Learner Terms of Service

Version française

These Learner Terms of Service (“Terms”) form a legal agreement between you (“Learner”, “you”) and the SkillsWave entity that provides access to the platform – either SkillsWave Corporation  (Canada) or its subsidiaries as applicable (collectively referred to as “SkillsWave”, “we”, “us” or “our”). These Terms govern your use of the SkillsWave platform and related services (collectively, the “Services”)

By registering or being registered by your Employer for a SkillsWave account, browsing or requesting Programs, accessing the SkillsWave platform, or otherwise using the Services, you are agreeing to be bound by these Terms. If you do not agree to these Terms, you may not use the Services.

These Terms are in addition to:

• Any agreement between SkillsWave and your Employer or sponsoring organization (if applicable), and
• Any terms presented to you by the Learning Provider offering a specific Program.

Before You Begin — Key Things You Should Know

This section summarizes a few important rights and responsibilities under these Terms. Please read it carefully. The full Terms of Service follow below.

1. You Must Follow Your Employer’s Rules.
   If your access to SkillsWave is provided through your employer or association (together, “Employer”), you must also comply with their internal learning benefit program policies, including rules on eligibility, reimbursement, and completion.
2. You Must Follow the Learning Provider’s Rules.
   If you enrol in a course or program, you are also agreeing to follow the Learning Provider’s registration/application policy, refund policy, academic code of conduct, and any other terms they apply to enrolled learners.
3. Your Employer Will Receive Completion Data.
   When you register and have been accepted for a course or program through SkillsWave, the Learning Provider is required to share information with SkillsWave, and SkillsWave will then also share this information with your Employer—including whether your enrolment was accepted or rejected, whether you completed the course, and your result (pass or fail).
4. You May Be Responsible for Course Fees.
   Unless your Employer covers 100% of the cost, you are responsible for any unpaid balance of Program fees. Be sure to confirm how much your Employer will fund before enrolling. Unless otherwise negotiated with your Employer, you are also responsible for any additional fees that may be charged to you directly by the Learning Provider that are processed outside of the platform.
5. Access to the Platform Ends When You Leave Your Employer.
   If your access to the SkillsWave platform is provided by your Employer, that access will end when your employment or membership (as applicable) ends. However:

• All request and enrolment data created during your time with that Employer will continue to be retained by SkillsWave and your former Employer.
• If you leave before completing a course or program that your Employer has already approved and you are actively registered with the Learning Provider, you may still have access to the course materials directly from the Learning Provider, subject to that Learning Provider’s own access rules.
• Unless your enrolment is cancelled or withdrawn, the Learning Provider will still report your completion data (or non-completion) to both SkillsWave and your former Employer, consistent with your original enrolment.

1. SKILLSWAVE’S ROLE

1.1 SkillsWave provides a platform that connects Learners, Employers, and Learning Providers, and SkillsWave may also offer its own Programs directly.

1.2 A Learning Provider (also referred to as an “Education Partner”) means either:
(a) an independent third-party institution or organization that offers Programs, or
(b) SkillsWave, when it provides its own branded or in-house Programs
(c) Your Employer, when your Employer has contracted with SkillsWave to also integrate some or all of its Employer-controlled courses within the SkillsWave catalog.

1.3 A “Program” means any course, certification, module, or learning experience offered by a Learning Provider and made available for request or funding through the SkillsWave platform. Programs may include instructor-led training, self-paced online modules, or hybrid offerings, depending on the policies of the applicable Learning Provider. Independent third-party institution programs are not delivered through the SkillsWave platform. SkillsWave facilitates the discovery, request, approval, and funding of those third-party Programs. Therefore, enrolment, delivery, and completion of those Programs are managed directly by the Learning Provider.

1.4 The Learning Provider is solely responsible for the Program’s content, structure, academic outcomes, setting any applicable academic standards, and managing any associated terms or policies, including cancellation or refund policies.

1.5 The Services contain materials including online education services, content, and related services (“Services Content”). We have the sole right to modify or discontinue the Services Content at any time with or without notice to you. or purposes of these Terms, “Services Content” means the content, tools, and digital materials accessible through the SkillsWave platform, including Program listings, dashboards, progress tracking tools, and related features. These do not include the course content owned and operated by Learning Providers, which is governed by the Learning Provider’s own terms and conditions.

1.6 You shall not sell, resell, reproduce, use for any commercial purposes, duplicate or copy any portion of the Services, or use of or access to the Services.  In addition to any excuse provided by applicable law, SkillsWave shall be excused from non-performance or delay in delivery of the Services arising from any event beyond our reasonable control, whether or not foreseeable by either party.

