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Youth Terms & Conditions

1. INTRODUCTION

1.1 THE YOUTH GROUP LIMITED incorporated and registered in England and Wales with company number 12319057 whose registered office is at 71-75 Shelton Street, Covent Garden, London,England, WC2H 9JQ (“Youth Group”, “us” and “our”).

1.2 Youth Group has developed software via the internet and related mobile applications (collectively known as the “Platform”) which is dedicated to helping young people achieve their goals.

2. WHAT ARE THESE TERMS?

2.1 The purpose of these terms and conditions (the “Terms”) is to set out the terms by which you, asa user who has created an Account (as defined below) on the Platform to use our services (“Youth”,“Young Person”, “your” and “you”) are permitted to access and the use the Platform as well as setout our rights and obligations.

2.2 By using the Platform and creating a Profile, you warrant that you agree to these Terms in their entirety without any amendment. We encourage you to read these Terms thoroughly before creating an Account with us.

2.3 These Terms are only applicable to you if you are a Young Person. If you are a business using the Platform (“Business”), please view our Business Terms and Conditions.

3. HOW TO CONTACT US

3.1 To contact us, please email chat@theyouthgroup.com.

3.2 If we need to contact you, we will do so by writing to you at the email address you provided to use when you registered an Account with us.

4. CREATING AN ACCOUNT

4.1 You will be required to create an account (“Account”) with us to use the Platform. Your Account will be personal to you, and you must not permit any other person to use it.

4.2 In order to create an Account, you will be required to enter your full name, email address, age and Linkedin profile URL (“Personal Details”). You must update your Account if any of your Personal Details change.

4.3 By creating an Account, you guarantee that:

(a) you are aged 18 or older

(b) the information you provide to us is accurate, complete and current at all times.

4.4 You may have a password and/or a user identification code in order to keep your Account secure.You are responsible for the security of your Account details. Youth Group will accept no responsibility for any loss or damage suffered to you as a result of you sharing or losing your login details.

4.5 You must inform Youth Group immediately if you believe that your login details have been lost,stolen, misused, or compromised in any way. You irrevocably authorise Youth Group to take any measures we consider appropriate in our sole and absolute discretion to protect your Account and/or the Platform.

4.6 We have no obligation to honour your request to create an Account and may elect in our sole and absolute discretion to refuse your request to do so without giving any reason.

5. AVAILABILITY OF THE PLATFORM

5.1 The Platform is made available by Youth Group to you free of charge.

5.2 Youth Group does not guarantee that the Platform will always be available and shall not be liable for any loss or damage caused by any inability to access the Platform, or any feature or functionality of the Platform.

5.3 Youth Group may amend or suspend the Platform for various reasons, including but not limited to,the following:

(a) dealing with technical problems or making minor technical changes;

(b) updating the Platform to reflect changes in relevant laws and regulatory requirements;

(c) making changes to the Platform as requested by you or notified by us to you.

6. YOUR USE OF THE PLATFORM AND ITS CONTENT

6.1 All information available and displayed on the Platform (the “Content”) and the copyright and other intellectual property rights in that Content belongs to or has been licensed by Youth Group,unless specifically labelled otherwise. Nothing in these terms grants you any legal rights in Youth Group and/or any Content published on the Platform other than as necessary to enable you to access it.

6.2 You may access, view and use the Platform in accordance with these Terms. You may upload Content to the Platform and contact other Young People and Businesses on the Platform and you must at all times comply with the standards set out in our Acceptable Use Policy.

6.3 If you have any complaints about the Platform, any other Young Person, Business or people associated with a Business, you must contact us immediately so we can investigate the complaint using our internal policy. You are not permitted to and you agree not to use the Platform to deal with complaints directly.

6.4 When you upload or post Content to the Platform, you grant the following rights to use that Content:

(a) us a perpetual, worldwide, non-exclusive, royalty-free, transferable licence to use,reproduce, distribute, prepare derivative works of, display and perform that Content in connection with the service provided by Youth Group and across different media and to use the Content to promote Youth Group;

(b) to all other users of Youth Group (including any partners and advertisers) the right to use any Content posted or uploaded by you in accordance with the functionality of thePlatform and for the purpose for which such Content was posted or uploaded.

