Terms for an online learning platform

An online learning platform sells access to courses made by instructors, and its terms have to work for both: learners who buy digital content and services with the rights consumer law gives them, and instructors who supply content under licence and expect to be paid. The terms also have to be careful about what is promised, because a course that claims a qualification it does not confer is a misleading practice, and about children, community features and the safeguarding duties that follow. I draft the learner terms and the instructor agreement for a fixed fee of £995, delivered in five working days.

Who this is for

Businesses in England and Wales operating a course marketplace, a membership learning site or a platform for their own courses, selling to individual learners, to businesses buying for their staff, or both.

What matters in online learning platform terms

The learner's contract and the access period

The terms should say what a learner buys (access to a course for a stated period or for life, a subscription to a library, a live cohort with dates), who the learner contracts with (the platform, or the instructor with the platform as intermediary), what happens to access when a course is withdrawn or the platform closes, and the refund policy. Lifetime access should be defined as the life of the platform or a stated period, because a promise without a definition is read against the trader.

The consumer rules for courses and digital content

Pre-recorded courses are digital content under section 34 of the Consumer Rights Act 2015 and live teaching is a service under section 49, and a consumer buying online has a fourteen-day cancellation right under the Consumer Contracts (Information, Cancellation and Additional Charges) Regulations 2013, lost for digital content only with express consent under regulation 37 and reduced for a service started at the learner's request under regulation 36. The terms and the checkout should capture the consent, and subscriptions should meet the rules under Part 4 of the Digital Markets, Competition and Consumers Act 2024 on renewal and cancellation.

Outcomes, accreditation and what is promised

The terms and the course pages should say what a course provides and what it does not: that completion does not confer a regulated qualification unless the course is accredited by a named body, that certificates are the platform's own, that outcomes depend on the learner, and that the platform does not guarantee employment or results. A misleading claim about accreditation or outcomes is an unfair commercial practice under Part 4 of the 2024 Act, and the terms cannot cure a claim made on the sales page.

The instructor agreement and content licences

The instructor agreement should take a licence to host, stream, market and sub-license the course content to learners under the Copyright, Designs and Patents Act 1988, state whether it is exclusive, deal with the instructor's warranties that the content is original, lawful and does not infringe, set the revenue share and payment terms, state the platform's right to remove content and the instructor's right to withdraw it on notice with learners' access preserved, and address the instructor's status as an independent supplier rather than an employee.

Children, safeguarding and age

Where learners may be under eighteen, the age appropriate design code issued under section 123 of the Data Protection Act 2018 applies to the service's design, parental consent should be obtained for younger children, and live or interactive teaching involving children needs safeguarding measures: checks on instructors where the platform engages them, no private messaging between adults and children, and a reporting route. The terms should state the minimum age, the parental role and the rules for instructors.

Community features, online safety and data

Forums, comments and live chat make the platform a service that hosts user content and allows interaction, with duties under the Online Safety Act 2023 on illegal content, reporting and complaints, and stricter duties where children use it; the terms should provide the conduct rules, reporting and complaints routes, and the platform's enforcement powers. The platform is controller of learner data under the UK GDPR and, where instructors receive learner data, the agreement should say on what basis. Business customers buying seats for staff should have a separate section applying the Unfair Contract Terms Act 1977 test rather than consumer rules.

What it costs

SaaS terms of service, £995. Your standard customer-facing terms. Five working days.

Buying online forms the engagement on payment. The scope is what the saas and technology contracts 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 bespoke contract drafted for how your product is sold, delivered and supported
• Service levels you can meet, with remedies that are proportionate rather than aspirational
• A liability position that is defensible and will survive enterprise procurement
• IP and data provisions that fit together rather than contradicting each other
• A commercial note on where you will get pushback and what is worth conceding
• One round of amendments

What is not included

• Negotiating individual enterprise deals, which I quote separately
• Advice on the law of jurisdictions outside England and Wales
• Technical security certification or audit
• Regulatory advice for regulated sectors such as financial services or health

Questions I am often asked

A learner watched half a course and wants a refund. Do they get one?

If the checkout captured their express consent to immediate access and acknowledgement of losing the cancellation right, the refund policy in the terms applies. Without that consent the statutory right survives for fourteen days regardless of how much they watched.

Can we call our certificates a qualification?

Only if a recognised awarding body accredits the course. Otherwise the terms and the course pages describe the certificate as the platform's own, which is what the unfair practices rules require.

An instructor wants to remove their course. What about learners who paid?

The instructor agreement provides for withdrawal on notice with existing learners' access preserved for the period they bought, which is what the learners' contracts require.

Related guidance and services

• SaaS and technology contracts, £995, the service this page describes
• Contract review, £495
• Data protection agreements and privacy terms, £795
• Terms and conditions for an online course
• Terms and conditions for an e-learning 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.