Terms of Service (Teachers) - UK

1. Purpose, status and independence

These Terms of Service govern the partnership between ARDESYS (hereinafter "Muziplay"), a French-registered limited liability company (SARL) with share capital of EUR 1,000, registered in France and operating in the United Kingdom, with its registered office at 7 Allee de la Solidarite, 93190 LIVRY GARGAN, France, and the Teacher.

The Teacher operates in complete independence. The parties expressly declare that no employment relationship or contract of employment exists between them. Teachers operating in the UK must comply with UK regulations including HMRC registration requirements.

EU VAT number: FR 32 808183669

Accepted statuses: The Teacher must hold a valid professional status (sole trader, limited company, partnership) with appropriate registration with HMRC or Companies House enabling them to invoice for teaching services.

Nothing in these terms shall be construed as creating a partnership, joint venture, agency, or employment relationship between the Teacher and Muziplay. The Teacher has no authority to represent, bind, or act on behalf of Muziplay.

2. Services provided to the Teacher

Muziplay provides the Teacher with the following tools:

Individual lessons: real-time video conferencing system for delivering private lessons.
Masterclasses: group video conferencing platform for organising and leading group classes, with recording capability.
Training projects: tool for creating online learning pathways (modules, multimedia content, quizzes).
Availability management: online calendar for setting time slots and managing bookings.
Teacher profile: professional presentation page (biography, specialities, pricing, experience).
Shared documents: file-sharing space for educational materials with Students.
Learning goals: tool for tracking objectives per Student.
Internal messaging: direct communication with Students via the platform.
AI teaching assistant: intelligent chatbot to support teaching.
Discount vouchers: creation of promotional vouchers (personal, general, free first lesson).
Dashboard: statistics tracking, lesson history and payment records.

3. Administrative and tax obligations

The Teacher is solely responsible for the payment of their taxes, National Insurance contributions and any other statutory obligations.

Required documentation: The Teacher must provide via the platform:

UTR (Unique Taxpayer Reference) or company registration number
Bank details for payments
Proof of self-employment or company registration
Valid safeguarding certificate — DBS, PVG or AccessNI as applicable (mandatory for teaching under-18s in the UK; see requirements below)

Safeguarding Requirements: Teachers who provide lessons to students under 18 in the United Kingdom must hold a valid safeguarding check appropriate to their jurisdiction. The certificate must be provided during onboarding. Failure to maintain a valid check will result in suspension of the Teacher's ability to accept bookings from under-18 students.

Jurisdiction	Required check
England & Wales	Enhanced DBS (Disclosure and Barring Service) Check
Scotland	PVG (Protecting Vulnerable Groups) Scheme membership
Northern Ireland	AccessNI Enhanced Check

Validity: Safeguarding checks must have been issued within the last three (3) years at the time of submission, or the Teacher must be registered with an official update service (such as the DBS Update Service). Documentation is reviewed annually as part of ongoing compliance.

Public Liability Insurance: Teachers operating in the United Kingdom are strongly encouraged to maintain appropriate Public Liability Insurance covering their teaching activities. Muziplay may request proof of insurance coverage. Failure to provide such proof when requested may result in restrictions on the Teacher's ability to accept new bookings.

4. Invoicing and collection mandates

The Teacher grants Muziplay an exclusive mandate to:

Collect payments made by Students on behalf of the Teacher.
Issue invoices on behalf of the Teacher to Students, via the integrated invoicing system (Pennylane).

The Teacher waives the right to issue their own invoices for services delivered via the platform.

5. Financial conditions

5.1. Standard commission

Muziplay charges a commission on the gross amount of each lesson sold. The current commission rate can be viewed at any time in the Teacher's management interface (under "Billing & Payments"). All amounts are displayed in British Pounds (£).

5.2. Minimum price and service fees

The lesson price may not be lower than a minimum amount set by Muziplay and communicated in the interface. If the Teacher offers a free lesson (£0) or a price below the minimum, Muziplay will apply a fixed service fee per hour of lesson delivered, invoiced directly to the Teacher.

5.3. Reductions and promotional programmes

Muziplay may apply, at its sole discretion, a reduced commission rate for the benefit of the Teacher. This reduced rate is temporary and does not require amendment of these Terms of Service.

