A product of Lifetrack Coaching & Consulting Ltd. · Effective Date: 13/07/2026
Welcome to Learnophia. These Terms and Conditions govern your access to and use of the Learnophia platform. Capitalized terms have the meanings given to them below.
These Terms and Conditions ("Terms") form a binding agreement between Learnophia, a product and service of Lifetrack Coaching & Consulting Ltd. ("Learnophia," "we," "us," or "our"), and the individual or organization accessing or using the Learnophia platform, including its website, applications, APIs, and related services (collectively, the "Platform" or "Services").
By creating an account, clicking "I agree," accessing, or using the Platform in any way, you ("Customer," "you," or "your") accept and agree to be bound by these Terms, our Privacy Policy, our Data Processing Addendum (where applicable), and any order form, statement of work, or additional policy referenced in or incorporated by these Terms (together, the "Agreement").
If you do not agree to these Terms, you must not access or use the Platform.
If you are entering into this Agreement on behalf of a company, church, nonprofit, school, or other organization (an "Organization"), you represent and warrant that you have the authority to bind that Organization, and "you" refers to that Organization.
You must be at least the age of majority in your province or jurisdiction of residence to create an account on your own behalf. The Platform is intended for use by adult administrators, instructors, and organizational representatives.
Learners under the age of majority may be enrolled and access assigned courses only where an Organization (such as a school, church, or employer of record) has created and manages the learner's account, has obtained any consent required by applicable law (including parental or guardian consent where required), and takes full responsibility for that learner's use of the Platform. Learnophia does not independently verify the age of learners enrolled by an Organization and relies entirely on the Organization's representations in this respect.
Learnophia reserves the right to refuse service, suspend, or terminate accounts where it reasonably believes these eligibility requirements have not been met.
Learnophia is a cloud-based Learning Management System (LMS) that enables organizations, educators, churches, nonprofits, businesses, and subject matter experts to deliver online learning, host and manage training content, assign and track learning, deliver compliance training, generate learning and audit reports, and manage learners and organizational structures.
Certain compliance-related features, templates, and instructional content may be developed or licensed through affiliated brands within the Lifetrack ecosystem (including Werdermann eLearning and Riskophia) and may be offered as part of, or as an add-on to, the Platform.
Learnophia may offer different subscription tiers with different features, storage limits, learner or seat limits, and support levels, as described on our pricing page or in your order form. Features available in one tier may not be available in another.
To use the Platform, you must register for an account and agree to:
Accounts are for the use of a single individual or, where applicable under your subscription plan, a defined set of named organizational administrators or learners. Accounts may not be shared, sold, transferred, or used by anyone other than the registered user unless your subscription plan expressly permits shared or role-based access.
We reserve the right to suspend or terminate any account that provides false information, or where we reasonably suspect fraud, abuse, or unauthorized access.
5.1 Fees. Paid subscriptions are billed according to the plan, pricing, and billing cycle (monthly, annual, or otherwise) selected at signup or set out in your order form. Unless otherwise agreed in writing, fees are payable in advance and are non-refundable, including in the event of partial-period cancellation, downgrade, or non-use.
5.2 Automatic Renewal. Unless you cancel before the end of your current billing cycle in accordance with your account settings, your subscription will automatically renew for an additional term of the same length, and you authorize us to charge your payment method on file for the applicable renewal fees.
5.3 Price Changes. We may change our fees from time to time. For existing subscriptions, we will provide at least thirty (30) days' advance notice of any fee increase, which will take effect at your next renewal unless you cancel before that date.
5.4 Taxes. Fees are exclusive of applicable taxes (including GST, HST, and provincial sales taxes), which will be added to invoices where required by law.
5.5 Late Payment and Suspension. If any fees are not paid when due, we may suspend or restrict access to the Platform until payment is received, without liability to you, in addition to any other remedies available to us. Overdue amounts may accrue interest at the lesser of 1.5% per month or the maximum rate permitted by law.
5.6 Free Trials. Where offered, free trials are provided for evaluation purposes only, may be limited in features, learners, or duration, and may be modified or discontinued at any time. Unless stated otherwise, a payment method provided for a trial will be automatically charged when the trial converts to a paid subscription, unless cancelled before that date.
