USPK Academy Terms and Conditions

1. Purpose

These terms and conditions (hereinafter, the “Terms and Conditions”) govern access to, navigation of, and use of the digital platform, website, mobile applications, educational content, courses, materials, assessments, certificates, and services related to the “USPK Academy” platform (hereinafter, the “Platform” or “USPK Academy,” interchangeably), operated and administered by Professional English Gdl, S.C. (hereinafter, “Professional English”), with its registered address at Av. Del Agrónomo No. 5504, Col. Arcos de Guadalupe, C.P. 45037, Zapopan, Jalisco, Mexico.

Through the Platform, Professional English makes available to users the educational content, English language teaching programs, and assessment and certification tools described in this document (hereinafter, the “Services”).

2. Acceptance of Terms, Eligibility, and Legal Capacity

To access and use the Services, the user (hereinafter, the “User”) must review and expressly accept these Terms and Conditions, as well as the corresponding Privacy Notice.

Creating an account, purchasing a course, activating a subscription, or continuing to use the Platform constitutes the User’s express and unconditional agreement to abide by all provisions set forth in this document. If the User does not agree, they must refrain from accessing or using the Platform.

The Services are intended solely for individuals who possess full legal capacity to enter into contracts under the applicable laws of the United Mexican States. Minors may only use the Platform under the supervision and express authorization of their parents or legal guardians, who shall assume full responsibility for the use of the account and any payments made.

3. Account Registration, Credentials, and Security

To access the full range of Services, the User must create a personalized profile by providing truthful, accurate, complete, and up-to-date information (including name, email address, and telephone number) and must agree to keep such information updated at all times.

Access rights are personal, limited, revocable, and non-transferable. Sharing access credentials (username and password) with third parties is strictly prohibited, except in the case of business plans or licenses that expressly authorize such sharing.

The User is solely responsible for safeguarding the confidentiality of their credentials and for all activity conducted through their account. In the event that unauthorized access is detected or suspected, the User must immediately notify Professional English. Professional English shall not be liable for damages arising from account misuse attributable to the User or from the disclosure of credentials to third parties.

Access is prohibited for Users whose accounts have previously been suspended or terminated by Professional English due to a violation of these Terms and Conditions.

4. Minimum Technical Requirements and Connectivity

Proper functioning of and access to the Platform’s Services depend on the User meeting certain minimum technical requirements, such as having a compatible device, an up-to-date web browser, an audio/video player, a functional microphone (for audio or voice exercises), and a stable broadband internet connection.

The User is solely responsible for acquiring, maintaining, and covering the costs of the technological infrastructure, equipment, and telecommunications services necessary to access the Platform. Professional English shall not be liable for failures, interruptions, slowness, or the inability to use the Services resulting from the obsolescence of the User's equipment, deficiencies with their internet service provider, or technical incompatibilities regarding their operating system or browser.

5. Access Modalities, Courses, and Services

Professional English offers remote English language training and assessment under the following modalities:

5.1. Free Courses

Open-access content requiring the creation of a profile. Professional English may update, restrict, or remove free content without prior notice.

5.2. Trial Versions

Open-access content available for a limited time that requires the creation of a profile. Professional English will restrict access once the established trial period has ended.

5.3. One-Time Purchase Courses

These grant access to specific content for the period specified in the purchase confirmation (in the absence of an explicit stipulation, access via one-time purchase is granted for a period of 3 (three) months from the date of purchase). Professional English reserves the right to update materials to maintain their relevance and quality. Should Professional English permanently remove a paid course before the promised term concludes, it will offer a reasonable solution, such as equivalent content or downloadable materials.

5.4. Recurring Subscriptions

These renew automatically for successive periods. Prior to purchase, the amount, frequency, billing date, and the recurring nature of the charge will be clearly and visibly disclosed, requiring the User's express consent.

5.5. Corporate Access

Licenses purchased by corporations or organizations for their personnel. Under this arrangement, the specific commercial terms (pricing, invoicing, volume, and duration) agreed upon in the contract between the organization and Professional English shall prevail. The organization retains the right to manage, reassign, or revoke the access it funds. The employment or professional relationship between the User and their organization is separate from and independent of Professional English.