5.4. Payment

The balance (lesson price less the applicable commission and Stripe transaction fees) is transferred to the Teacher at the frequency defined on the platform, subject to a complete administrative file. Payment history is available under "Payment History".

5.5. Changes to financial conditions

Muziplay reserves the right to modify the commission rate. Any modification will be communicated to the Teacher via the platform interface with reasonable prior notice. A Teacher who does not accept the new conditions may terminate their account.

6. Withheld funds and dormancy

The transfer of funds is conditional upon the provision of a valid UTR or company registration number and verified bank details.

Failure to regularise: If the Teacher fails to regularise their status within 12 months:

Funds may be converted into Muziplay credits that can be used to purchase lessons.
After a further 6 months, incomplete file management fees of £8.50 per month may be applied, deducted from the balance until exhaustion or regularisation.

7. Masterclasses — Specific conditions

7.1. Creation and publication

The Teacher may create masterclasses by defining the title, description, date, duration, price and maximum number of participants. The Teacher may also set a minimum number of participants. Publication is subject to approval by Muziplay.

7.2. Recording

The Teacher has the option to record their masterclasses. Recordings (replays) are accessible to registered participants for 90 days. The Teacher consents to the recordings being stored on the platform's servers for this period.

7.3. Cancellation by the Teacher

In the event of cancellation of a masterclass by the Teacher, all registered participants who have paid are refunded in full by Muziplay within 14 working days. The Teacher undertakes to notify as soon as possible.

No commission is due to Muziplay on a cancelled masterclass.

In the event of repeated or abusive cancellations, Muziplay reserves the right to temporarily suspend the Teacher's ability to create new masterclasses.

7.4. Cancellation for minimum number not reached

If the Teacher has set a minimum number of participants and this threshold is not reached 24 hours before the scheduled date, the masterclass may be cancelled. Registered participants are refunded in full.

7.5. Cancellation by the platform

Muziplay reserves the right to cancel a masterclass for technical, moderation or security reasons. Registered participants are refunded in full. The Teacher is informed as soon as possible.

7.6. Interruption during a masterclass

If a masterclass is interrupted during delivery for reasons attributable to the Teacher:

Less than 50% delivered: participants are refunded in full.
50% or more delivered: no automatic refund, but the Teacher undertakes to provide the missing content (replay, supplementary document or catch-up session).

In the event of interruption due to a technical issue attributable to the platform, Muziplay takes responsibility for refunding participants.

7.7. Commission

The commission on masterclasses follows the same rules as for individual lessons (rate viewable in the interface).

8. Training projects — Specific conditions

8.1. Content creation

The Teacher may create training projects comprising modules, content items (videos, texts, files) and assessments (quizzes). The Teacher is solely responsible for the quality and accuracy of the content offered.

8.2. Content ownership

The Teacher retains all intellectual property rights over the content they create. They grant Muziplay a non-exclusive licence, for the duration of the partnership, to host, display and distribute this content to Students who have purchased the project.

8.3. Student access

Students who have purchased a training project have unlimited access over time. The Teacher may update the content; updates are accessible to all purchasers.

8.4. Commission

The commission on training projects follows the same rules as for individual lessons.

9. Shared documents and intellectual property

9.1. Educational files

The platform allows the sharing of educational files with Students. The Teacher is solely responsible for the content they upload and warrants that they hold all necessary rights.

9.2. AI licence

The Teacher grants Muziplay a royalty-free licence allowing Artificial Intelligence agents to analyse lesson content (audio, video) in order to provide educational services (lesson summaries, practice suggestions). The Teacher may refuse this feature in their account settings.

10. Non-circumvention and loyalty (penalty clause)

The Teacher is strictly prohibited from circumventing the platform to contract directly with a Student introduced by Muziplay. This prohibition applies for 12 months after the last contact via the platform.

Penalty: Any breach (exchange of contact details before booking, request for direct payment) will result in immediate termination of the account and payment of a fixed penalty of £1,000 to Muziplay.

11. Onboarding and profile

11.1. Registration process

The Teacher must complete an onboarding process including identity verification, provision of administrative documents and configuration of their teaching profile.

