Standard Terms of Service

Welcome! LearnCube Training GmbH is a corporate language training provider, registered in Germany. We deliver live online classes through the LearnCube Virtual Classroom — software developed and operated by eSplice Ltd, trading as LearnCube, and made available to us under licence — and act as an authorised reseller of the Babbel App for self-paced learning. The Services are sold to corporate Clients under a signed Order Form, who make the Services available to their Learners to help them learn a language.

We offer our Services through the Virtual Classroom, the Babbel App, and our Online School.

By using or accessing the Services, you agree to be bound by the Terms. These Terms are important and legally binding so please read them carefully. If you do not agree with them, you should not use the Services.

The Virtual Classroom and Whiteboard provides for the use of third-party services such as YouTube videos. Find YouTube’s latest Terms here. In order to be compliant, if you use third-party services from within the LearnCube Virtual Classroom, you also agree to be bound by the terms and conditions of those third-party services. If you don’t agree to them, you should not use third-party services inside the Virtual Classroom. This clause does not apply to the Babbel App, which is addressed separately at clause 1.10 below.

We reserve the right to update and change the Terms and add new features to the Services from time to time without notice. If you continue to use the Services after any changes, you will be taken to have agreed to changes in Terms.

We may cancel or suspend a Learner’s account at any time if we consider (in our absolute discretion) that they have breached these Terms, without prejudice to the Client’s rights and obligations under its Order Form.

Our Privacy Policy applies to the handling, storage, and use of any personal information you submit to us and forms part of these Terms. We do not knowingly collect, either online or offline, personal information from users under the age of thirteen. You should read our Privacy Policy carefully.

For personal data relating to Learners and staff that the Client uploads, stores or inputs through the Services, the Client is the data controller and LearnCube Training GmbH acts as a data processor. We process this personal data only to provide the Services, comply with law, maintain security and act on the Client’s documented instructions, as further set out in our Data Processing Agreement. The Client’s use of the Services, configuration choices and interactions with the service form its documented instructions to us.

The Client authorises LearnCube Training GmbH to use trusted third-party subprocessors to deliver the Services. These include hosting providers, video infrastructure services, support tools, analytics services, teaching administration providers. A current list of subprocessors is available in our Data Processing Agreement.

LearnCube Training GmbH implements appropriate technical and organisational measures to protect personal data, including encrypted transmission, authentication controls, monitoring and secure hosting in the EU, as further described in our Data Processing Agreement.

LearnCube Training GmbH is an authorised reseller of the Babbel App, owned and operated by Babbel GmbH. Access to the Babbel App is provided as a distinct, self-study component of the Services, purchased as an annual licence per seat. Personal data processed within the Babbel App is processed by Babbel GmbH as an independent data controller under Babbel’s own privacy policy and terms of service, available at www.babbel.com/legal/privacy. We accept no liability for any processing carried out within the Babbel App itself, or for the availability, content or performance of the Babbel App. Where a Learner redeems a Babbel voucher, Babbel GmbH may transmit a limited set of usage data to us for the purposes of programme reporting, on the Client’s documented instructions. Complaints, claims or questions relating to the Babbel App should be directed to Babbel GmbH.

You are responsible for all activity that results from your use of the Services. You agree to use the Services and interact with other users of the Services in good faith.

Clients and Learners will need to provide certain information in order to access the Services. You agree to provide true, accurate and current information about yourself as prompted, and to notify us of any changes.

By accessing an account, you agree that you cannot transfer, sell, lease or trade your access without our prior written consent.

The Client is responsible for any Content its Learners create, through, upload to, or save on their accounts. We reserve the right to remove any Content which we consider (in our absolute discretion) breaches these Terms. However, we are under no obligation to do so.

We will take reasonable precautions to keep your account secure and protect it from unauthorised access. You agree to keep your account details and password secure and agree not to share your password with anyone else. We will not be liable for any loss or damage if you fail to comply with this security obligation.

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

Third-party links on this site may direct you to third-party websites that are not affiliated with us. We are not responsible for examining or evaluating the Content or accuracy, and we do not warrant and will not have any liability or responsibility for any third party materials or websites, or for any other materials, products, or services of third parties.

We are not liable for any harm or damages related to the purchase or use of goods, services, resources, Content, or any other transactions made in connection with any third-party websites. Please review carefully the third party’s policies and practices and make sure you understand them before you engage in any transaction.

Complaints, claims, concerns, or questions regarding third party products should be directed to the third-party.

If you use the Video Recording feature within the Virtual Classroom, you agree to the storage and distribution of such Video Recordings. Furthermore, you agree to assume full responsibility for obtaining the necessary permissions or consents from individuals who may be intentionally or unintentionally recorded in these Video Recordings. You affirm that failure to obtain such permissions or consents may infringe upon privacy rights and could result in you being held legally liable.

