LP2 Financial Services Products and Solutions - 2024/25 - TRY FOR FREE

Terms of Business 

By subscribing to receive the Content via the Platform (as defined below) you agree to these Terms of Business (these Terms). 

We may update and / or make changes to these Terms. Any changes shall take effect from the date we publish them on our website. You should check our website regularly for any changes. This current version was updated on 15 May 2025. 

 

1. DEFINITIONS

1.1 The following definitions apply in these Terms: 

You or Your: the individual, company or person subscribing to access the Content. 

Content: access to the exam content you selected at the time of your subscription. 

DP Laws: all applicable data protection and privacy legislation in force from time to time in the UK including the General Data Protection Regulation ((EU) 2016/679); the Data Protection Act 2018; the Privacy and Electronic Communications Directive 2002/58/EC (as updated by Directive 2009/136/EC) and the Privacy and Electronic Communications Regulations 2003 (SI 2003/2426) as amended and any statutory instrument, rule or order or regulation made thereunder.

Intellectual Property Rights: patents, copyright and related rights, trade marks, business names and domain names, rights in get-up, goodwill and the right to sue for passing off rights to use, and protect the confidentiality of, confidential information (including know-how), and all other intellectual property rights, in each case whether registered or unregistered which subsist or will subsist now or in the future in any part of the world.

Licence: means as set out in clause 2.1. 

Licence Fee: means the licence fee paid by you to access the Content. 

Licence Start Date: the date upon which you subscribed to access the Content. 

Platform: the online Learning platform access to which is provided to Redmill by LearnUpon (https://www.learnupon.com/) which can be accessed via https://advancecpd.learnupon.com, including all documentation and software in or accessible through the Platform. 

Redmill, Us or We: Redmill Advance Limited trading as Adviser Hub CPD, a company incorporated in Scotland, company number SC613647 whose registered office is Herkimer House, Mill Road Enterprise Park, Linlithgow, EH49 7SF. 

Virus: any thing or device (including any software, code, file or programme) which may: prevent, impair or otherwise adversely affect the operation of any computer software, hardware or network, any telecommunications service, equipment or network or any other service or device; prevent, impair or otherwise adversely affect access to or the operation of any programme or data, including the reliability of any programme or data (whether by re-arranging, altering or erasing the programme or data in whole or part or otherwise); or adversely affect the user experience, including worms, trojan horses, viruses and other similar things or devices.

 

APPLICABLE TERMS

2. GRANT OF LICENCE

2.1 Subject to these Terms, Redmill grants you a fully paid-up, non-exclusive, royalty-free, non-transferable sub-licence to access the Content for your own learning purposes. 

2.2 The Licence shall continue for 6 months from the Licence Start Date after which you will no longer be able to access the Content. 

2.3 Redmill shall ensure that usernames and passwords are issued to you to access the Platform. 

2.4 Access to the Platform may occasionally be restricted to allow for repairs, maintenance or the introduction of new facilities or services. Redmill shall post prior notice of such interruptions to the Platform either on its website or by direct communication, but you agree and acknowledge that Redmill shall have no liability for any such downtime or interruption of the Platform and that Redmill is unable to guarantee or predict the speed of operation of the Platform tools or download times.

 

3. YOUR OBLIGATIONS 

3.1 You acknowledge that the Platform is provided by a third party and that you must accept and agree to the third party’s terms and conditions prior to accessing the Platform. You will keep your login details to access the Platform secure at all times. 

3.2 You are responsible for ensuring you have adequate firewall protection, or such other network security system used to restrict external or internal traffic, as appropriate and are responsible for checking, for any Viruses in the Content. You agree that Redmill shall have no liability for any loss, damage, costs or expenses incurred by you due to a Virus or other network security failure howsoever caused.

3.3 You shall not attempt to store, distribute, post, upload or transmit any content through the Platform. 

3.4 You shall not except as may be allowed by any applicable law which is incapable of exclusion by agreement between the parties and except to the extent expressly permitted under these Terms:

(a) copy, modify, adapt, translate, duplicate, create derivative works from, frame, mirror, republish, download, display, transmit, or distribute all or any portion of the Platform or Content in any form or media or by any means; or

(b) attempt to de-compile, reverse compile, disassemble, reverse compile or reverse engineer or otherwise reduce to human-perceivable form all or any part of the Content; or

(c) access all or any part of the Content  or Platform in order to (i) build a competing product or service; (ii) copy any ideas, features, functions or graphics of the Platform, or (iii) determine whether the Platform is within the scope of any patent; or

(d) use the Platform or Content to provide services to third parties; or

(e) interfere with any markings on or in the Platform or Content which refers to Redmill or any third party, or includes any of its or their trademarks or logos;

(f) license, sell, rent, lease, transfer, assign, distribute, display, disclose, or otherwise commercially exploit, or otherwise make the Content or Platform available to any third party; or

(g) introduce or permit the introduction of any Virus into the Platform or intentionally interfere with or disrupt the integrity or performance of the Platform.