6.5 You are responsible for configuring your device in order to access the Platform and are responsible for implementing your own Virus (as defined below) protection software.

6.6 You undertake to comply fully with any and all local, national or international laws and regulations that apply to your use of the Platform.

6.7 You shall:

(a) in order for Youth Group to provide the Platform to you, provide Youth Group with:(i) all necessary co-operation in relation to these Terms; and(ii) all necessary access to such information as may be required by Youth Group;

(b) be, to the extent permitted by law and except as otherwise expressly provided in this agreement, solely responsible for procuring, maintaining and securing its networkconnections and telecommunications links from its systems to Youth Group’s data centres,and all problems, conditions, delays, delivery failures and all other loss or damage arising from or relating to the your network connections or telecommunications links or caused by the internet.

6.8 You shall not distribute or transmit any material during the course of your use of the Platform that:

(a) is unlawful, harmful, threatening, defamatory, obscene, infringing, harassing or racially or ethnically offensive;

(b) facilitates illegal activity;

(c) depicts sexually explicit images;

(d) promotes unlawful violence;

(e) is discriminatory based on race, gender, colour, religious belief, sexual orientation,disability;

(f) is otherwise illegal or causes damage or injury to any person or property,and Youth Group reserves the right, without liability or prejudice to its other rights to you, to disable your access to any material that breaches the provisions of this clause.

6.9 You agree by using the Platform that:

(a) it will be the responsibility of the mentor and the Young Person to manage the relationship on the Platform as they consider appropriate:

(b) you will act in a proper and respectful manner whilst accessing the Platform and undertaking any other tasks/roles in relation to the Platform;

(c) you will turn up to all mentoring sessions and interviews scheduled via the Platform and if you fail to do so without cancelling with reasonable time notice, we may remove your Account from the Platform without notice to you;

(d) you will not contact mentors by any means other than the Platform for any reason whatsoever;

(e) you have the right to work in England.

6.10 You shall not, except as may be allowed by any applicable law which is incapable of exclusion by agreement between the parties and except to the extent expressly permitted under these Terms:

(a) attempt to copy, modify, duplicate, create derivative works from, frame, mirror, republish,download, display, transmit, or distribute all or any portion of the Platform in any form or media or by any means;

(b) attempt to de-compile, reverse compile, disassemble, reverse engineer or otherwise reduce to human-perceivable form all or any part of the Platform;

(c) access all or any part of the Platform in order to build a product or service which competes with Youth Group;

(d) use the Platform to provide services to third parties;

(e) use the Platform in any way or for any purpose that is unlawful or fraudulent; or(f) introduce or permit the introduction of, any worms, Trojan horses, viruses and other similar things or devices (each a “Virus” and together the “Viruses”) any Virus into YouthGroup’s network and information systems.

6.11 You shall use all reasonable endeavours to prevent any unauthorised access to, or use of, the Platform and, in the event of any such unauthorised access or use, promptly notify Youth Group.

7. CHANGES TO THESE TERMS

7.1 We may amend and update these Terms from time to time. We will notify you of any changes to these Terms by emailing you at the email address associated with your Account and/or by posting a notice on the Platform.

7.2 By continuing to use the Platform after any change to these Terms has been notified to you in accordance with clause 7.1, you are deemed to have agreed to the amended Terms.

8. OUR RIGHTS TO END THE CONTRACT

8.1 We may terminate these Terms and your access to the Platform immediately if you are in material breach of any of the provisions, paragraphs or terms contained in these Terms and/or our Acceptable Use Policy and either the breach is incapable of remedy or the breach is not remedied within a period of seven (7) days after we have given you written notice of it.

8.2 We may terminate these Terms and your access to the Platform immediately at any time by writing to you, for reasons including but not limited to, the following:

(a) if any information provided by you is found to be untrue, inaccurate, out of date or incomplete;

(b) if you act in any way that has brought, or could bring, Youth Group into disrepute or is unacceptable to Youth Group;

(c) if you commit any criminal offence;(d) we can no longer provide the Platform to you.

9. DISCLAIMERS

9.1 We make all reasonable efforts to ensure that the Content contained on the Platform is complete,accurate and up to date. We make no warranties, representations or guarantees (express or implied) that this will always be the case.