11.2. Teacher profile

The Teacher warrants the accuracy, truthfulness and currency of all information published on their profile (qualifications, experience, biography, specialities, pricing, availability, photos and any other content). Any false or misleading information may result in suspension or termination of the account.

Muziplay reserves the right to moderate, modify or remove any profile content that does not meet the platform's standards, without prior notice. The Teacher is fully liable for any consequences arising from inaccurate or misleading information, including potential legal action.

11.3. Availability

The Teacher manages their availability via the platform. They undertake to honour bookings made on time slots they have made available.

12. Conduct and obligations

The Teacher undertakes to:

Deliver high-quality teaching with respect for Students.
Adhere to the scheduled times of booked lessons.
Use the internal messaging system in a professional and respectful manner.
Not share unlawful, discriminatory content or content that infringes the rights of third parties.
Respect the confidentiality of Students' personal data.
Respond to lesson requests and Student messages within a reasonable timeframe, ideally within forty-eight (48) working hours.
In the event of prolonged unavailability, update their availability on the platform.

13. Personal data

13.1. AI assistant

Conversations with the AI teaching assistant are not retained beyond the current session.

13.2. Data protection

The Teacher's personal data is processed in accordance with the UK General Data Protection Regulation (UK GDPR) and the Data Protection Act 2018. The Teacher has the right of access, rectification, erasure, restriction, portability and objection. The Privacy Policy is accessible on the platform.

14. Evidence agreement and amendments

Muziplay's computerised records (logs, messages, timestamps) shall constitute evidence between the parties. Muziplay may amend these Terms of Service with 30 days' prior notice, communicated via the platform and/or by email.

15. Termination

15.1. By the Teacher

The Teacher may terminate their partnership at any time by closing their account, subject to honouring lessons already booked and confirmed.

15.2. By Muziplay

Muziplay may suspend or terminate a Teacher's account in the event of a breach of these Terms of Service, inappropriate conduct, or failure to provide the required administrative documents, after a formal notice that has remained unanswered for 15 days.

15.3. Treatment of funds

In the event of termination, funds owed to the Teacher for lessons already delivered will be transferred within 30 days of termination, subject to a complete administrative file.

The provisions relating to confidentiality, indemnification, limitation of liability, non-circumvention, intellectual property and outstanding financial obligations shall survive termination or expiry of these terms.

16. Liability

Muziplay is a technical intermediary. Its liability shall not be engaged for:

The quality of the teaching delivered.
Technical issues related to the Teacher's equipment or internet connection.
Disputes between the Teacher and their Students regarding educational content.
Service interruptions for maintenance, updates or force majeure (e.g. general network failure, natural disaster, pandemic, government decision, act of terrorism, armed conflict, general strike).

The party affected by a force majeure event must notify the other party as soon as reasonably practicable, specifying the nature, estimated duration and anticipated impact on performance. The affected party shall use all reasonable efforts to mitigate the effects. If a force majeure event continues for more than sixty (60) days, either party may terminate these terms by written notice, without liability.

Muziplay's total aggregate liability under these terms, whether in contract, tort or otherwise, shall not exceed the total fees paid to the Teacher by Muziplay in the twelve (12) months preceding the event giving rise to the claim. This limitation does not apply to death, personal injury caused by negligence, fraud or fraudulent misrepresentation.

The Teacher agrees to indemnify and hold harmless Muziplay against any claims, losses, costs or damages arising from the Teacher's breach of these terms, the quality of teaching delivered, or any infringement of third-party rights. This indemnity applies to the extent that the damages are within the Teacher's reasonable control.

Disclaimer: Muziplay acts solely as a technical intermediary. All services are provided "as is" and "as available". Muziplay makes no warranties, express or implied, regarding the number of students, lesson bookings, or income the Teacher may receive through the platform. External links provided on the platform are for information purposes only. Nothing in this disclaimer excludes or limits liability for death, personal injury caused by negligence, or fraud.

17. Governing law and jurisdiction

These Terms of Service are governed by the laws of England and Wales. Any dispute shall be subject to the jurisdiction of the courts of England and Wales.

Terms of Service — Teachers