Subject to your compliance with this Agreement and payment of applicable fees, Learnophia grants you a limited, non-exclusive, non-transferable, non-sublicensable right to access and use the Platform during the applicable subscription term, solely for your internal training, education, and compliance management purposes.
You must not, and must not permit any third party to:
You agree not to use the Platform to:
We reserve the right, but not the obligation, to monitor use of the Platform for compliance with this section, and to investigate, remove content, and suspend or terminate accounts that violate this Agreement, without notice where we reasonably believe immediate action is necessary to protect the Platform, other users, or third parties.
8.1 Ownership. As between you and Learnophia, you retain all right, title, and interest in and to all training materials, courses, documents, videos, learner data, and other content that you or your learners upload to the Platform ("Customer Content"). Learnophia does not claim ownership of your Customer Content.
8.2 Licence to Learnophia. You grant Learnophia a limited, non-exclusive, worldwide, royalty-free licence to host, store, reproduce, transmit, display, and process your Customer Content solely as necessary to provide, maintain, secure, and support the Services, and to produce aggregated, anonymized, and de-identified analytics that do not identify you, your Organization, or any individual learner.
8.3 Your Responsibilities. You are solely responsible for the accuracy, quality, legality, and appropriateness of your Customer Content, and for ensuring you have all rights and consents necessary to upload it and to permit learners to access it, including any third-party intellectual property rights and applicable privacy consents.
The Learnophia name, logo, "Learnophia" and related marks, the Platform's software, user interface, design, documentation, pre-built course templates, proprietary compliance frameworks, and all associated intellectual property ("Learnophia IP") are and remain the exclusive property of Learnophia and its licensors.
Nothing in this Agreement transfers any ownership interest in Learnophia IP to you. Any goodwill arising from your use of the Learnophia name or marks accrues solely to Learnophia.
Course content, templates, graphics, and other proprietary materials created by Learnophia or its affiliated instructional design studio (Werdermann eLearning) and made available to you through the Platform may not be copied, redistributed, resold, sublicensed, or modified outside the Platform without our prior written permission.
If you provide us with suggestions, ideas, or feedback about the Platform, you grant us a perpetual, irrevocable, royalty-free licence to use that feedback for any purpose, including to improve the Platform, without any obligation or compensation to you.
Where the Platform offers features powered by artificial intelligence or machine learning ("AI Features"), including AI-assisted course generation, gap analysis, or reporting recommendations, the following additional terms apply:
Our collection, use, and disclosure of personal information is governed by our Privacy Policy, which is incorporated into this Agreement by reference, and by applicable privacy legislation, including the Personal Information Protection and Electronic Documents Act (PIPEDA) and applicable provincial equivalents.
Where you upload personal information about your learners or employees, you act as the data controller (or, under applicable Canadian terminology, the organization responsible for that personal information), and Learnophia acts as a service provider or processor acting on your instructions. You are responsible for ensuring you have a lawful basis and any necessary consents to provide such personal information to us and to permit its processing as described in the Privacy Policy.
Where required by applicable law or by your organizational policies, the parties will enter into a separate Data Processing Addendum governing the processing of personal information, which will take precedence over this section in the event of conflict.
We implement administrative, technical, and physical safeguards designed to protect the confidentiality, integrity, and availability of Customer Content and personal information, consistent with industry practice for a platform of this nature. No method of transmission or storage is completely secure, and we cannot guarantee absolute security.
Learnophia provides tools designed to support organizational learning, training tracking, and compliance management. Use of the Platform, including any compliance-mapped courses, certification tracking, or audit-export features, does not guarantee compliance with any law, regulation, accreditation standard, inspection requirement, or certification requirement applicable to your Organization.
You remain solely responsible for determining your Organization's legal, regulatory, contractual, and professional obligations, and for taking all steps necessary to meet them. Learnophia's compliance-related content and features are aids to, and not a substitute for, your Organization's own compliance program and professional judgment.
The Platform may integrate with, link to, or allow connection with third-party services (such as payment processors, video hosting, single sign-on providers, or HR systems). Your use of any third-party service is governed by that provider's own terms and privacy policy.
We are not responsible for the availability, security, accuracy, or performance of third-party services, and we do not warrant or guarantee any third-party service. Any exchange of data between the Platform and a third-party service that you authorize is at your own risk.