3.5 You shall use all reasonable endeavours to prevent any unauthorised access to, or use of, the Content and, in the event of any such unauthorised access or use, shall promptly notify Redmill.

 

4. DATA PROTECTION 

4.1 Both parties will comply with all applicable requirements of the DP Laws. This clause is in addition to, and does not relieve, remove or replace, a party’s obligations or rights under the applicable DP Laws.

4.2 The parties acknowledge that if Redmill processes any personal data on your behalf when performing its obligations under these Terms, you are the controller and Redmill is the processor for the purposes of the DP Laws.

4.3 Redmill may process your personal data to include: your name, email address, telephone number, location, company name and position in company. Such processing shall continue for the duration of the Licence. 

4.4 Without prejudice to the generality of clause 4.1, Redmill shall, in relation to any personal data processed in connection with the performance by Redmill of its obligations under these Terms:

(a) process that personal data only on your documented written instructions;

(b) not transfer any personal data outside of the European Economic Area and the United Kingdom unless the following conditions are fulfilled:

(i) Redmill has provided appropriate safeguards in relation to the transfer;

(ii) you have enforceable rights and effective legal remedies;

(iii) Redmill complies with its obligations under the DP Laws by providing an adequate level of protection to any personal data that is transferred; and

(c) notify you without undue delay on becoming aware of a personal data breach;

(d) at your written direction delete or return personal data unless required by law to store the personal data; and

(e) maintain complete and accurate records and information to demonstrate its compliance with this clause. 

4.5 Each party shall ensure that it has in place appropriate technical and organisational measures, to protect against unauthorised or unlawful processing of personal data and against accidental loss or destruction of, or damage to, personal data, appropriate to the harm that might result from the unauthorised or unlawful processing or accidental loss, destruction or damage and the nature of the data to be protected, having regard to the state of technological development and the cost of implementing any measures (those measures may include, where appropriate, pseudonymising and encrypting personal data, ensuring confidentiality, integrity, availability and resilience of its systems and services, ensuring that availability of and access to personal data can be restored in a timely manner after an incident, and regularly assessing and evaluating the effectiveness of the technical and organisational measures adopted by it).

4.6 You consent to Redmill appointing LearnUpon Limited as a third-party processor of personal data under these Terms. Redmill confirms that it has entered into a written agreement substantially on that third party’s standard terms of business which Redmill confirms reflect and will continue to reflect the requirements of the DP Laws. As between you and Redmill, Redmill shall remain fully liable for all acts or omissions of any third-party processor appointed by it pursuant to this clause.

 

5. FEES AND PAYMENT

5.1 The Licence Fee is payable in full prior the start of the Licence Period. The Licence Fee is non-refundable save if you cancel your subscription under clause 5.2.

5.2 The Licence granted under these terms may be terminated within 14 days of your subscription save that you will immediately lose the right to cancel if you access the Platform or Content.

 

6. LIABILITY 

6.1 Nothing in these Terms limits any liability which cannot legally be limited, including liability for: (i) death or personal injury caused by negligence; or (ii) fraud or fraudulent misrepresentation.

6.2 You acknowledge that 

(i) the Content is intended for use as an educational tool and while Redmill will make every reasonable effort to ensure that any Content is accurate it cannot guarantee the accuracy of the Content and accepts no responsibility for errors of information; 

(ii) the Platform and the Content may contain links to other web sites and resources. Redmill is not liable and shall not be liable for the content or availability of such third party sources;

(iii) the Content is provided “as is” and Redmill does not guarantee any outcome from the use of the Content; 

(iv) Redmill does not guarantee that use of the Platform will be uninterrupted or error free at all times and in all circumstances, nor that such interruption or errors will be corrected.

6.3 Subject to clause 6.1, Redmill’s total liability to you shall not exceed the Licence Fee.

6.4 You shall indemnify Redmill against any claim, demand, suit, governmental action or proceeding (a “Claim”) made or brought against Redmill by a third party arising out of or in connection with its use of the Platform or Content in violation of these Terms or any applicable law.

