Terms of Service

1.1. Acceptance of Terms

By enrolling in the Course, accessing the website, or using the AI chat feature, you agree to be bound by these Terms of Service, our Privacy Policy, and our Cookie Policy. If you do not agree to these terms, you must not use our services.

1.2. Grant of License

We grant you a non-exclusive, non-transferable, non-sublicensable, revocable license to access and use the Course materials and any purchased additional modules, solely for your personal professional development during your active subscription period. This license terminates immediately upon breach or subscription expiration.

1.3. Permitted Uses

You may:

• View course materials on our platform during your subscription period
• Download templates and checklists for use in your own organization's governance functions
• Take notes and create personal study materials (not for redistribution)
• Access AI Chat feature (if included in your tier and when available)

1.4. Prohibited Uses (Zero Tolerance Policy)

Misuse the AI Chat Feature, including but not limited to:

• Prompt Injection: Inputting data or instructions (explicitly or hidden within uploaded data) intended to bypass, modify, or override the AI's safety filters, operational constraints, or intended behavior.
• Data Extraction: Attempting to extract, "leak," or obtain unauthorized access to any data, underlying prompts, proprietary information, or source code of the AI system or other users through prompt engineering or similar methods.
• Uploading Malicious Content: Uploading any data containing hidden prompts, malware, or instructions designed to facilitate a data breach, unauthorized disclosure of information, or other harm.
• Unlawful or Harmful Use: Using the AI feature to generate, promote, or process content that is unlawful, harmful, defamatory, or violates the privacy or intellectual property rights of any third party.

2.1. Ownership and Confidential Information

All Course materials, content, documentation, text, graphics, videos, templates, checklists, proprietary methodologies, and underlying technology (including proprietary RAG architecture and system prompts) are the exclusive property of Fallon Holdings Ltd. (© 2025 All rights reserved).

These materials, including both human-authored text and computer-generated content produced using AI systems, are protected by UK, EU, US, and international copyright, trademark, and trade secret laws (including the UK Copyright, Designs and Patents Act 1988, the EU Database Directive 96/9/EC, and the US Digital Millennium Copyright Act).

2.2. Nature of Copyright (AI-Assisted vs. Computer-Generated)

Our course materials contain both human-authored and AI-assisted content:

2.3. Prohibited Uses

Unless otherwise explicitly authorized in writing, you must NOT:

2.4. Permitted Use of Templates and Checklists (Clarification)

Board papers, templates, and checklists are provided as practical tools. You MAY use these specific materials in your professional capacity within your own organization's governance functions, subject to these conditions:

• Internal Use Only: Templates may be adapted for your board papers, audit committee reports, risk registers, etc., within your organization
• Attribution (Recommended): We appreciate (but do not require) attribution for internal documents: "Adapted from AI Governance Course for Board Directors"
• No External Distribution: You may NOT provide templates to other organizations, publish them publicly, or use them in client-facing consulting work

2.5. Consequences of Breach and Legal Recourse (UK Law)

A breach of this Section 2 constitutes a material breach of these Terms of Service, which will result in:

• Immediate termination of your access and license without refund
• Permanent ban from future enrollment
• Legal action to recover damages and seek injunctive relief

3.1. User Conduct and Indemnification (Consumers & Businesses)

You agree to indemnify, defend, and hold harmless Fallon Holdings Limited (the "Company") from and against any and all losses, damages, liabilities, costs, or expenses (including reasonable legal fees) arising from any third-party claim or proceeding brought against us that relates to your use of the Course materials in violation of our Terms of Use, any content, data, or materials you submit, post, or transmit through our platform that infringes on a third party's intellectual property rights, or your breach of any representation, warranty, or covenant in this Agreement.