If you use the Homework and/or Post-Class Review features, you acknowledge and agree to the storage of, access to, and distribution of associated information, including class chat, files, and annotations.

You agree to fully indemnify us, and keep us indemnified, against all forms of liability, actions, proceedings, demands, costs, charges and expenses which we may incur, be subject to or suffer as a result of your use of the Services.

You may not use, or assist anyone to use, the Services:

1. for any unlawful purpose;
2. to solicit others to perform or participate in any unlawful acts;
3. to violate any national, international, federal, provincial or state regulations, rules, laws, or local ordinances;
4. to infringe upon or violate our intellectual property rights or the intellectual property rights of others;
5. to harass, abuse, insult, harm, defame, slander, disparage, intimidate, or discriminate based on gender, sexual orientation, religion, ethnicity, race, age, national origin, or disability;
6. to submit false or misleading information;
7. to upload or transmit viruses or any other type of malicious code that will or may be used in any way that will affect the functionality or operation of the Service or of any related website, other websites, or the Internet;
8. to collect or track the personal information of others;
9. to spam, phish, pharm, pretext, spider, crawl, or scrape;
10. for any obscene or immoral purpose; or
11. to interfere with or circumvent the security features of the Service or any related website, other websites, or the Internet.

We reserve the right to terminate your use of the Service or any related website for violating any of the prohibited uses.

The Services are purchased by the Client under a signed Order Form, which sets out the Services, Class Credits, Group Courses, Babbel App seats, and the corresponding fees. The Order Form forms part of these Terms and, together with these Terms, Service Agreement and the Data Processing Agreement, constitutes the entire agreement between the Client and LearnCube Training GmbH for the Services purchased.

Babbel App access is priced as an annual licence fee per seat. Private classes are priced on a per-class basis. Group courses are priced on a per-class basis and are always charged at a fixed rate regardless of actual attendance. All prices are set out in the Order Form and are exclusive of VAT (Umsatzsteuer) and any other applicable taxes, which are the Client’s responsibility.

The total programme fee is payable upfront upon signature of the Order Form, before any scheduling is confirmed, by bank transfer to our nominated bank account stated on the invoice. Payment is due within 28 days of invoice.

Late payments accrue default interest (Verzugszinsen) at 9 percentage points above the base rate of the European Central Bank per annum, in accordance with § 288 BGB. We may suspend the Services where payment remains outstanding for more than 21 days after the due date, without prejudice to our right to recover all outstanding sums.

On renewal, we may increase prices by no more than the percentage change in the EU Harmonised Index of Consumer Prices (HICP) for the 12 months preceding the renewal date, as published by Eurostat. Any increase above this level requires the Client’s prior written consent, failing which the Client may terminate without penalty before the renewal date.

Services beyond those set out in the Order Form, including additional Class Credits, Group Courses or seats, will be quoted separately and require a new or amended Order Form before delivery.

Private classes: a 30-minute Private class consists of 27 minutes of teaching time and 3 minutes for administrative tasks, including sending homework, class notes, and updating the Learner’s learning record. Class Credits may be allocated across any Learners the Client designates, with the full Learner list and class allocation provided to us before the programme starts.

Group classes: a standard Group Course comprises at least 20 classes, with each class consisting of 55 minutes of effective teaching time and 5 minutes for class-related administrative tasks, unless otherwise agreed in the Order Form. Groups are formed of two to eight Learners from the same Client, who study together for the duration of the programme, with an optimal group size of four.

Scheduling: start dates require a minimum of 3 weeks’ lead time from the Client providing scheduling preferences and Learner enrolment information. To help us schedule efficiently, we ask the Client to provide at least three available workdays and six time-slot options per group, along with notice of all local or company holidays, before scheduling begins. We'll do our best to accommodate the preferences provided, though we can't guarantee an exact match across every time slot.

A maximum of two classes per Group Course may be skipped for pre-planned absences at the time of scheduling, extending the programme duration by up to two weeks. The Client may move a Learner between groups, or replace a withdrawing Learner, only between the first and second class of the programme, subject to availability in the destination group; no refund is due for any vacancy arising from such changes or from a Learner’s withdrawal. After the second class, no further Learner changes are permitted.

Allocated Class Credits and seats are non-transferable between Learners other than as set out in clause 5.4, including where a Learner leaves the Client’s employment.

All fees paid are non-refundable once the first class of a programme has been delivered, except as expressly set out in this clause or in clause 11.8 (Force Majeure).

The Client may cancel a Private class without charge by giving at least 24 hours’ written notice. Classes cancelled with less notice are counted as delivered and are non-refundable.

The Client may cancel a Group Course by giving at least 14 days’ written notice before the course start date. We will refund the pro-rata value of undelivered classes only; classes already delivered, or cancelled with less than 24 hours’ notice, are non-refundable.

