment without such consent will be null and void.

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17. Force Majeure

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Academeum shall not be liable for any failure to perform its obligations if such failure is caused by circumstances beyond its reasonable control, including but not limited to acts of God, war, strikes, pandemics, natural disasters, and governmental restrictions.

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18. Language

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These Terms and Conditions and the Offer Letter are drafted in English. If translated into any other language, the English language version shall prevail.

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19. Governing Law and Jurisdiction

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The Agreement between the Client and Academeum shall be governed by and construed in accordance with the laws of Switzerland, excluding IPRG (Swiss International Private Law). The Parties agree that any disputes arising out of or in connection with the Agreement shall be subject to the exclusive jurisdiction of the competent courts of the Canton of Zug, Switzerland.

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These General Terms and Conditions were last updated on 01/07/2024.