2. ELIGIBILITY AND ACCOUNT USE

2.1 Your access to the SkillsWave Services is provided to you by your Employer (or sponsoring organization). You may only access the Services while your Employer maintains an active contract with SkillsWave and the Employer has added you to their SkillsWave workspace. If your Employer removes you or your employment ends (or membership ends if applicable), your access will terminate as described in Section 13.

2.2 To use the Services as a Learner, you must:
2.2.1 Use the Services only for your own authorized learning benefit purposes,
2.2.2. Keep your login credentials secure and confidential,
2.2.3. Notify us immediately if you suspect unauthorized access to your account,
2.2.4 Comply with your Employer’s rules related to participation, eligibility, and funding, and
2.2.5. Comply with any other platform usage policies set by SkillsWave.

2.3 You agree that all information you provide in your SkillsWave account is accurate, complete, and your own. You are responsible for keeping your account information up to date. Providing false, misleading, or impersonated account details may result in suspension or termination of your access.

2.4 You are solely responsible for obtaining, at your own expense, all equipment necessary to access and use the Services, and for paying all internet access, registration and other fees.

2.5 Use by Minors. If you are under the age of majority in your jurisdiction, you may only use the Services if your Employer has assigned a legal guardian to authorize your participation in writing. Your Employer is responsible for ensuring that appropriate guardian authorization is in place before any Program request is made on your behalf. SkillsWave does not independently verify user age or obtain consent from guardians. Minors may be declined from enrolling to certain courses/programs by Learning Providers at Learning Provider’s discretion.

3. EMPLOYER SPONSORSHIP & BENEFIT COVERAGE

3.1 Your access to the SkillsWave platform may be provided by your Employer or a sponsoring organization. If so, your eligibility for Programs, and the amount of financial assistance you may receive, are determined solely by your Employer. Your Employer may:
3.1.1. Approve or decline Program requests based on its internal learning benefit policies,
3.1.2. Require you to complete additional documentation or forms before approving funding,
3.1.3. Set a Benefit Coverage amount that limits how much they will contribute toward Program fees; therefore, requiring a Learner to fund the remainder (inclusive of sales tax).
3.1.4. Set a Benefit Coverage policy such eligibility waiting periods, approval hierarchy, learning benefit coverage while on leave, etc.

3.2 “Benefit Coverage” means the portion of Program fees your Employer agrees to fund for eligible Learners under its SkillsWave workspace settings. It may be expressed as a fixed amount, a percentage, or another rule defined by your Employer.

3.3. SkillsWave and its Learning Providers do not control or guarantee your eligibility for Employer financial assistance, nor can we guarantee whether your Employer will pay for a particular Program. Your Employer may change its benefit rules at any time, and any additional paperwork required under those policies is solely between you and your Employer. These decisions are made solely by your Employer and may change at any time. Any reimbursement process is between you and your Employer and is not managed by SkillsWave. If your Employer does not cover 100% of a Program’s cost, you are responsible for paying the remaining portion.

3.4 For any Programs purchased from a Learning Provider that were not explicitly purchased from within the SkillsWave platform, neither SkillsWave nor your Employer are responsible for costs, approvals or issues associated with such purchases.   Where your Employer approves of such purchases outside of the SkillsWave platform, the Benefit Coverage will not be adjusted to account for off-platform purchase and SkillsWave will not track such Programs and completions for you in the SkillsWave platform.

3.5 All disputes regarding Benefit Coverage while employed or after employment termination are between you and your Employer.

4. PROGRAM/COURSE REQUEST

4.1 You may browse available Programs and submit requests through the SkillsWave platform. Depending on your Employer’s rules, your Program request may require approval or may be auto-approved under your Employer’s Benefit Coverage.

4.2 Program pricing, delivery, and structure are managed entirely by the Learning Provider. SkillsWave does not set or control these terms.

4.3 If your Employer has entered into a separate agreement with SkillsWave for the processing of payments, those terms may apply to how your Program fees are handled. However, SkillsWave makes no guarantees regarding your Employer’s payment obligations, Benefit Coverage limits, or approval decisions.

4.4 SkillsWave does not guarantee your enrolment in any Program or your continued employment, salary, or access to Employer-sponsored benefits.

4.5 Your admission into any Program is subject solely to the enrolment and admissions policies of the applicable Learning Provider. Payment of Program fees—whether by you or your Employer—does not guarantee enrolment or acceptance into any Program.

4.6 SkillsWave is not responsible for instruction, admissions, grading, eligibility decisions, or service standards provided by any third-party Learning Provider. Learning Providers retain full discretion over whether to admit you into a Program and may apply prerequisites, application steps, or additional screening procedures.