4.5. Exceptions

Nothing in these Terms shall limit or exclude our liability for:

• Death or personal injury caused by our negligence
• Fraud or fraudulent misrepresentation
• Any liability that cannot be excluded or limited under applicable law
• Breach of obligations implied by Section 12 of the Sale of Goods Act 1979 or Section 2 of the Supply of Goods and Services Act 1982

5.1. Understanding AI Outputs

AI Chat output quality depends on your input and context:

• Data Quality: Outputs rely on the facts you provide. Incorrect facts lead to inaccurate guidance.
• Prompt Quality: Specific prompts yield more relevant guidance than vague ones.
• Assumptions: AI may make assumptions; you must fact-check them.
• Constraints: Specify your organization's constraints (budget, etc.) in your prompt.

6.4. Statutory Consumer Rights (Jurisdiction-Specific)

Your statutory rights under the Consumer Rights Act 2015 (UK), EU Consumer Rights Directive, and other applicable consumer protection laws are not affected by these Terms.

7.1. Pricing and Payment Terms

Prices are on the website and may change. Full payment for the subscription term is required via approved providers.

7.2. Automatic Renewal

Subscriptions auto-renew unless canceled. We will notify you via email before renewal.

7.3. Tax (Stripe Manages Calculation)

Prices exclude taxes unless stated. Stripe calculates applicable taxes based on your jurisdiction. You are responsible for taxes. By providing information, you confirm your tax residence.

8.1. How We Amend These Terms

We may update terms. For material changes (e.g., liability caps), we will provide 30 days' email notice and a website banner. If you do not accept, you may terminate and receive a pro-rata refund.

For non-material changes (e.g., contact updates), notice will be sent on the effective date. Continued use after the effective date constitutes acceptance.

8.2. How We Notify You

Notices will be sent via email (check spam), platform banner, or your account dashboard. Keep your email current. Notice is deemed delivered if sent to the provided address.

9.1. Term

These Terms start upon first use and continue until terminated.

9.2. Termination by You

You may terminate your subscription via account settings or email cancellations@aiboardcourse.com. Termination is effective at the end of the paid period.

9.3. Termination by Us

We may terminate or suspend your access immediately for any reason, including breach of terms.

9.4. Survival of Terms

Specific provisions survive termination, including Intellectual Property, Disclaimers, Indemnification, Governing Law, Payment Obligations, and Fraud.

10.1. Security Commitment

We implement appropriate technical and organizational measures to protect your personal data against unauthorized access, loss, or disclosure in accordance with UK GDPR Article 32.

10.2. Breach Notification to Regulators

In the event of a personal data breach affecting your information, we will notify the relevant supervisory authority in accordance with applicable law.

10.3. Notification to Affected Individuals

Where a breach is likely to result in high risk to your rights and freedoms, we will notify you directly without undue delay, providing a description of the nature of the breach, categories of data affected, likely consequences, measures taken or proposed to address the breach, and steps you can take to protect yourself.

10.4. Your Responsibilities

You must promptly notify us at security@aiboardcourse.com if you become aware of any unauthorized access to your account or any security incident affecting your use of the Course.

11.1. Entire Agreement

These Terms, Privacy Policy, and Cookie Policy are the entire agreement.

11.2. Severability

If any provision is invalid, the rest remain in force. Invalid provisions are modified to be enforceable.

11.3. No Waiver

Failure to enforce a provision does not waive our right to enforce it later.

11.4. Force Majeure / Vendor Reliance

We are not liable for delays due to events beyond our control, including vendor failures. If an outage exceeds 30 days, you may terminate for a pro-rata refund.

11.5. Compliance with Applicable Laws

You must comply with all applicable laws. We provide general frameworks, but you are responsible for ensuring your use complies with local AI regulations.

12.1. Governing Law

These Terms are governed by the laws of England and Wales.

12.2. Informal Dispute Resolution

Attempt to resolve disputes informally by contacting legal@aiboardcourse.com.

12.3. Court Proceedings and Jurisdiction

Unresolved disputes will be handled in the courts of London, England.