Terms and conditions for an e-learning provider

E-learning is a licence to access content for a period, sold to companies who share logins and to individuals protected by consumer law. The terms have to define what a licence buys and who may use it, promise what the platform can deliver and no more, handle the consumer rules on digital content, protect the course content, and deal with learner data and renewals. I draft those terms for a fixed fee of £995, delivered in five working days.

Who this is for

E-learning platforms, online course providers and compliance training businesses in England and Wales licensing courses to employers for their staff and selling courses to individuals, hosted on their own platform or a third-party learning management system.

What matters in e-learning terms

Licences, seats and who may use them

The terms should define the licence: named learners or a number of seats, the courses included, the access period, and that a seat is for one person and may not be shared or transferred except as the terms allow. For business clients the terms should say that the client is responsible for its learners' compliance, that seats are counted by enrolment, and how additional seats are bought. Reassigning a seat after a learner leaves should be dealt with expressly.

Platform availability and support

The terms should describe the platform's availability commitment and exclusions (maintenance, third-party hosting, the learner's own equipment and connection), what support is provided and when, and that the remedy for unavailability is an extension of the access period or a credit rather than damages. Where the platform is a third-party system, the terms should say that its terms and outages are outside the provider's control.

Consumers and digital content

Where an individual buys a course, sections 34 to 36 of the Consumer Rights Act 2015 require the digital content to be of satisfactory quality, fit for purpose and as described, and regulation 37 of the Consumer Contracts (Information, Cancellation and Additional Charges) Regulations 2013 preserves a fourteen-day cancellation right unless the consumer expressly consents to access starting immediately and acknowledges losing the right, which the checkout must capture. Automatic renewals must be clear at purchase, and further rules for subscription contracts are being introduced under the Digital Markets, Competition and Consumers Act 2024.

Content, ownership and completion

Course content is protected under the Copyright, Designs and Patents Act 1988 and remains the provider's; the terms should prohibit downloading, copying, sharing and use to train others, and say that content is updated from time to time and that a course may be retired with notice. Completion certificates certify completion of the course as described, not competence beyond it, and for accredited courses the awarding body's rules apply.

Learner data, fees, renewals and liability

Learner records are personal data under the UK GDPR and the Data Protection Act 2018; the provider is a processor for business clients' learners and a controller for individual buyers, and the terms should say which and refer to the privacy notice. Business fees are invoiced annually or per seat in advance with renewal on notice and interest and fixed compensation on late payment under the Late Payment of Commercial Debts (Interest) Act 1998. Liability should be capped at the fees paid over a stated period, with consequential loss excluded, tested for reasonableness under the Unfair Contract Terms Act 1977 and not applied against a consumer's statutory rights.

What it costs

Customer or supplier terms and conditions, £995. One set of terms, customer-facing or supplier-facing, drafted for your business. Five working days.

Review of your existing terms, £495. You already have terms and want them checked and brought up to date. Returned marked up with my amendments and an explanation of the changes. Three working days.

Buying online forms the engagement on payment. The scope is what the terms and conditions drafting page describes, you accept the Terms of Service at checkout, and I email you within four working hours to get started. If you would rather ask something first, email me.

What you get

• A full set of bespoke terms drafted for your business, reflecting the legal requirements that apply to your business and sector
• A note in plain English explaining the terms I have drafted for you
• Liability, payment, termination and IP provisions that protect your position and are drafted to withstand scrutiny from the other side
• Guidance on how to incorporate the terms properly
• Your questions and comments answered by email or phone
• One round of amendments to finalise the terms ready for use

What is not included

• Negotiating your terms with individual customers (I am happy to quote for this as an additional service if required)
• Sector-specific regulatory compliance beyond the contract terms themselves
• Website privacy notice and cookie compliance, which I quote separately
• Terms governed by the law of another country
• Tax advice

Questions I am often asked

A client bought ten seats and forty people have completed the course. What can we do?

If the terms say a seat is for one named learner and the client is responsible for its learners' compliance, the client owes fees for the additional seats at the stated rate, and the terms should let you suspend access until they are bought.

An individual completed the course in a day and then asked for a refund under their cancellation right. Do they get one?

Not if the checkout captured their express consent to immediate access and their acknowledgement of losing the right to cancel. Without that capture, the right survives, which is why the checkout wording matters.

Can we retire an old course that clients have licensed?

The terms should allow content to be updated and courses retired with notice, with a replacement course or a proportionate credit for the remaining access period. Retiring without that term is a breach.

Related guidance and services

• Terms and conditions drafting, £995, the service this page describes
• Contract review, £495
• Terms and conditions for a training provider

This page is general guidance for businesses in England and Wales, not advice on your own circumstances. Last reviewed: September 2026. Email geoffrey@caesar.co.uk.