Terms of Service

1. Accepting these Terms

You accept these Terms when you create an account, and again whenever we publish a materially changed version and you affirm it. You must be at least 18 years old to hold an account. A learner under 18 may use Yoshuko only through an account held and supervised by a parent, guardian, or an educational institution that has agreed these Terms on their behalf.

If you accept these Terms for an organisation, you represent that you are authorised to bind it, and “you” means that organisation.

These Terms incorporate our Acceptable Use Policy and, if you join an affiliate program, our Affiliate Program Terms. Where a more specific document conflicts with this one, the more specific document governs for the activity it covers.

2. What Yoshuko is, and what it is not

Yoshuko is software. We host courses, process enrolments, run assessment and analytics tooling, and provide payment infrastructure through third parties. Creators are independent operators. We are not the author, publisher, seller, teacher, employer, agent, partner or joint venturer of any creator, and we do not review, endorse or verify course content before or after it is published.

A transaction for a course is between the learner and the creator. We facilitate it. Any dispute about a course — its accuracy, quality, fitness, delivery, or the conduct of the person teaching it — is between the learner and the creator, and you release Intelligena from claims arising out of it, to the extent the law allows.

3. Your account

• You are responsible for everything done under your account, including by anyone you give access to.
• Keep your credentials secret. Tell us promptly if you believe they have been compromised.
• Do not create an account using someone else’s identity, and do not re-register after we have terminated an account of yours.
• We may require verification — email, phone, or a cleared card payment — before certain features are available.

4. Your content, and the licence you give us

You keep ownership of everything you upload, author or publish (“Your Content”). You grant Intelligena a worldwide, non-exclusive, royalty-free licence to host, store, reproduce, adapt for format and display, transmit and distribute Your Content, solely so that we can operate, secure, back up and improve the platform and deliver Your Content to the people you have chosen to deliver it to. This licence ends when you delete the content, except for backups retained for a reasonable period and for copies we must keep by law.

You represent and warrant, for all of Your Content, that you own it or hold every licence, right, consent and permission needed to publish it here and to let us do the things this section describes; that it does not infringe anyone’s intellectual property, privacy, publicity or other rights; and that it complies with the Acceptable Use Policy and with every law that applies to you.

We do not pre-screen content. We may remove or disable anything, at any time, that we reasonably believe breaches these Terms, exposes us or any user to liability, or responds to a valid legal notice.

5. Our content and software

The platform, its software, design, trade marks and everything we author remain ours or our licensors’. You may use them only as these Terms allow. You may not copy, reverse engineer, resell, frame, scrape or build a competing service from the platform, and you may not use automated means to extract data from it beyond what a published API of ours explicitly permits.

6. Payments, fees and payouts

• Payments are processed by Stripe. Using paid features means accepting Stripe’s own terms. We do not hold funds on your behalf and we are not a bank, a money transmitter or an escrow agent.
• Course sales are charged on the creator’s connected Stripe account. We take a platform fee, which is disclosed on the pricing page and in your subscription plan at the time of each transaction.
• Subscription fees are billed in advance and are non-refundable except where these Terms or the law require otherwise.
• Taxes are yours. You are responsible for determining, collecting, reporting and remitting every tax arising from your sales, except taxes on our own net income.
• Payout timing, holds and reversals depend on Stripe and on card-network rules. We do not control them and do not guarantee any payout date.

7. Refunds and chargebacks

Each creator sets a refund policy, up to 30 days. That policy governs learner refunds. Where we issue a refund, we may reverse the corresponding platform fee, affiliate commission and any related payout. If a chargeback is raised against a sale, the creator bears its cost and any fee the card network imposes, and we may withhold an equivalent amount from future payouts.

8. Suspension and termination

You may close your account at any time. We may suspend or terminate an account, or remove content, where we reasonably believe there has been a breach of these Terms or the Acceptable Use Policy, where required by law or a valid legal notice, where an account is used for fraud or to harm others, or under the repeat-infringer policy in §10.