9.2 The Content on the Platform is provided for general information only and is not intended to amount to advice on which you should rely. You must obtain professional or specialist advice before taking, or refraining from, any action based on the Content on the Platform.

9.3 The Content on the Platform is provided for general information, and we take make no warranties,representations or guarantees to you that any action you take based on the Content on the Platform will result in any particular outcome or success.

9.4 Where the Platform contains links to other sites and resources provided by third parties, these links are provided for your information only and such links should not be interpreted as approved by us. We have no control over the contents of those sites or resources.

10. LIMITATION OF LIABILITY AND NO WARRANTY

10.1 Nothing in these Terms excludes or limits our liability for death or personal injury arising from negligence or fraud, or any other liability that cannot be excluded or limited by the laws of England and Wales.

10.2 To the extent permitted by law, we exclude all conditions, warranties, representations or other terms which may apply to the Platform, or any Content on the Platform, whether express or implied.

10.3 In no event shall Youth Group, its shareholders, directors, officers, employees or agents be liable(jointly or severally) to you for any loss or damage, whether in contract, tort (including negligence),breach of statutory duty, or otherwise, even if foreseeable, arising under or in connection with:(

a) the use of, or inability to use, the Platform;

(b) any injury or harm to you caused by or in connection with using the Platform;

(c) the use of, or reliance on, any Content displayed on the Platform.

10.4 We will not be liable for any loss or damage caused by a Virus, distributed denial-of-service attack,or other technologically harmful material that may infect your computer equipment, computer programmes, data or other proprietary material due to the use of our Platform.

10.5 From time to time, you may use or access the services, promotions and websites of third parties whilst using the Platform. In using or accessing third party services, promotions and websites, you agree to be bound by the terms of service of such third parties governing their services, promotions and websites and hereby acknowledge that we shall not be responsible for the provision of services, accuracy of promotions or content of websites belonging to or operated by third parties.

10.6 You agree to indemnify and hold Youth Group and its related companies, and each of the irrespective shareholders, directors, officers, employees and agents harmless from and against any third party claim or cause of action, including reasonable legal fees and court costs, arising, directly or indirectly, out of your use in breach of these Terms or your violation of any law or the rights of any third party.

10.7 You acknowledge and agree that we are not responsible for the accuracy of any information published on the Platform by other users and we do not warrant that any information appearing on the Platform is accurate, true or complete. If you believe that any information appearing on thePlatform is incorrect, you should inform Youth Group of the information that you consider to be inaccurate, and we will seek to inform the user who posted the information that you consider it to be inaccurate. Youth Group specifically excludes liability for any loss, harm, distress or damage suffered by you or any third party as a result of inaccurate information appearing on the Platform.

10.8 You acknowledge and agree that we are not responsible for the acts and/or omissions of any other Young Person or Business accessing and/or using the Platform. Youth Group specifically excludes liability for any loss, harm, distress or damage suffered by you or any third party as a result of the acts/and or omissions of any other users (as applicable).

11. HOW WE MAY USE YOUR PERSONAL DATA

11.1. In this clause 11, “Data Protection Legislation” means all applicable data protection and privacy legislation in force from time to time in the UK including the UK implementation of the General Data Protection Regulation ((EU) 2016/679) as implemented by the Data Protection Act 2018; the Privacy and Electronic Communications Directive 2002/58/EC (as updated by Directive 2009/136/EC) and the Privacy and Electronic Communications Regulations 2003 (SI 2003/2426)as amended and, to the extent that the General Data Protection Regulation ((EU) 2016/679)applies to the processing of any Personal Data, such legislation as in force from time to time.

11.2 Youth Group will comply with all applicable requirements of the Data Protection Legislation.

11.3 Details of our approach to processing Personal Data can be found in our Privacy Policy.

12. WHO OWNS THE PLATFORM?

12.1 Youth Group and its licensor(s) are the sole owners of the Platform, which includes any software,domains, and Content made available through the Platform. The Platform is protected by UK and international copyright and other Intellectual Property Rights laws. All such rights are reserved.

12.2 Youth Group permits you, once you have created an Account to use the Platform for your own personal use subject to these Terms and Youth Group grants you a limited and non-transferable licence solely for that purpose. You may not sell, export, license, modify, copy, distribute or transmit the Platform (or any part of it) without Youth Group’s prior express written consent.