5. FEES AND PAYMENT TERMS

5.1. Once you are approved to register for a Program by your Employer:
5.1.1. You are responsible for any fees not covered by your Employer;
5.1.2. Program fees must be paid through the SkillsWave platform, unless otherwise specified;
5.1.3. You may be required to enter payment details at checkout or as directed by a third-party payment provider used by SkillsWave.
5.1.4. At time of registration, if you are responsible for fees not covered by your Employer, you must pay online using the options presented to you in the Platform. Failure to complete the online payment will cause the registration to fail.

5.2. Some Programs may involve additional costs (such as textbooks, assessments, or exam fees) that are not included in the Program fee collected through the SkillsWave Platform. These additional fees will be identified where possible in the course catalog listing and may need to be paid directly to the Learning Provider, outside of the SkillsWave platform. If you are charged directly by a Learning Provider and believe the charge is incorrect, you must contact the Learning Provider and follow their refund or dispute policies. SkillsWave does not mediate such disputes unless otherwise agreed.

5.3. Program fees are listed in the Services in the operating currency of the Learning Provider. If your Employer’s operating currency is different, the fees will be converted at the time of purchase using a system-calculated exchange rate.

5.4. If applicable, sales taxes will be added based on the self-identified location of the Learner at the time of the Program request. You are responsible for any such sales taxes not covered by your Employer.

5.5. SkillsWave makes no representations or warranties with respect to your Employer’s payment of fees on your behalf. SkillsWave disclaims all liability with regards to any fees, or challenges you have with any third-party payment processor used by SkillsWave in connection with collecting fees from you for Program(s).

5.6. SkillsWave may use third-party online payment processors (e.g., Stripe or similar services) to facilitate the collection of Program fees. By making a payment through the platform, you agree to be bound by the terms and privacy policy of the applicable payment processor. SkillsWave disclaims all liability for any payment processing errors, service interruptions, declined payments, or other issues arising from the use of such third-party services.

5.7. If a payment processor reverses a fee you paid (e.g., due to a chargeback, suspected fraud, or violation of payment network rules), SkillsWave may require you to resubmit the full amount using a different payment method. We also reserve the right to suspend your access to the Program until payment is successfully received. You agree to reimburse and indemnify SkillsWave for any fees, fines, penalties, or costs that arise from your misuse of the payment process or violation of these Terms, applicable law, or the rules of the payment processor.

5.8. SkillsWave reserves the right to restrict or remove access to payment functionality at any time without notice.

6. PROGRAM/COURSE ENROLMENT

6.1. Once your program/course request is approved by your Employer, you will need to start your registration process with the applicable Learning Provider for your program/course.

6.2. When you begin the registration in a Program with the Learning Provider, you may be required to accept additional terms, conditions, and policies from the Learning Provider, including:
6.2.1. Enrolment or application requirements (such as providing a transcript),
6.2.2. Attendance or academic policies
6.2.3. Refund and withdrawal policies, and
6.2.4. Technology or access requirements.

6.3. You are responsible for understanding and complying with those Learning Provider terms. In the event of a conflict between these Terms and the Learning Provider’s policies, the Learning Provider’s terms will govern your participation in that specific Program.

6.4. Your admission into Programs offered by Learning Provider(s) is subject solely to the registrar decisions of the selected Learning Provider. SkillsWave is not responsible for the instruction, services, or decisions provided by such Learning Provider(s). For certainty, your payment of fees does not confirm your enrolment in any such Programs; Learning Provider shall solely determine your eligibility for and enrolment in Program(s).

6.5. If a Learning Provider requires an application to determine acceptance criteria for a certain program (e.g. diploma, degree, executive programs) the Learner must respond with information within the deadlines given to them by the Learning Provider. It is the responsibility of the Learner to understand these deadlines and also understand if the application fee is refundable or non-refundable, and or if this application fee will be reimbursed by your Employer.

Completion deadlines. Certain Programs have strict start and end dates. It is your responsibility to understand these deadlines at time of Program request and after being accepted into a Program, complete the necessary Program requirements within the allotted deadlines as set out by the Learning Provider. Refunds will not be issued for missing Learning Provider deadlines.

7. WITHDRAWALS AND REFUNDS

7.1. Withdrawals are governed by the applicable Learning Provider’s refund or withdrawal policy. SkillsWave does not control, guarantee or define refund terms for Learning Provider Program policies.

7.2. If you withdraw from a Program:
7.2.1. Your eligibility for a refund is determined solely by the Learning Provider;
7.2.2. Any refund will follow the Learning Provider’s terms and timelines;
7.2.3. Depending on how the original Program fees were paid, refunds will be returned in proportion as follows:
7.2.3.1. Invoice Payment (Employer Paid via Invoice): Refunds will be split proportionally. The Employer’s share will be credited to their next invoice. Your share (if applicable) will be refunded to the original card on file.
7.2.3.2. Full Reimbursement Model (You Paid First): If you paid the full fee and were later reimbursed by your Employer, the refund will be issued to you. You are responsible for resolving any overpayment with your Employer under its internal policies. SkillsWave is not responsible for enforcing such policies.
7.2.3.3. Card Payment at Checkout (Split or Full): If the Program fee was paid using one or more credit cards—by you, your Employer, or both—any refund will be applied directly to the respective card(s) used at the time of payment for the share owed to each cardholder.