6. Costs, Prices, Invoicing, and Payment Methods

Applicable prices, taxes, and currencies will be clearly displayed before the User confirms any transaction. Payments are processed through specialized third-party providers (such as Stripe or others identified during the process). Professional English does not store full bank card details or sensitive financial information.

The User authorizes Professional English and the payment provider to process the applicable charges. Consequently, the User releases Professional English from any liability arising from errors, fees, declined charges, or failures attributable to said financial service providers. If a payment is declined or reversed, Professional English may suspend access following notification and the provision of a reasonable timeframe to update the payment method.

Professional English may adjust prices for future subscription periods, notifying the User in advance to obtain the necessary acceptance in accordance with the law. If the User does not agree, they may cancel the subscription prior to the next billing cycle. 6.1 Tax Invoicing (CFDI):

If a Digital Tax Receipt via Internet (CFDI) is required, the

User must request it at the time of purchase or, at the latest, within the same calendar month in which the payment was made, providing complete and current tax details (RFC, Legal Name, Tax Domicile Postal Code, Tax Regime, and CFDI Usage) via the Platform portal or by emailing support@uspkacademy.com.

Once the corresponding month has passed, the payment for that period will be consolidated into the global receipt for transactions with the general public, in accordance with the provisions of the Federal Tax Code and the current Miscellaneous Tax Resolution; therefore, it will not be possible to issue, reissue, or modify individual late invoices. Is there a button to request an invoice?

7. Cancellation, Revocation, and Refund Policies

For any request or assistance regarding purchases and payments, the User must email support@uspkacademy.com, indicating their registered email address and the transaction identifier.

• Recurring Subscriptions: The User may cancel their subscription at any time via their account dashboard or by sending an email to support@uspkacademy.com. The request will take effect upon receipt to stop future charges. The User will retain access to the Service until the end of the already-paid billing period. Unless otherwise required by applicable law, cancellation does not entitle the User to a refund for periods already elapsed. What is the maximum legal timeframe for a refund?

• One-Time Payment: One-time payment courses that have been viewed or consumed are non-refundable simply because the User changes their mind. • Right of Withdrawal and Eligibility for Refunds: Nothing in these Terms limits non-waivable consumer rights. The User may exercise the right of revocation or withdrawal provided for under the Federal Consumer Protection Law within the applicable timeframes and via verifiable means. A return or refund will be issued in cases of duplicate or unauthorized charges, or in the event of a material breach of the Services attributable to Professional English. Approved refunds will be processed to the original payment method.

Refund conditions

1. 7 business days for individual course cancellations

2. 15 business days for monthly membership cancellation

3. 90 days for annual membership

8. Acceptable Use of the Platform

The User is granted a personal, limited, non-exclusive, revocable, and non-transferable license to access the content solely for educational and personal purposes (or for the internal use of the organization funding their access).

The User is strictly prohibited from:

• Copying, selling, sublicensing, publishing, distributing, or sharing content or credentials of unauthorized access.

• Recording, extracting, or downloading content, unless expressly permitted by the Platform.

• Using bots, scraping, automation, or mass data extraction tools.

• Attempting unauthorized access, interfering with security, or altering the

Platform's infrastructure.

• Uploading malicious code or content that is illegal, misleading, discriminatory, or infringing upon rights.

• Impersonating others or falsifying results, progress, or academic participation.

• Using the Platform or its materials to develop, train, or market competing products or services.

• Using screen capture or audio recording software while video players or listening exercises are running.

9. User Content

The User retains ownership rights over the answers, assignments, comments, and files uploaded to the Platform (hereinafter, “User Content”). The User grants Professional English a global, non-exclusive, royalty-free license for the time necessary to host, reproduce, and technically adapt such content for the sole purpose of operating, providing, and improving the Platform’s Services, as well as complying with legal obligations. The User warrants that they possess the necessary authorizations to upload such content.

10. Intellectual Property

The Platform, software, graphic designs, trademarks (including “USPK Academy”), logos, courses, videos, materials, texts, assessments, and databases are the exclusive property of Professional English or are licensed and authorized by their legitimate owners.

