Terms of Website Use

By accessing or using the Learnexus website (the "Site"), including any content, features, and functionality offered through learnexus.com and app.learnexus.com, you agree to be bound by these Terms of Website Use ("Terms"). If you do not agree with any part of these Terms, you must discontinue use of the Site immediately.

These Terms apply to all visitors, users, and others who access the Site. They are distinct from our Terms & Conditions (which govern commercial transactions and marketplace interactions) and our Privacy Policy (which governs data collection and use).

Learnexus Inc. operates a marketplace connecting organizations with vetted Learning & Development freelancers and consultants. The Site includes our marketing website, blog, resource center, expert profiles, and the Learnexus application where clients and consultants interact.

These Terms govern your use of the Site as a visitor. If you register for an account, post a project, or engage a consultant, additional terms—including our Terms & Conditions—will also apply.

Subject to these Terms, you may access and use the Site solely for lawful purposes and in accordance with these Terms. Permitted uses include:

• Browsing expert profiles and service offerings to evaluate Learnexus
• Reading blog posts, guides, and educational content
• Submitting inquiries or requests for L&D consulting services
• Registering for an account as a client or consultant
• Using features and tools provided on the Site as intended

Any use of the Site beyond the scope described above requires our prior written consent.

You agree not to engage in any of the following activities when accessing or using the Site:

• Using the Site for any unlawful purpose or in violation of any applicable laws or regulations
• Scraping, crawling, or using automated tools (bots, spiders, scrapers) to extract data from the Site without our express permission
• Attempting to gain unauthorized access to any portion of the Site, user accounts, or systems
• Interfering with or disrupting the integrity or performance of the Site, including overloading, flooding, or attacking our servers
• Reverse engineering, decompiling, or disassembling any portion of the Site or its underlying technology
• Impersonating any person or entity, or falsely claiming an affiliation with any person or entity
• Posting, uploading, or transmitting content that is unlawful, defamatory, harassing, threatening, or otherwise objectionable
• Circumventing, disabling, or interfering with security features of the Site
• Using the Site to send unsolicited commercial communications (spam)
• Copying, modifying, or distributing any content from the Site without our written permission
• Using the Site to compete directly with Learnexus (e.g., building a similar marketplace using data extracted from our Site)

Certain areas of the Site, including the Learnexus application at app.learnexus.com, require account registration. When you create an account, you agree to:

• Provide accurate, current, and complete information during registration
• Maintain and promptly update your account information to keep it accurate
• Maintain the security and confidentiality of your login credentials
• Notify us immediately of any unauthorized use of your account
• Accept responsibility for all activities that occur under your account

You must be at least 18 years old to create an account. We reserve the right to suspend or terminate accounts that violate these Terms or are inactive for an extended period.

The Site and its entire contents—including but not limited to text, graphics, logos, icons, images, audio clips, digital downloads, data compilations, software, and the design, layout, and overall appearance of the Site—are the property of Learnexus and are protected by applicable intellectual property laws.

The Learnexus name, logo, and all related names, logos, product and service names, designs, and slogans are trademarks of Learnexus Inc. You may not use these marks without our prior written permission. All other names, logos, product and service names, designs, and slogans on the Site are the trademarks of their respective owners.

"User Content" means any data, text, software, or other materials you post, upload, or otherwise submit to the Site. By posting User Content, you represent and warrant that:

• You own or control all rights in and to the User Content
• The User Content does not violate, infringe, or misappropriate any third party's intellectual property or other rights
• The User Content is accurate and not misleading
• The User Content does not violate any applicable law or regulation

By submitting User Content, you grant Learnexus a worldwide, non-exclusive, royalty-free, fully paid license to use, reproduce, modify, adapt, publish, and display such content in connection with operating and improving the Site and our services.

We have the right, but not the obligation, to monitor and remove User Content at our sole discretion for any reason, including content that violates these Terms or is objectionable.

The Site may contain links to third-party websites, services, or resources that are not owned or controlled by Learnexus. These links are provided for your convenience only.

THE SITE AND ITS CONTENT ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, LEARNEXUS DISCLAIMS ALL WARRANTIES, INCLUDING BUT NOT LIMITED TO:

• Implied warranties of merchantability and fitness for a particular purpose
• Warranties of title, non-infringement, and quiet enjoyment
• Warranties that the Site will be uninterrupted, timely, secure, or error-free
• Warranties that the results obtained from use of the Site will be accurate or reliable
• Warranties that any defects or errors in the Site will be corrected

No advice or information, whether oral or written, obtained from Learnexus or through the Site shall create any warranty not expressly stated in these Terms.

IN NO EVENT SHALL LEARNEXUS, ITS DIRECTORS, EMPLOYEES, PARTNERS, AGENTS, SUPPLIERS, OR AFFILIATES BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING WITHOUT LIMITATION:

• Loss of profits, data, use, goodwill, or other intangible losses
• Damages arising from your access to or use of (or inability to access or use) the Site
• Damages arising from any conduct or content of any third party on the Site
• Damages arising from unauthorized access, use, or alteration of your transmissions or content
• Damages resulting from any errors, mistakes, inaccuracies, or omissions in any content

This limitation of liability applies regardless of the legal theory under which such damages are sought, whether based on warranty, contract, tort (including negligence), strict liability, or any other theory, even if Learnexus has been advised of the possibility of such damages. Some jurisdictions do not allow the exclusion or limitation of certain warranties or liabilities, so the above limitations may not apply to you.

You agree to defend, indemnify, and hold harmless Learnexus and its officers, directors, employees, agents, licensors, and suppliers from and against any claims, actions, demands, liabilities, and settlements including legal fees arising from:

• Your use of the Site in violation of these Terms
• Your violation of any applicable law or regulation
• Your violation of any rights of a third party, including intellectual property rights
• Any User Content you submit or transmit through the Site

We reserve the right, in our sole discretion and without prior notice, to:

• Terminate or suspend your access to all or part of the Site for any reason, including violation of these Terms
• Modify, suspend, or discontinue any portion of the Site at any time
• Remove, block, or filter any content on the Site at our discretion

Upon termination, your right to use the Site will immediately cease. All provisions of these Terms that by their nature should survive termination shall remain in effect, including intellectual property, disclaimers, limitation of liability, and indemnification.

We reserve the right to modify or replace these Terms at any time at our sole discretion. Material changes will be communicated by updating the "Last Updated" date at the top of this page. It is your responsibility to review these Terms periodically.

Your continued use of the Site after the date any changes become effective constitutes your acceptance of the new or revised Terms. If you do not agree with the revised Terms, you must stop using the Site.

These Terms are governed by and construed in accordance with the laws of the United States, without regard to its conflict of law provisions. Any disputes arising out of or relating to these Terms or your use of the Site shall be resolved exclusively in the courts located in the United States, and you consent to the personal jurisdiction of such courts.