7.3. If a Learning Provider cancels a Program or fails to enrol you after payment was submitted through SkillsWave, a refund may be processed by SkillsWave—but only upon written confirmation from the Learning Provider that you were not enrolled or the Program was cancelled, and in accordance with the Learning Provider’s published refund policy or instructions.

7.4. SkillsWave is not liable for any refund-related disputes, delays, or exceptions unless explicitly authorized to process refunds on behalf of a Learning Provider or Employer.

7.5. If a Program is cancelled or changed significantly, SkillsWave may work with the Learning Provider to offer either:
7.5.1. A substitute offering of the same Program , or
7.5.2. A full or partial refund or credit.

7.6. SkillsWave does not guarantee refunds and is not responsible for enforcing Learning Provider refund policies.

7.7. Unless otherwise agreed or directed by Learning Provider to SkillsWave, SkillsWave shall not be responsible to provide any refunds of fees paid or waivers of fees due.

8. PLATFORM CONDUCT AND TECHNICAL REQUIREMENTS

8.1. By using the SkillsWave platform, you agree to comply with the following conduct and usage requirements:
8.1.1. Acceptable Use: You may only use the Services for lawful, personal, and authorized educational purposes. You may not:
(a) Share your login credentials with anyone else;
(b) Attempt to access or interfere with another user’s account;
(c) Use the platform to engage in any form of harassment, fraud, or illegal activity;
(d) Upload, transmit, or distribute viruses, malware, or any other harmful code;
(e) Reverse engineer, modify, or attempt to extract the platform’s source code;
(f) Use the Services in a way that disrupts or compromises system integrity or security
(g) Upload, distribute, or promote anything that is unlawful, harmful, offensive, abusive, harassing, defamatory, obscene, or invasive of privacy;
(h) Infringe any intellectual property or proprietary rights of others;
(i) Send unauthorized advertising, spam, or other unsolicited communications
(j) Breach any third-party terms of service related to a Learning Provider or Employer.

8.1.2. Technical Requirements: You are solely responsible for obtaining, maintaining, and paying for:
(a) Any device, operating system, browser, or software needed to access the platform;
(b) A reliable internet connection;
(c) Any other tools or services required by the Learning Provider to complete your Program.

8.2. SkillsWave is not responsible for any access issues, delays, or disruptions caused by your technical setup, equipment, or service provider.

8.3. You must also comply with all policies and codes of conduct issued by:
8.3.1. Your Employer (if applicable),
8.3.2. Your selected Learning Provider,
8.3.3. SkillsWave’s own platform use and academic integrity guidelines.

8.4. SkillsWave reserves the right to suspend or terminate your access if you violate these Terms or misuse the Services.

8.5. Use for Intended Purpose Only. You may use the Services solely for their intended purpose of discovering, requesting, enrolling in, and participating in learning Programs. You agree not to use the platform, any portion of the Services, or any data or content obtained through the Services for any other purpose, including without limitation: (a) competitive analysis or benchmarking; (b) data scraping, extraction, or harvesting; (c) commercial exploitation; (d) interfering with Employer benefit workflows or approval processes; (e) communicating with other learners, Employers, or Learning Providers for non‑learning‑related, promotional, or unrelated business purposes; or (f) any other activity inconsistent with the ordinary, authorized use of the Services. SkillsWave reserves the right to determine, in its sole discretion, whether any conduct constitutes misuse or is inconsistent with the intended purpose of the platform.

9. PRIVACY AND DATA SHARING

9.1. SkillsWave handles your personal information in accordance with its Privacy Policy which explains how we collect, use, disclose and protection your personal information. By using the Services, you acknowledge and agree that SkillsWave will process your personal information as necessary to deliver the Services as outlined in the Privacy Policy, including for enabling Program enrolment, funding administration, and completion tracking.

9.2. SkillsWave may share relevant information with:
9.2.1. Your Employer: to administer Employer’s learning benefit program, including your Program request history, funding eligibility, enrolment status, and completion or non-completion results.
9.2.2. The Learning Provider: to enable your enrolment, support course delivery, and report your completion or withdrawal status.
9.2.3. Payment Processer: to enable the financial transactions (free or fee-based) of the Programs requested and approved through the platform.