Access to the Services does not grant the User any intellectual property rights over said elements. The use of Professional English’s distinctive signs, trademarks, and copyrighted material without prior written authorization is prohibited. 11. Assessments, Progress, and Certificates

The Platform will track the User's progress and performance. Certificates and statements of completion issued upon finishing a program attest exclusively to compliance with USPK Academy’s internal training requirements; therefore:

• They do not constitute a professional title, license, official academic degree, or certification recognized by educational authorities, unless expressly stated otherwise.

• They do not guarantee employability, job promotions, income, or specific outcomes.

Professional English reserves the right to void or re-evaluate certificates or results obtained through fraudulent conduct, obvious technical errors, or violations of these Terms.

12. Technical Availability, Service Modifications, and Limitation of Liability

Professional English makes continuous efforts to maintain the availability of the Platform; however, interruptions may occur due to maintenance, updates, or causes beyond its control. Professional English will endeavor to provide advance notice of significant scheduled interruptions.

Professional English shall not be liable for indirect, incidental, or consequential damages, loss of data, or lost profits arising from the use or inability to use the Platform.

Educational content is for training purposes only and does not constitute professional, legal, medical, or specialized advice. 12.1 Absolute Limit of Liability

Subject to applicable law and to the maximum extent permitted by law, the total, aggregate, and combined liability of Professional English for any claim, damage, loss, legal action, or injury arising from or related to the use or inability to use the Platform, the Services, or these Terms and Conditions (whether based on contract, tort, negligence, or any other legal theory) shall be strictly limited to the total amount (or the pro-rated amount for the period remaining between the purchase date and the cancellation date) actually paid by the User to Professional English for the subscription or course subject to the claim during the three (3) months immediately preceding the event or incident giving rise to the claim. In no event shall Professional English be liable for indirect, punitive, incidental, special, or consequential damages, nor for lost profits or loss of data.

13. Electronic Communications and Consent

The User formally agrees that notifications, notices, receipts, and legal communications regarding the Service may be sent via electronic means to the contact details registered on their account. The parties acknowledge that consent expressed via digital means holds the same validity and binding legal effect as a handwritten signature.

14. Suspension, Termination, and Account Closure

The User may cease using the Services and request the closure of their account by writing to support@uspkacademy.com. If the User holds an active subscription accordingly, the closure request will cancel future renewals.

Professional English may suspend or terminate the User's access in the event of a material or repeated breach of these Terms, a security risk, fraud, or a requirement by a competent authority. Where reasonably appropriate, prior notice will be given to the User to remedy the cause of the breach.

15. Modifications to the Terms and Conditions

Professional English may modify this document to adapt it to legal, technical, or service-related changes. We will publish the updated version, indicating its date. When a change materially affects a paid service, reasonable prior notice will be sent via email or through the Platform, requesting acceptance where required by law. Continued use of the Services following the entry into force of non-substantial changes constitutes your tacit acceptance.

16. Privacy Notice

The processing of personal data is described in the corresponding Privacy Notice. By using the Platform, the User acknowledges having read and accepted it. The User may modify their marketing preferences at any time without affecting service-related communications necessary to operate their account, process purchases, maintain security, or provide the Service.

17. Applicable Law, Disputes, and

Jurisdiction These Terms and Conditions shall be governed by and construed in accordance with the federal laws of the United Mexican States, including the Federal Consumer Protection Law where applicable. To resolve any dispute or claim, the User agrees to first contact Professional English via email at support@uspkacademy.com to seek a direct resolution. The parties declare that there is no error, fraud, duress, or defect of consent, and expressly submit to the jurisdiction of the courts of Zapopan, Jalisco, Mexico, waiving any other jurisdiction to which they might otherwise be entitled by reason of their present or future domiciles, without limiting the rights granted by law to the consumer to bring an action before the courts of their own domicile.

18. General Provisions

If any clause of this instrument is declared void or unenforceable by a competent authority, such provision shall be interpreted or severed to the minimum extent necessary, while maintaining the full validity of the remainder of the document. Failure to exercise a right shall not constitute a waiver thereof. The User may not assign this contract; Professional English may assign it in the event of a reorganization or business transfer, provided the User's rights are guaranteed. The Spanish version shall prevail over any translation.