We aim to provide a high level of Platform availability, but we do not guarantee uninterrupted, error-free, or continuous access. Access may be temporarily affected by scheduled maintenance, emergency maintenance, upgrades, or circumstances beyond our reasonable control.
Where scheduled maintenance is expected to cause a material service interruption, we will use commercially reasonable efforts to provide advance notice through the Platform or by email. Any specific uptime commitment or service level applicable to your subscription will be set out in a separate Service Level Agreement or your order form, and will govern in the event of conflict with this section.
Support is provided according to the support tier associated with your subscription plan, as described on our website or in your order form.
Each party agrees to protect the other party's non-public, confidential business, technical, and financial information disclosed in connection with this Agreement ("Confidential Information") using at least the same degree of care it uses to protect its own confidential information of similar importance, and in no event less than a reasonable degree of care.
Confidential Information does not include information that is or becomes publicly available through no fault of the receiving party, was already known to the receiving party without an obligation of confidentiality, is independently developed without use of the disclosing party's Confidential Information, or is rightfully received from a third party without restriction.
A party may disclose the other party's Confidential Information where required by law, regulation, or court order, provided that, where legally permitted, it gives the other party reasonable advance notice to seek a protective order.
To the maximum extent permitted by applicable law, the Platform is provided "as is" and "as available," without warranties of any kind, whether express, implied, or statutory, including implied warranties of merchantability, fitness for a particular purpose, title, and non-infringement.
Learnophia does not warrant that the Platform will be uninterrupted, timely, secure, or error-free, that defects will be corrected, or that the Platform will meet your specific requirements. Some jurisdictions do not allow the exclusion of certain implied warranties, so some of the above exclusions may not apply to you to the extent prohibited by applicable law.
To the maximum extent permitted by applicable law, in no event shall Learnophia, its officers, directors, employees, contractors, or affiliates be liable for any indirect, incidental, consequential, special, exemplary, or punitive damages, or for any loss of profits, revenue, business, goodwill, data, or use, arising out of or in connection with this Agreement or your use of, or inability to use, the Platform, even if advised of the possibility of such damages.
To the maximum extent permitted by applicable law, Learnophia's total aggregate liability arising out of or relating to this Agreement, whether in contract, tort (including negligence), or otherwise, shall not exceed the total fees actually paid by you to Learnophia in the twelve (12) months immediately preceding the event giving rise to the claim.
The limitations in this section apply regardless of the theory of liability, and will survive even if any limited remedy fails of its essential purpose, but do not apply to liability that cannot be limited or excluded under applicable law, including, where applicable, liability for gross negligence, willful misconduct, or death or personal injury caused by a party's negligence.
You agree to defend, indemnify, and hold harmless Learnophia and its officers, directors, employees, and contractors from and against any claims, damages, liabilities, losses, costs, and expenses (including reasonable legal fees) arising out of or related to:
Learnophia will provide prompt notice of any such claim, reasonable cooperation at your expense, and the option (but not the obligation) to control the defence and settlement of the claim, provided that no settlement that admits fault on Learnophia's behalf or imposes non-monetary obligations on Learnophia will be made without our prior written consent.
20.1 Term. This Agreement begins on the date you first accept it and continues until terminated as set out below.
20.2 Termination for Convenience. You may cancel your subscription at any time through your account settings or by written notice, effective at the end of your then-current billing cycle, subject to Section 5.1 (non-refundable fees).
20.3 Termination or Suspension for Cause. We may suspend or terminate your access to the Platform, in whole or in part, immediately and without liability, if:
20.4 Effect of Termination. Upon termination or expiry of this Agreement, your right to access the Platform ceases immediately. Sections of this Agreement that by their nature should survive termination (including Sections 6, 8 to 12, 16 to 19, and 22 to 30) will survive.
For thirty (30) days following termination or expiry of your subscription ("Retrieval Period"), you may request export of your Customer Content in a commercially reasonable format, provided your account is not terminated for cause related to fraud or illegal activity.
Following the Retrieval Period, we may delete your Customer Content from our active systems in accordance with our data retention practices, except where retention is required by law or for legitimate backup, archival, or legal compliance purposes. We are not responsible for any Customer Content not retrieved before the end of the Retrieval Period.