9.3. When SkillsWave shares your information with your Employer or the Learning Provider (for example, to enrol you in a Program or report on your completion), or Payment Processor, each party becomes responsible for managing the personal information in line with their own legal obligations and privacy policies. These parties act as independent data controllers, meaning they decide how they handle and protect your personal information within the scope of their roles in the education benefit ecosystem.

9.4. SkillsWave continues to have responsibilities for your personal information, collected and stored in SkillsWave controlled systems, under applicable privacy laws and works in coordination with your Employer and the Learning Provider to help ensure your data is handled appropriately throughout your use of the Services. If you have questions or concerns about how your personal information is being used by any party, SkillsWave will—where feasible—work with your Employer or Learning Provider to support resolution. However, each party involved in your learning experience has its own privacy policies, systems, and legal responsibilities for the data it controls. For more information about your rights and how SkillsWave manages your personal information, please refer to our Privacy Policy.

9.5. By participating in Programs, you agree and voluntarily consent to the sharing of your Completion Data (e.g., enrolment status, completion status, and pass/fail outcome) with your Employer and SkillsWave from the applicable Learning Provider, as necessary for the delivery and administration of the Services. This consent remains in effect unless and until you revoke it by providing written notice to SkillsWave and the Learning Provider. Revoking this consent may impact your continued participation in the Services and/or Programs.

9.6. You hereby release and discharge SkillsWave, the Learning Provider, and your Employer from any claims relating to the lawful sharing of your Completion Data in accordance with this Section 8 and the SkillsWave Privacy Policy. This clause will survive the termination or expiration of these Terms.

9.7. SkillsWave and its partners may use aggregated, de-identified data (not tied to your personal identity) to improve the Services, develop new features, and generate analytics. This includes understanding general usage trends, program engagement, and learner success rates. No personally identifiable information will be used in these analytics unless required to support service delivery.

9.8. The information we collect from you, including your account data, completion data, and user Content, is subject to our Privacy Policy and used to provide, administer, and improve the Services. You authorize SkillsWave to share this information, as necessary, with your Employer, applicable Learning Providers, and payment processors, to support your access to Programs, manage transactions and to communicate with you about Program activity, Service updates, or other account-related matters.

10. INTELLECTUAL PROPERTY

10.1. Ownership of Services. The SkillsWave platform, including all software, designs, text, graphics, trademarks, logos, and other content provided by or on behalf of SkillsWave (“Platform Content”) is owned or licensed by SkillsWave. You may not copy, reproduce, modify, create derivative works of, or distribute any part of the Platform Content without prior written permission. Your use of the platform does not give you ownership or license rights to any part of the Platform Content, other than the limited right to access and use the Services as outlined in these Terms.

10.2. Program Ownership. All Program content, including curriculum, assessments, videos, and course materials and associated graphics, is the property of the applicable Learning Provider and/or its licensors. SkillsWave does not own or control any Program content unless expressly stated. You acknowledge that participation in a Program does not grant you any rights to the intellectual property of the Learning Provider or the Program materials beyond what is permitted under that Learning Provider’s terms.

10.3. User Content. If you upload, post, or share any content through the Services (e.g., in an assignment, form, or communication), you retain ownership of your contributions. However, you grant SkillsWave a limited, non-exclusive, royalty-free, worldwide license to use, store, display, and reproduce that content as reasonably necessary to provide the Services. You represent and warrant that (a) you have the right to submit the content; and (b) your content does not infringe the intellectual property or rights of others. SkillsWave has the right (but not the obligation) to remove any user content, in accordance with its Notice and Takedown Procedure,  that violates these Terms, applicable laws, or is otherwise deemed harmful or objectionable. You waive any claim related to such removal.

10.4. Third Party Content and External Links. The Services may contain links to third-party websites, applications, or services, and may include data, content, software, or other materials originating from third parties, including but not limited to Learning Providers and Employers (“Third-Party Materials”). Such Third-Party Materials are not under our control, and SkillsWave does not assume any responsibility for their content, functionality, accuracy, availability, legality, or performance. The inclusion of any link or reference does not imply endorsement, affiliation, or sponsorship by SkillsWave. You access such materials entirely at your own risk.

10.5. Use of Materials. Subject to our Privacy Policy, any communication or material that you transmit to SkillsWave or through the Services—whether by email, post, form submission, or other means—for any reason, will be treated as non-confidential and non-proprietary. This includes (without limitation) suggestions, ideas, feedback, survey responses, or input regarding improvements to the Services. While you retain any rights you may have in such submissions, you hereby grant to SkillsWave and its partners a non-exclusive, worldwide, royalty-free, paid-up, perpetual, irrevocable, sublicensable right to copy, use, distribute, display, perform, publish, translate, adapt, modify, or otherwise exploit such material for any purpose and in any form, medium, or technology now known or later developed. Please do not submit any confidential, proprietary, or commercially sensitive information unless we have agreed in writing to receive it under a separate non-disclosure agreement.

