Service Agreement

This Agreement is made between:

TrainingVideos.ie, a trading name of Fresh Face Digital Limited (Company Registration Number: 770394), having its registered office at Ardnacrusha, Co. Clare, Ireland, VAT Number IE4327729QH ("the Provider"),
and
The client company engaging the Provider for health and safety training services ("the Client").

1. Scope of Services

The Provider supplies online, video-based health and safety training for employees of Irish manufacturing companies. The training is delivered via a secure online platform and comprises a series of pre-recorded video modules, developed with input from experienced manufacturing professionals and reviewed by a health and safety consultant with over 30 years' industry experience, who has confirmed in writing that the content is accurate, relevant, and reflects general best practice in workplace health and safety.

The Provider offers reasonable support during onboarding and throughout the Client's use of the service to assist with implementation and employee enrolment.

2. Use of Training — Nature and Limits of the Service

The Client acknowledges and agrees that the training:

• Is intended to support, and form part of, the Client's overall health and safety training programme.
• Does not constitute formal accreditation or certification by any awarding, regulatory, or professional body, and no such claim is made by the Provider.
• Is designed to supplement, and not replace, any practical, hands-on, or site-specific training required by law, by the Client's own risk assessments, or by industry-specific guidance.
• Is not a substitute for the Client conducting its own risk assessments, safety statements, or fulfilling any other legal obligation under the Safety, Health and Welfare at Work Act 2005 (as amended) or related Irish health and safety legislation.

The Client remains solely responsible for assessing the suitability of the training for its own workplace, employees, and legal obligations, and for ensuring all statutory health and safety duties are separately fulfilled.

3. Pricing and Invoicing

• The Provider charges €40 per employee enrolled in the course, and €20 per employee enrolled in a refresher course.
• All prices in this Agreement are exclusive of VAT, which will be added to invoices at the applicable rate.
• The Provider may change these prices in accordance with Clause 9.
• The Client is invoiced once per calendar month, based on the number of course and refresher enrollments during that month.
• Invoices are issued at month-end and are payable within 14 days of the invoice date, unless otherwise agreed in writing.
• Late payment may result in suspension of access to the platform for the Client's employees until outstanding invoices are settled.

4. Data Protection

Details of the processing. Subject matter: delivering, administering, and certifying online health and safety training. Duration: for as long as the Client's account is active, plus the retention period below. Nature and purpose: hosting accounts, enrolling employees, delivering videos and quizzes, recording progress and results, issuing certificates, and sending account and report emails. Types of personal data: names, usernames, work email addresses, language preference, enrolment dates, training progress, quiz results, and certificate records. People concerned: the Client's employees and managers.

The Provider acts as a data processor on behalf of the Client (the data controller) in relation to employees' personal data submitted for training purposes, and agrees to:

• Process personal data only for the purpose of delivering, administering, and certifying the training, and only on the Client's documented instructions.
• Keep all employee data secure and confidential, using appropriate technical and organisational measures, and make sure anyone authorised to access it is bound by confidentiality.
• Retain personal data only for as long as reasonably necessary to deliver the service and meet certification/record-keeping needs, and in any event delete or anonymise it within 12 months of the Client's account being closed, or sooner upon written request, in line with GDPR requirements.
• Notify the Client without undue delay, and in any event within 72 hours of becoming aware, of any personal data breach affecting the Client's employees' data.
• Help the Client, taking into account the nature of the processing, to respond to requests from employees to exercise their GDPR rights (such as access, correction, or deletion), and with security, breach notification, and data protection impact assessments.
• On the Client's written request, and when this Agreement ends, delete or return the Client's personal data (subject to the retention period above), and make available the information reasonably needed to show compliance with this Clause 4, including allowing reasonable audits requested by the Client on reasonable notice.
• Use only the sub-processors listed in this Clause 4, or new ones added in line with it. The Client gives general authorisation for the sub-processors currently used: Hetzner Online GmbH (hosting and database), Bunny.net (video streaming), and Titan Email (email delivery). The Provider will give the Client at least 30 days' notice by email before adding or replacing a sub-processor, and the Client may object on reasonable data protection grounds. Each sub-processor is bound by data protection terms no less protective than this Clause 4.
• Store the Client's personal data on servers within the European Economic Area (currently Germany). The video streaming and email delivery sub-processors may handle limited technical data (such as IP addresses and email addresses) on their own networks. Where this involves a transfer outside the European Economic Area, the Provider will make sure appropriate GDPR safeguards are in place.

The Client remains the data controller and is responsible for having a lawful basis to submit its employees' personal data to the Provider and for informing employees of the processing as required under GDPR.

5. Intellectual Property

All training content, videos, materials, branding, and platform features remain the exclusive property of TrainingVideos.ie. The Client is granted a non-exclusive, non-transferable licence to use the platform and content solely for the purpose of training its own employees for the duration of this Agreement. The Client agrees not to copy, distribute, record, download, reverse-engineer, or reuse any content outside the platform without the Provider's prior written consent.

6. Client Content

The platform lets the Client upload its own material, such as its own induction video, fire evacuation plan, first-aid information, notes, or documents ("Client Content"). In relation to Client Content:

• The Client remains the owner of it, and confirms that it owns it or has the right to use it, and that it does not infringe anyone's rights or break the law.
• The Client is solely responsible for its accuracy, suitability, and legality. The Provider has not created, reviewed, or approved Client Content, and the consultant review described in Clause 1 does not cover it.
• The Client grants the Provider a non-exclusive licence to store, host, and display the Client Content to the Client's own employees for the purpose of providing the service.
• The Client is responsible for having permission from anyone shown or recorded in it, and for informing employees as required by data protection law.
• The Provider may remove Client Content that it reasonably believes is unlawful or infringes someone's rights, and will tell the Client where it can.

7. Limitation of Liability

Nothing in this Agreement excludes or limits either party's liability for death or personal injury caused by negligence, for fraud or fraudulent misrepresentation, or for any other liability which cannot lawfully be excluded or limited under the laws of Ireland.

Subject to the above, the Provider shall not be liable for any indirect, incidental, or consequential losses (including loss of profit, loss of business, or loss of reputation) arising from the use of the training service.

Subject to the first paragraph of this Clause 7, the Provider's total aggregate liability under this Agreement, whether in contract, tort (including negligence), or otherwise, shall be limited to the greater of (a) the total amount invoiced to the Client in the 12 months preceding the event giving rise to the claim, or (b) €5,000.

The Provider maintains professional indemnity and cyber insurance appropriate to the services provided under this Agreement.

8. Termination

Either party may terminate this Agreement at any time by giving 7 days' written notice to the other. Termination does not affect any outstanding invoices already issued, which remain payable in full. Upon termination, the Provider will disable the Client's employees' access to the platform and will delete or anonymise the Client's data in accordance with Clause 4.

9. Changes to These Terms and Prices

The Provider may update these terms, including its prices, by giving the Client at least 30 days' written notice by email. A change takes effect at the end of the notice period, and a price change applies only to enrolments made after that date. If the Client does not agree to a change, it may terminate this Agreement under Clause 8 before the change takes effect. If the Client continues to use the platform after that date, it accepts the updated terms.

10. Governing Law

This Agreement shall be governed by and construed in accordance with the laws of Ireland, and the parties submit to the exclusive jurisdiction of the courts of Ireland.

11. Acceptance of Terms

The Client confirms its agreement to be bound by these terms by ticking the acceptance checkbox as part of the Provider's online onboarding form, having been given the opportunity to read this Agreement in full prior to doing so.