Except where the law or an emergency prevents it, we will tell you why. Termination does not cancel money already earned, or already owed. Sections 4 (as to the licence for retained backups), 5, 6, 7 and 11–19 survive termination.

9. Artificial intelligence features

Parts of Yoshuko use machine-learning models — to draft rubric criteria and landing-page copy, to transcribe handwritten work, to mark written answers against a rubric you supply, and to estimate whether a submission was machine-written or copied.

You are solely responsible for any academic, disciplinary, employment or commercial decision you take on the strength of an AI output, and for telling your learners where AI is used in assessing their work. We make no warranty as to the accuracy of any AI output, and §§11–13 apply to it in full.

10. Copyright and repeat infringers

We respond to notices of claimed infringement under the Digital Millennium Copyright Act. The procedure, the elements a valid notice must contain, and how to file a counter-notice are on the copyright complaint page.

Repeat infringers lose their accounts. An upheld notice records a strike against the account responsible. Strikes expire after twelve months. An account that accumulates 3 live strikes is terminated, and its organisation may be terminated with it. A strike is withdrawn if a counter-notice succeeds or the complainant retracts. We may terminate sooner in flagrant cases.

Knowingly misrepresenting that material is infringing — or that it was removed by mistake — carries liability for damages under 17 U.S.C. §512(f). We keep and may disclose records of notices accordingly.

11. Disclaimer of warranties

The platform is provided “as is” and “as available”. To the fullest extent permitted by law, Intelligena disclaims all warranties, express, implied or statutory, including merchantability, fitness for a particular purpose, title, non-infringement, and any warranty arising from course of dealing or usage of trade.

We do not warrant that the platform will be uninterrupted, timely, secure or error-free; that any defect will be corrected; that data will not be lost; that any AI output will be accurate; or that any course sold on it is accurate, lawful or suitable for any purpose. No advice or information obtained from us creates any warranty not expressly stated here.

Some jurisdictions do not allow the exclusion of implied warranties, so parts of this section may not apply to you. Nothing here limits any non-waivable right you have under the consumer law of your own country — see §18.

12. Limitation of liability

To the fullest extent permitted by law, Intelligena and its officers, directors, employees, agents, suppliers and licensors will not be liable for any indirect, incidental, special, consequential, exemplary or punitive damages, or for any loss of profits, revenue, income, goodwill, business opportunity, anticipated savings, or for any loss or corruption of data — however caused, on any theory of liability, and whether or not we were advised such loss was possible.

Our total aggregate liability arising out of or relating to these Terms or the platform will not exceed the greater of (a) the total amount you actually paid Intelligena in the 12 months immediately before the event giving rise to the claim, and (b) US$100.

This applies in full to money. Without limiting the above, we are not liable for lost income or lost sales; for a payout, commission, refund, tax figure or analytics number that is delayed, miscalculated, mis-attributed or not made; for funds lost, frozen, reversed or misdirected by a payment processor, bank or card network; for a chargeback or its cost; or for any decision taken on the strength of a figure the platform displayed. Figures shown in the platform are estimates for your information until they settle with the payment processor, and the processor’s record governs.

Nothing in this section limits liability that cannot be limited by law — including our own fraud, fraudulent misrepresentation, gross negligence or wilful misconduct, death or personal injury caused by our negligence, or any liability a mandatory consumer-protection statute forbids us to exclude.

The parties agree these limits are a reasonable allocation of risk, that they reflect what is charged for the service, and that they apply even if a limited remedy fails of its essential purpose.

13. Indemnity

You will defend, indemnify and hold harmless Intelligena, its affiliates and their officers, directors, employees, agents and licensors from and against every claim, demand, proceeding, loss, liability, damage, fine, penalty, and cost or expense (including reasonable legal fees) arising out of or relating to:

1. Your Content, including any claim that it infringes intellectual property, privacy, publicity or moral rights, or is defamatory or unlawful;
2. your use of the platform, or use by anyone acting under your account;
3. your breach of these Terms, the Acceptable Use Policy, the Affiliate Program Terms, or any law or regulation;
4. any course, service, refund, guarantee, warranty, earnings claim or other promise you make to a learner or to anyone else;
5. any dispute between you and a learner, another creator, an affiliate, an institution, or a payment processor;
6. any tax, duty or levy arising from your activity that a tax authority assesses against us;
7. your handling of personal data, including any breach of a data-protection law by you.