11. DISCLAIMER OF WARRANTIES

11.1. Disclaimer. SkillsWave provides the Services “as is” and “as available” without warranties of any kind, express or implied. To the fullest extent permitted by law, SkillsWave disclaims all warranties including but not limited to:
11.1.1. Merchantability, fitness for particular purpose, and non-infringement;
11.1.2. That the Services or Programs will be uninterrupted, timely, or error-free;
11.1.3. Suitability or outcome of any Program;
11.1.4. That any outcome, credential, or result will be achieved by using the Services;
11.1.5. That Learning Providers or Employers will perform their responsibilities in a specific way or it meets specific expectations.

11.2. SkillsWave makes no warranties about transactions or communications with third parties, including Learning Providers or Employers, or about any content, products, or services made available by them. SkillsWave is not responsible for the actions, decisions, or omissions of Employers, Learning Providers, or third-party service providers.

11.3. THROUGH YOUR USE OF THE SERVICES AND THE MATERIALS, YOU MAY HAVE THE OPPORTUNITIES TO ENGAGE IN COMMERCIAL TRANSACTIONS WITH OTHER PARTIES. YOU ACKNOWLEDGE THAT ALL TRANSACTIONS RELATING TO ANY MERCHANDISE OR SERVICES OFFERED BY ANY PARTY, INCLUDING, BUT NOT LIMITED TO THE PURCHASE AND PAYMENT TERMS, WARRANTIES, GUARANTEES, MAINTENANCE AND DELIVERY TERMS RELATING TO SUCH TRANSACTIONS, ARE AGREED TO SOLELY BETWEEN THE OTHER PARTY AND YOU. WE MAKE NO WARRANTY REGARDING ANY TRANSACTIONS EXECUTED THROUGH, OR IN CONNECTION WITH THE SERVICES, AND YOU UNDERSTAND AND AGREE THAT SUCH TRANSACTIONS ARE CONDUCTED ENTIRELY AT YOUR OWN RISK. ANY WARRANTY THAT IS PROVIDED IN CONNECTION WITH ANY PRODUCTS, SERVICES, MATERIALS, OR INFORMATION AVAILABLE ON OR THROUGH THE SERVICES FROM A THIRD PARTY IS PROVIDED SOLELY BY SUCH THIRD PARTY, AND NOT BY US.

11.4. MATERIALS AVAILABLE ON THE SERVICES OR LEARNING PROVIDER SERVICES MAY CONTAIN OPINIONS AND JUDGMENTS. WE DO NOT ENDORSE, NOR ARE WE RESPONSIBLE FOR THE ACCURACY OR RELIABILITY OF, ANY OPINION, ADVICE, OR STATEMENT MADE BY ANYONE.

11.5. Some jurisdictions do not allow the exclusion of certain warranties. In such cases, SkillsWave’s liability is limited to the fullest extent permitted by law.

11.6. SkillsWave may modify, update, suspend, or discontinue any part of the Services, or the features or functionality thereof, at any time, with or without notice. You acknowledge and agree that SkillsWave will not be liable to you or to any third party for any such modification, suspension, or discontinuation.

12. LIMITATION OF LIABILITY

12.1. UNDER NO CIRCUMSTANCES SHALL WE BE LIABLE TO YOU OR ANY THIRD PARTY WITH RESPECT TO ANY SUBJECT MATTER OF THESE TERMS (INCLUDING ANY BREACH OF SECURITY OR DATA LOSS) UNDER ANY CONTRACT, NEGLIGENCE, STRICT LIABILITY OR OTHER THEORY FOR ANY INDIRECT, INCIDENTAL OR CONSEQUENTIAL DAMAGES OR LOST PROFITS, LOSS OR INACCURACY OF DATA OR DOCUMENTS OR COST OF PROCUREMENT OF SUBSTITUTE GOODS, SERVICES OR TECHNOLOGY, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES OR WHETHER ANY REMEDY SET FORTH HEREIN FAILS OF ITS ESSENTIAL PURPOSE OR OTHERWISE.  IN NO EVENT SHALL OUR LIABILITY TO YOU OR TO ANY THIRD PARTY EXCEED THE GREATER OF (I) TWENTY DOLLARS (US$20.00); OR (II) THE AMOUNT YOU PAID TO US FOR YOUR USE OF THE SERVICES DURING THE SIX MONTHS IMMEDIATELY PRECEDING THE CLAIM.  YOU AGREE THAT THE FOREGOING LIMITATION IS A NECESSARY REQUIREMENT FOR US TO BE ABLE TO MAKE THE SERVICES AVAILABLE TO YOU.