12.3 Any unauthorised use of Platform may result in the termination of the limited licence granted by Youth Group. Youth Group reserves the right to terminate the limited licence in its sole and absolute discretion.

12.4 Youth Group and its graphics, logos, icons and service names related to the Platform are registered and unregistered trademarks or trade dress of Youth Group. They may not be used without Youth Group’s prior express written permission.

12.5 All other trademarks not owned by Youth Group that appear in connection with the Platform are the property of their respective owners, who may or may not be affiliated with, connected to or sponsored by Youth Group. Youth Group accepts no liability for any unauthorised use of any trademarks by any User or third party.

13 WHAT SECURITY MEASURES DO WE HAVE IN PLACE?

13.1 Whilst we have implemented commercially reasonable technical and organisational measures to secure your Personal Details from unauthorised use, we cannot guarantee that unauthorised third parties will never be able to defeat those measures. We accept no liability for any losses associated with any unauthorised use. You acknowledge that you provide personal and other information at your own risk.

13.2 When you create an Account on the Platform, the default privacy settings will be applied to your Account. You may change the privacy settings for your Account in order to control who can see and access your Account.

13.3 By downloading, using and/or accessing in any way the Platform and/or material provided through the Platform, you consent to receiving electronic communications and notices from us.

13.4 You agree that any notice, agreement, disclosure or other communications that we send you electronically will satisfy any legal communication requirements, including that such communications be in writing.

14 OTHER IMPORTANT TERMS

14.1 In providing you with access to the Platform, Youth Group reserves the following rights, and, inaccessing, browsing or otherwise using the Platform, you grant to us and agree that Youth Group shall have the following rights:(

a) the right to refuse or withdraw your access to the Platform or ability to post Content on the Platform, without liability, in accordance with applicable laws for any reason at anytime (with or without notice) if, in Youth Group’s sole and absolute discretion, you violate,attempt to violate or breach any of these Terms or applicable law;

(b) the right to amend or update the Platform or these Terms from time to time;\

(c) the right to without notice, remove Content or materials from your Profile or the Platform for any reason whatsoever at our sole and absolute discretion, including without limitation Content which is unlawful, offensive, threatening, libellous, defamatory, obscene or which infringe third party rights, or where the account is used to propagate any such Content;

(d) the right to access your Profile in order to respond to a request for technical support so long as we maintain reasonably appropriate administrative physical and technical safeguards for the protection of the security and confidentiality and integrity of your data;

(e) the right to terminate, without notice, your Profile and delete any associated data from theApplication if your Account has been inactive or disabled for ninety (90) days or more.

14.2 We may transfer our rights and obligations under these Terms to another organisation. We will contact you to let you know if we plan to do this. If you are unhappy with the transfer, you may contact us to terminate these Terms no less than seven (7) Business Days’ after we tell you about our intention to transfer.

14.3 You may only transfer your rights or your obligations under these Terms to another person if we agree to this in writing.

14.4 These Terms are between you and us. No other person shall have any rights to enforce any of theseTerms.

14.5 Each of the clauses of these Terms operates separately. If any court or relevant authority decides that any of them are unlawful, the remaining paragraphs will remain in full force and effect.

14.6 If we do not insist immediately that you do anything you are required to do under these Terms, orif we delay in taking steps against you in respect of you breaching any of these Terms, that will not mean that you do not have to do those things and it will not prevent us taking steps against you at a later date.

14.7 Nothing in these Terms is intended to, or shall be deemed to, establish any partnership or joint venture between any of the parties, constitute any party the agent of another party, or authorise any party to make or enter into any commitments for or on behalf of any other party.

14.8 These Terms together with our Privacy Policy and Acceptance Use Policy constitute the entire agreement between you and Youth Group in relation to your use of the Platform and supersede any prior representations, inducements or agreements relating to its subject matter.

14.9 You agree that these Terms and any claim, dispute or controversy arising out of in connection with these Terms or their subject matter or formation (including non-contractual disputes or claims),the Platform, Youth Group’s advertising or any related transaction between you and Youth Group shall be governed by and construed in accordance with the law of England and Wales. Any dispute or claim arising out of or in connection with such matters (including non-contractual disputes or claims) will be subject to the exclusive jurisdiction of the courts of England and Wales.