We will notify you of a claim, may participate in its defence with counsel of our own choosing at our own cost, and will not settle a claim in a way that admits your liability or imposes an obligation on you without your consent, which you will not unreasonably withhold. You may not settle a claim in a way that admits fault by us, imposes any obligation on us, or affects our rights, without our written consent.

This indemnity is not capped by §12, and survives termination.

14. Third-party services

The platform depends on services we do not operate — Stripe for payments, Cloudflare for storage and delivery, Postmark for email, Twilio for messaging, and others listed on the subprocessors page. Their outages, errors, policy changes and terminations are outside our control, and we are not liable for them. Where such a service is unavailable, features that depend on it may be degraded or unavailable.

15. Privacy and data protection

Our handling of personal data is described in the Privacy Policy. Where you upload personal data about your learners, you are the controller of that data and we process it on your instructions; you are responsible for having a lawful basis to collect it and for giving those people the notices the law requires.

16. Changes to these Terms

We may change these Terms. Material changes are announced at least 30 days before they take effect, by email to the address on your account and in the product. When a materially changed version takes effect we will ask you to affirm it when you next sign in; you may decline, and if you do you may continue to use your account under the previous version only until we tell you otherwise, after which your remedy is to stop using the platform and, where you have paid in advance for a period you cannot now use, to ask for a pro-rata refund of that unused period.

Non-material changes — corrections, clarifications, new contact details — take effect when published.

17. Disputes, arbitration and class-action waiver

Please read this section. It affects how a dispute is resolved.

Talk to us first. Before starting any formal proceeding, send a written description of the dispute and the relief you want to legal@yoshuko.com. We will do the same for you. If it is not resolved within 60 days, either of us may proceed.

Arbitration. Any dispute arising out of or relating to these Terms or the platform that is not resolved informally will be settled by binding individual arbitration administered in California under the rules of a recognised arbitral body, before a single arbitrator, under the Federal Arbitration Act. Judgment on the award may be entered in any court of competent jurisdiction.

Exceptions. Either of us may bring an individual claim in small claims court, and either of us may seek injunctive relief in court to protect intellectual property or to stop unauthorised access to the platform.

Class-action waiver. Disputes will be brought only in an individual capacity. Neither of us may bring or take part in a class, collective, consolidated or representative proceeding. If this waiver is held unenforceable as to a particular claim, that claim is severed and heard in court, and the rest of this section still applies.

How to opt out. You may reject this arbitration agreement by emailing legal@yoshuko.com within 30 days of first accepting these Terms, with your name, the email on your account, and a clear statement that you decline arbitration. Opting out costs you nothing and affects nothing else in these Terms.

18. Governing law, and users outside the United States

These Terms are governed by the laws of the State of California, United States of America, without regard to its conflict-of-laws rules. Where a dispute is not subject to arbitration, it will be heard in the state and federal courts located in California, and both parties consent to that jurisdiction. The United Nations Convention on Contracts for the International Sale of Goods does not apply.

19. General

• Entire agreement. These Terms, with the documents they incorporate, are the whole agreement between us about the platform and replace anything said before.
• Severability. If a provision is unenforceable, it is limited or severed to the minimum extent necessary and the rest stays in force.
• No waiver. Not enforcing a right is not a waiver of it.
• Assignment. You may not assign these Terms without our written consent. We may assign them to an affiliate or in connection with a merger, acquisition or sale of assets.
• Force majeure. Neither party is liable for a failure caused by something outside its reasonable control.
• No third-party beneficiaries, except that the persons named in §§12 and 13 may enforce those sections.
• Notices to you go to the email on your account and are treated as received when sent. Notices to us go to legal@yoshuko.com and, where a postal address is required, to the address in the contact section below.