12.2. SkillsWave is not liable in any way for third party materials offered through the services or for assistance in conducting commercial transactions through the services, including the processing of orders.

12.3. Some jurisdictions prohibit the exclusion or limitation of liability for consequential or incidental damages, so the above limitations may not apply to you. In such cases, Skillswave’s liability is limited to the fullest extent permitted by law.

12.4. You shall defend, indemnify, and hold SkillsWave and our affiliates harmless from all liabilities, claims, and expenses, including attorneys’ fees, which arise from your acts, omissions, use or misuse of the Services. We reserve the right, at our own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which event you will cooperate with us in asserting any available defenses.

13. TERMINATION AND SUSPENSION

13.1. SkillsWave may, in its sole discretion, suspend or terminate your access to all or part of the Services at anytime, with or without notice, and for any reason, including by not limited to:
13.1.1. A breach or suspected breach of these Terms,
13.1.2. A violation of any applicable law or policy,
13.1.3. Misuse of the Services, or
13.1.4. Conduct that SkillsWave determines may harm the platform, other users, Learning Providers, Payment Processors, or SkillsWave’s reputation.

13.2. Upon termination or suspension, your right to access the Services will immediately cease. You acknowledge and agree that:
13.2.1. Your SkillsWave account and all related data may be deactivated or deleted without notice, and
13.2.2. SkillsWave shall have no liability to you or to any third party for such termination, suspension, or data loss.

13.3. Employer-Linked Access: You understand and agree that your access to the Services may also be governed by a separate agreement between SkillsWave and your Employer. If that agreement ends or is suspended for any reason, SkillsWave may immediately revoke your access to the Services. In such cases, SkillsWave may also notify the relevant Learning Provider(s) that your access has been terminated.

13.4. Voluntary Termination of your Account. If you wish to deactivate your account or discontinue access to the SkillsWave platform, you may contact support@skillswave.com or use the designated account support tool (if available). Please note SkillsWave may have continued obligations to your Employer that provided you with the access to the SkillsWave platform, The deactivation of your account may affect your enrolment, access to active Programs, and your Employer’s ability to administer related learning benefits.

13.5. SkillsWave shall not be liable to you or any third party for any claims or damages arising out of any termination or suspension or any other actions taken by us in connection with such termination or suspension.

13.6. Requesting Review of Suspension or Termination: If your account has been suspended or terminated and you believe the action was taken in error or would like to request reconsideration, you may contact support@skillswave.com within ten (10) business days of receiving notice. Your request should include as a minimum your full name and registered email address, the reason you believe the action should be reversed, and any relevant context or documentation to support your request. SkillsWave will review your submission in good faith and may, at its sole discretion, reinstate access or uphold the original decision in consultation with your Employer, or former Employer (if applicable). No specific outcome or timeline is guaranteed, and SkillsWave reserves the right to deny reinstatement where the suspension or termination was in accordance with these Terms or necessary to protect the integrity of the Services or its users. Submitting a request for review does not guarantee reinstatement.

14. CONSEQUENCES OF SUSPENSION OR TERMINATION

14.1. Termination of your access to the Services does not automatically cancel your enrolment in any Program. You may still be subject to the applicable Learning Provider’s policies, terms, and requirements—including attendance, completion, and refund rules.

14.2. SkillsWave may retain records related to Program activity or funding for compliance and reporting purposes, including sharing required data with your Employer and the Learning Provider;

14.3. You may continue to have access to Program materials directly from the Learning Provider, subject to Learning Provider terms and only if all fees owing have been paid in full.

14.4. SkillsWave does not control the Learning Provider’s delivery of the Program, and you remain solely responsible for complying with any outstanding obligations or communications required by the Learning Provider, even after your SkillsWave access ends.

14.5. Where SkillsWave has received instructions from your Employer or the Learning Provider to process a cancellation or withdrawal, we may facilitate that request in accordance with the applicable Learning Provider and/or Employer policies. Otherwise, you must contact the Learning Provider directly.

15. INTERNATIONAL USE

15.1. Although the Services may be accessible worldwide, SkillsWave does not make any representation that the Services, content, or materials provided through the platform are appropriate or available for use in any particular jurisdiction.

15.2. Accessing the Services from territories where the content is illegal or restricted may be prohibited. Those who choose to access the Services from outside of Canada or the U.S. or other supported regions do so on their own initiative and are solely responsible for compliance with all applicable local laws and regulations.

15.3. Any offer for any product, service, or information made in connection with the Services is void where prohibited.

16. GENERAL TERMS

16.1. Governing Law: These Terms are governed by and construed in accordance with the laws of the Province of Ontario, Canada, without regard to conflict of law principles. You agree to submit to the exclusive jurisdiction of the courts located in Ontario, Canada for any disputes related to these Terms or your use of the Services.