Classes scheduled on public or local holidays are not cancelled automatically; the Client is responsible for notifying us of all relevant holidays before the class calendar is confirmed.

If a Learner does not attend a scheduled class, or arrives more than 20 minutes late (Private class), or no Learner arrives within 40 minutes (Group class), the Teacher may end the class. The class is counted as delivered and is non-refundable. The same applies if an entire group is unavailable for a scheduled class.

Teacher substitution does not entitle the Client to cancel a class or request a refund.

If we cancel a class for reasons within our control, we will reschedule it at a mutually convenient time at no additional cost. If rescheduling is not possible, the Client is entitled to a proportional Class Credit refund for that class (Private class) or a proportional Class Credit refund plus one additional Class Credit by way of compensation (Group class).

An Order Form commences on the date of signature and continues for an initial term of 12 months, unless an alternative term is specified in the Order Form. It renews automatically for successive 12-month periods unless either party gives written notice of non-renewal at least 60 days before the renewal date.

Either party may terminate an Order Form for material breach if the breach is not remedied within 15 business days of written notice specifying the breach.

We may terminate immediately on written notice if the Client becomes insolvent, enters insolvency proceedings (Insolvenzverfahren), or is unable to pay its debts as they fall due.

On termination for any reason, all outstanding fees for Services delivered or committed become immediately due and payable. Termination does not entitle the Client to a refund of fees already paid, except as expressly provided in clause 6 and clause 11.8 (Force Majeure).

We may delete any Content held for a Learner’s account once that account is cancelled or the relevant Order Form terminates. We will retain Content for no more than 365 days following termination before it is permanently deleted, save where we are required to retain it for longer under our Data Processing Agreement. We will not be able to recover Content once it has been permanently deleted.

You warrant and represent that you are acquiring the right to access and use the Services and are agreeing to these Terms for the purposes of a business and that, to the maximum extent permitted by law, any statutory consumer guarantees or legislation intended to protect non-business consumers in any jurisdiction does not apply to the supply of the Services and/or these Terms.

You agree to fully indemnify us, our affiliates, partners, officers, directors, agents, contractors, subcontracted teaching partners, licensors, service providers, subcontractors, suppliers, interns and employees for all damage, losses, liabilities, fees, compensation, expenditure, costs and expenses arising out of or in connection with any breach of these Terms, your use of the Services and any claims made by your users however caused by any act, omission, negligence or advice provided by you or any of your associates, employees, subcontractors, affiliates or representatives.

The Services are provided on an “as is” and “as available” basis, and you use them at your sole risk.

To the maximum extent permitted by law, we disclaim and exclude all implied conditions and warranties. To avoid doubt, we do not warrant that (a) the Services will meet your specific requirements, expectations or be fit for your particular purpose; (b) the Services will be uninterrupted, timely, secure, or error-free; or (c) any errors in the Services will be corrected.

We will try to promptly address (during normal business hours) all technical issues that arise in connection with the Services. However, there may be times when the Services are inaccessible.

From time to time, we may make changes to the Services which may add, modify, and/or remove features. We will endeavour to let you know about these changes in advance, but these updates may be pushed out automatically without notice.

You acknowledge that the Internet is inherently insecure. You accept the risk that any information transmitted over the Internet or through email may be intercepted, subject to unauthorised or fraudulent access.

You agree that we will not be liable for any direct, indirect, incidental, special, or consequential loss (including but not limited to loss of data, profits and anticipated savings) resulting from the use of, or the inability to use, the Services. If we are held to be liable to you for any reason, then our liability to you is limited to the total fees paid by the Client to us in the twelve months preceding the event giving rise to the claim.

Neither party is liable for indirect or consequential losses, including loss of profit, loss of revenue, or reputational damage. The limitations in this clause 9 do not apply in cases of death or personal injury caused by negligence, fraud or fraudulent misrepresentation, wilful misconduct, gross negligence, or any other liability that cannot be excluded or limited under applicable German law.

In no case shall LearnCube Training GmbH, our directors, officers, employees, affiliates, agents, contractors, subcontracted teaching partners, interns, suppliers, service providers or licensors be liable for any injury, loss, claim, or any direct, indirect, incidental, punitive, special, or consequential damages of any kind, including, without limitation lost profits, lost revenue, lost savings, loss of data, replacement costs, or any similar damages, whether based in contract, tort (including negligence), strict liability or otherwise, arising from your use of any of the Services or any products procured using the Services, or for any other claim related in any way to your use of the Services or any product, including, but not limited to, any errors or omissions in any Content, or any loss or damage of any kind incurred as a result of the use of the Services or any Content (or product) posted, transmitted, or otherwise made available via the Services, even if advised of their possibility.