If you believe that content available through the Platform infringes your copyright or other intellectual property rights, please send a written notice to legal@learnophia.com identifying the material you believe to be infringing, the material you claim is infringed, and your contact information. We will investigate notices in good faith and, where appropriate, remove or disable access to the identified material and notify the account holder who uploaded it, consistent with applicable law, including Canada's notice-and-notice regime under the Copyright Act.
We reserve the right to terminate the accounts of users determined to be repeat infringers.
You represent that you are not located in, and are not ordinarily resident in, a country or region subject to comprehensive Canadian or United Nations trade sanctions, and that you are not on any applicable denied-party or sanctions list. You agree to comply with all applicable export control and economic sanctions laws in your use of the Platform.
24.1 Governing Law. This Agreement is governed by the laws of the Province of Ontario and the federal laws of Canada applicable therein, without regard to conflict of law principles.
24.2 Informal Resolution. Before initiating any formal dispute proceeding, the parties agree to attempt in good faith to resolve any dispute arising out of this Agreement through direct negotiation between authorized representatives for at least thirty (30) days.
24.3 Jurisdiction. Subject to Section 24.4, the parties irrevocably attorn to the exclusive jurisdiction of the courts of the Province of Ontario for any dispute arising out of or relating to this Agreement that is not resolved informally.
24.4 Arbitration for Business Customers. Where you are entering into this Agreement as a business or organization rather than as an individual consumer, any dispute that cannot be resolved informally shall, at the election of either party, be finally resolved by binding arbitration administered under the applicable rules of the ADR Institute of Canada, seated in Hamilton, Ontario, with judgment on the award enforceable in any court of competent jurisdiction. This section does not apply to the extent it would be unenforceable against an individual consumer under applicable Ontario or Canadian consumer protection law.
24.5 Class Action Waiver. To the extent permitted by applicable law, disputes will be resolved on an individual basis, and neither party may bring a claim as a plaintiff or class member in any purported class, consolidated, or representative proceeding.
Neither party will be liable for any failure or delay in performance (other than payment obligations) resulting from causes beyond its reasonable control, including acts of God, natural disaster, war, terrorism, riot, labour disputes, internet or utility failures, denial-of-service or other cyberattacks by third parties, or governmental action.
You may not assign or transfer this Agreement, in whole or in part, without our prior written consent. We may assign this Agreement without your consent in connection with a merger, acquisition, corporate reorganization, or sale of all or substantially all of our assets. This Agreement will bind and benefit the parties' permitted successors and assigns.
Notices to Learnophia must be sent to legal@learnophia.com or to our registered business address, and notices to you may be sent to the email address or contact information associated with your account. Notices are deemed received one (1) business day after being sent by email, absent evidence of non-delivery.
We may modify, improve, replace, or discontinue features of the Platform at any time to enhance the Services, provided that such changes do not materially reduce the core functionality you have paid for during your then-current subscription term without reasonable notice.
We may update these Terms from time to time. Your continued use of the Platform after the effective date of any change constitutes your acceptance of the updated Terms. If you do not agree to a material change, your sole remedy is to stop using the Platform and cancel your subscription before the change takes effect.
29.1 Entire Agreement. This Agreement, together with any order form, Privacy Policy, and Data Processing Addendum, constitutes the entire agreement between you and Learnophia regarding the Platform and supersedes all prior or contemporaneous agreements, whether written or oral, on that subject.
29.2 Severability. If any provision of this Agreement is found to be unenforceable or invalid, that provision will be limited or eliminated to the minimum extent necessary, and the remaining provisions will remain in full force and effect.
29.3 No Waiver. No failure or delay by either party in exercising any right under this Agreement will operate as a waiver of that right.
29.4 Relationship of the Parties. The parties are independent contractors. This Agreement does not create a partnership, joint venture, agency, or employment relationship between the parties.
29.5 Language. The parties confirm that they have requested this Agreement and all related documents be drawn up in English. Les parties confirment avoir exigé que la présente convention et tous les documents connexes soient rédigés en anglais.
Questions regarding these Terms may be directed to:
Learnophia
A product of Lifetrack Coaching & Consulting Ltd.
Email: support@learnophia.com
Legal notices: info@learnophia.com
Website: https://learnophia.com