16.2. Assignment. You shall not assign your rights and obligations under these Terms to any party, and any purported attempt to do so will be null and void. We may freely assign our rights and obligations under these Terms without notice or your consent.

16.3. Waiver And Severability: Any failure by us to enforce or exercise any provision of these Terms or related rights shall not constitute a waiver of that right or provision.  If any part of these Terms is held invalid or unenforceable, that portion shall be construed in a manner consistent with applicable law to reflect, as nearly as possible, the original intentions of the parties, and the remaining portions shall remain in full force and effect.

16.4. Force Majeure. SkillsWave shall not be liable for any delay or failure to perform (including of its Learning Providers) resulting from causes beyond its reasonable control, including but not limited to acts of God, natural disasters, war, terrorism, riots, labor conditions, governmental actions, utility failures, and Internet, cloud service provider outages or network service outages.

16.5. Changes to the Services. SkillsWave reserves the right to change, update, suspend, or discontinue any part of the Services at any time, with or without notice. This includes the modification or removal of features, tools, access methods, or content. Continued use of the Services after such changes constitutes your acceptance of those changes.

16.6. Changes to these Terms. SkillsWave expressly reserves the right to update or modify these Terms at anytime, in its sole discretion. When SkillsWave may makes material changes, from time to time without notice to you, and it is your responsibility to review the Services and these Terms periodically to familiarize yourself with any modifications.  Your continued use of the Services after any modifications will constitute agreement with the Terms as modified.

16.7. No Agency. Nothing in these Terms shall be construed to create a partnership, joint venture, agency, or employment relationship between you and SkillsWave. You agree that you are using the Services as an independent end user and not as an agent or representative of SkillsWave.

16.8. Survival. The following provisions shall survive any expiration or termination of these Terms: Sections 5 (Fees & Payments), 9 (Privacy), 10 (Intellectual Property), 12 (Limitation of Liability), 13 (Termination & Suspension), 16 (General Terms) and any other provision that by its nature should reasonably survive.

16.9. No Class Action. To the fullest extent permitted by applicable law, you and SkillsWave agree that any dispute, claim, or legal proceeding arising out of or relating to these Terms or your use of the Services will be resolved on an individual basis. You agree not to bring or participate in any class action, consolidated action, private attorney general action, or other representative proceeding. You also agree not to combine your individual action with that of any other person, unless SkillsWave provides prior written consent. This clause does not limit SkillsWave’s ability to pursue or coordinate claims jointly with its Learning Providers, Employers, or other partners.

16.10. Notices and Contact Information. All notices to a party shall be in writing and shall be made either via email, mail or courier.  Notices to us must be sent to the contact details below.  Notices to you may be sent to the email address supplied by you as part of your Account Data.  In addition, we may post notices on the Services to inform you of changes to the Services or other matters, and such publications shall constitute notice to you at the time of posting. 

16.11. Entire Agreement. These Terms (including any rules, policies and other documents incorporated by reference) constitute the entire agreement and understanding between us concerning the subject matter of these Terms.  You may not alter, supplement or amend these Terms in any way.  Any attempt to alter, supplement or amend this document shall be null and void.

16.12. Dispute Resolution. If you (the Learner) have any dispute, claim, or concern arising out of or relating to these Terms or your use of the Services, you agree to first attempt in good faith to resolve the matter through informal negotiation by providing written notice to SkillsWave. SkillsWave will participate in such good‑faith discussions. If the dispute is not resolved within thirty (30) days, the Parties shall submit the matter to confidential, non‑binding mediation with a mediator selected exclusively by SkillsWave, with costs shared equally. If the dispute remains unresolved forty-five (45) days after the mediator’s appointment, the dispute shall be finally resolved by binding arbitration, but only in jurisdictions where binding arbitration clauses are valid and enforceable. Arbitration shall be conducted by a single arbitrator selected solely by SkillsWave and administered under the rules of an arbitration institution chosen exclusively by SkillsWave. Judgment on the award may be entered in any court of competent jurisdiction where arbitration is legally recognized. In jurisdictions where arbitration is not permitted or is unenforceable, the Parties may pursue the dispute in the courts identified under the Governing Law & Jurisdiction section (Section 14.1). Nothing in this clause prevents either Party from seeking interim or injunctive relief from a court of competent jurisdiction. Where enforceable, arbitration shall be the exclusive method of resolving any Learner‑initiated dispute and shall supersede and override the Governing Law & Jurisdiction clause. Arbitration replaces court proceedings except where arbitration is not exclusively permitted.

Last Modified: January 29, 2026