You agree that we own all of the intellectual property rights existing in the Virtual Classroom, Online Whiteboard and Online School software (licensed to us by eSplice Ltd) and its Services, including any LearnCube Content, improvements to the software, enhancements, modifications or adaptations. You agree not to, and will not permit or encourage any third party to, copy, reproduce, modify, adapt, reverse-engineer or decompile the Services in whole or in part.

You may not publish or use LearnCube’s or LearnCube Training’s brand, branding or logos except with our prior written consent.

We do not claim ownership of any intellectual property rights in relation to the information or Content you upload to the Services that is not already our property. You agree to grant us a royalty-free licence to use it for the purpose of operating the Services and otherwise as set out in our Privacy Policy. You agree that the Content you upload to the Services will not contain any information which breaches any obligations of confidentiality or proprietary rights of a third party.

You agree to grant us the ability to analyse the titles and preview descriptions of Content you upload to the Services for the purpose of LearnCube Training GmbH understanding the type of Content uploaded to the platform. You do not agree to us analysing the information within Content you upload to the platform unless specifically requested.

All teaching materials, course content, methodologies, assessments, and Pedagogical Content made available by us are and remain our exclusive property. The Client is granted a limited, non-exclusive, non-transferable licence to use such materials solely for the internal training purposes covered by the Order Form and for its duration. The Client may not reproduce, distribute, modify, or share any such materials with third parties without our prior written consent. Any materials provided by the Client for use in the training remain the Client’s property. These intellectual property obligations survive termination of the Order Form for five years.

You agree not to use the Services to generate content from Content which breaches any obligations of confidentiality or proprietary rights of a third party. If you use the Services to generate content using any LearnCube tools we provide including LearnCube’s AI Teacher Assistant, you agree to grant us access to both the input and LearnCube-Generated Content for the purpose of operating the Services, and improving our tools and the Services.

If any party complains to LearnCube Training GmbH that their intellectual property rights are being infringed by your use or storage of Content, LearnCube Training GmbH may, in its sole discretion, provide Written Notice to the email you have associated with your account and delete Content you have saved in the Services either immediately or after 24 hours having provided such Written Notice. We will not be able to recover this Content once it has been permanently deleted. Note: If you believe that your intellectual property rights have been infringed, please let us know at info@learncubetraining.com.

If a Client repeatedly infringes intellectual property rights of others, we may suspend or terminate their account after giving 14 days’ Written Notice.

These Terms shall be governed by the laws of the Federal Republic of Germany, excluding its conflict of laws rules, and all users submit to the exclusive jurisdiction of the courts of Berlin, Germany for any matter or dispute arising in relation to these Terms.

These Terms, together with LearnCube Training GmbH’s Service Agreement, Data Processing Agreement and any signed Order Form, form the entire agreement between the Client and us unless we have both signed a separate agreement.

The Data Processing Agreement is executed alongside, and incorporated into these Terms; in the event of any conflict between the two, the Data Processing Agreement prevails. A signed copy can be provided on request.

If any provision of these Terms is found to be unenforceable or invalid, that provision shall be limited or eliminated to the minimum extent necessary so that these Terms shall otherwise remain in full effect.

If we do not exercise or enforce any right available to us under these Terms, it does not constitute a waiver of those rights.

All formal notices must be in writing and sent by email with read receipt, or by recorded postal delivery to the registered addresses set out in these Terms or the relevant Order Form. Email notices are deemed received on the date the read receipt is confirmed. Either party may update its notice details by giving five business days’ written notice.

Confidentiality: both parties will keep confidential all non-public information received from the other party in connection with these Terms and any Order Form. Confidentiality obligations apply during the term and for three years following termination. Confidentiality does not apply to information that is publicly available, already known to the receiving party, or required to be disclosed by law or court order.

Force Majeure: neither party is liable for failure to perform caused by events beyond its reasonable control, including natural disasters, pandemics, government orders, or prolonged failure of essential internet infrastructure. For the avoidance of doubt, any failure by Babbel GmbH to perform its obligations in relation to the Babbel App, where that failure is not caused by us, constitutes a force majeure event for the purposes of these Terms. The affected party must notify the other in writing without undue delay. If a force majeure event continues for more than 60 consecutive calendar days, either party may terminate the affected Order Form by written notice; the Client is entitled to a pro-rata refund for Services paid but not yet delivered, calculated from the onset of the force majeure event.

Neither party may assign its rights under these Terms without the prior written consent of the other, except that we may assign to a group company or successor entity on written notice.

If you have any questions about these Terms, the practices of LearnCube Training GmbH or if you would like to give us feedback or Written Notice, you can contact us by email at info@learncubetraining.com or by post at c/o COLLECTION Business Center Berlin, Kienberger Allee 4, 12529 Schönefeld, Germany.