6.5 Subject to clause 6.1, the following types of loss are wholly excluded by Redmill; 

(a) loss of profits; 

(b) loss of sales or business; 

(c) loss of agreements or contracts; 

(d) loss of anticipated savings; 

(e) loss of use or corruption of software, data or information; 

(f) loss of or damage to goodwill; and 

(g) indirect or consequential loss.

 

7. TERMINATION 

7.1 Without affecting any other right or remedy available to it, Redmill may terminate these Terms with immediate effect and without liability by giving written notice to you if 

(a) you commit a breach of any term of these Terms and (if such a breach is remediable) fail to remedy that breach within 14 days of being notified in writing to do so; 

(b) Redmill’s licence to provide the Platform is withdrawn or terminated at any time. 

7.2 On termination of these Terms the Licence will immediately terminate and you shall no longer be able to access the Platform or the Content. 

7.3 Termination or expiry of these Terms shall not affect any rights, remedies, obligations or liabilities of the parties that have accrued up to the date of termination or expiry, including the right to claim damages in respect of any breach of these Terms which existed at or before the date of termination or expiry.

7.4 Any provision of these Terms that expressly or by implication is intended to come into or continue in force on or after termination or expiry of these Terms shall remain in full force and effect.

 

8. CONFIDENTIALITY

8.1 Each party undertakes that it shall not at any time disclose to any person any confidential information concerning the business, affairs, customers or suppliers of the other party, except as permitted by clause 8.2.

8.2 Each party may disclose the other party’s  confidential information: (i) to its employees, officers, representatives, subcontractors or advisers who need to know such information for the purposes of carrying out the party’s obligations under these Terms. Each party shall ensure that its employees, officers, representatives, subcontractors or advisers to whom it discloses such confidential information comply with this clause; and (ii) as may be required by law, a court of competent jurisdiction or any governmental or regulatory authority.

8.3 Neither party shall use the confidential information for any purpose other than to perform its obligations under these Terms.

 

9. INTELLECTUAL PROPERTY RIGHTS 

9.1 All Intellectual Property Rights in the Platform and the Content shall be owned by or licensed to Redmill. 

9.2 All Intellectual Property Rights in the Platform shall be owned by Redmill’s licensors and they retain exclusive ownership of the same throughout the world. Except for the limited express license granted to you under these Terms, the licensors retain all right, title or interest in and to the Platform. 

 

10. AGGREGATED ANONYMOUS DATA.

10.1 The Platform provides aggregated, statistical data (such as product or feature usage and functionality metrics), which is anonymized and aggregated with other such anonymized data so that it does not and cannot contain any information identifiable or attributable to you, either alone or in combination with other data (“Aggregated Anonymous Data”). To the extent that any Aggregated Anonymous Data is collected by Redmill’s licensors you agree that Redmill may use, store, analyse, and disclose such Aggregated Anonymous Data without your prior written consent.

 

11. GENERAL 

11.1 Force majeure. Neither party shall be in breach of these Terms nor liable for delay in performing, or failure to perform, any of its obligations under these Terms if such delay or failure result from events, circumstances or causes beyond its reasonable control.

11.2 Assignment and other dealings. You may not assign, transfer, mortgage, charge, subcontract, delegate, declare a trust over or deal in any other manner with any of its rights and obligations under these Terms. Redmill may assign these Terms to any subsidiary or group company provided it provides you with written notice of the same. 

11.3 Notices. Any notice or other communication given to a party under or in connection with these Terms shall be in writing and shall be sent by email to Redmill at admin@redmilladvance.com and to you at the email address provided at the time of your subscription and shall be deemed to have been received at the time of transmission, or, if this time falls outside business hours (9am to 5pm, Monday to Friday excluding bank holidays), when business hours resume. This clause does not apply to the service of any proceedings or other documents in any legal action or, where applicable, any other method of dispute resolution.

11.4 Third party rights. Any subsidiary, or group company (as defined in section 1159 of the Companies Act 2006) of Redmill involved in the provision of any part of the Content shall have the right to enforce the terms of these Terms as if it were a party to it.

11.5 Governing law. The Terms and any dispute or claim (including non-contractual disputes or claims) arising out of or in connection with it or its subject matter or formation shall be governed by and construed in accordance with the law of England and Wales.

11.6 Jurisdiction. Each party irrevocably agrees that the courts of England and Wales shall have exclusive jurisdiction to settle any dispute or claim (including non-contractual disputes or claims) arising out of or in connection with these Terms or its subject matter or formation.