Apex Academic Centre · Legal
Client Terms & Conditions
Agreement between Apex and Parents / Clients
These Client Terms & Conditions govern the relationship between Apex Academic Centre and you when you register a Student, book or purchase a Lesson Package, or use our Services. Please read them together with our Privacy Policy.
This Agreement governs the relationship between Apex Academic Centre (Pty) Ltd and you, the Client, when you register a Student, book or purchase a Lesson Package, or use our Services. Please read it together with our Privacy Policy and Tutor Code of Conduct, which form part of this Agreement.
1Definitions And Interpretation
1.1
In this Agreement, unless the context indicates otherwise, the following words have the meanings given to them below, and cognate expressions have corresponding meanings:
“Apex”, “we”, “us” or “our” means Apex Academic Centre (Pty) Ltd, a private company incorporated in the Republic of South Africa with registration number 2021/689399/07, with its registered office at 346 Jan Smuts Avenue, Craighall, Johannesburg, Gauteng, and its principal operating address at 55 Richards Drive, Halfway House, Midrand, 1685;
“Apex’s Custom LMS” means the online learning and booking platform operated by Apex, known as the MyAPEX app, through which Lessons are booked, scheduled, delivered, recorded and managed, and through which Apex, Clients, Students and Tutors communicate and exchange Lesson work;
“Agreement” means this agreement together with any annexures, schedules and the documents incorporated by reference, including Apex’s Privacy Policy;
“Booking” means a request by the Client, through Apex’s Custom LMS, for a Tutor to provide a Lesson or Lesson Package to a Student;
“Client”, “you” or “your” means the Student where the Student is 18 (eighteen) years of age or older, or, where the Student is under 18, the Parent or other Competent Person who enters into this Agreement on the Student’s behalf;
“Competent Person” means a person who, in terms of the Protection of Personal Information Act 4 of 2013 (“POPIA”), is legally competent to consent on behalf of a child, namely the Parent or legal guardian of a minor Student;
“Fees” means the amounts payable by the Client for the Lessons and any other Services or resources purchased;
“Lesson” means each tutoring session that a Student receives from a Tutor;
“Lesson Package” means a number of Lessons purchased by the Client as a package;
“Lesson Schedule” means the register (in printed or electronic form, including the session log generated by Apex’s Custom LMS) by which the occurrence of a Lesson is confirmed;
“Parent” means a parent, legal guardian or other adult who is responsible for a Student under the age of 18 and is legally authorised to act on the Student’s behalf;
“Recording” means the automatic audio-visual recording of online Lessons made through Apex’s Custom LMS;
“Services” means the services described in the section headed “The Services and Our Role”;
“Student” or “Learner” means the person receiving the Lessons from a Tutor;
“Tutor” means the independent tutor who provides the Lessons to the Student.
1.2
Headings are for convenience only and do not affect interpretation. Words importing the singular include the plural and vice versa. A reference to legislation is to that legislation as amended from time to time.
1.3
If there is any conflict between this Agreement and the Privacy Policy on a data-protection matter, the Privacy Policy prevails; on all other matters, this Agreement prevails.
2Acceptance And Commencement
2.1
By registering a Student, making a Booking, purchasing a Lesson Package, or using the Services, you confirm that you have read, understood and accepted this Agreement. Where this is done electronically, your acceptance is given by electronic means in terms of the Electronic Communications and Transactions Act 25 of 2002 (“ECTA”).
2.2
Where the Student is under 18, only a Competent Person may accept this Agreement, and that person warrants that they are authorised to do so on the Student’s behalf.
3The Services And Our Role
3.1
Our Services. Apex provides the following Services:
sourcing appropriately qualified Tutors and proposing a suitable Tutor for the Student’s needs;
operating Apex’s Custom LMS, through which Clients make Bookings and Lessons are scheduled, delivered and recorded;
selling Lesson Packages on behalf of Tutors;
introducing Tutors to Clients for Tutors to provide the Lessons;
co-ordinating Lesson scheduling and hosting online Lessons on Apex’s Custom LMS;
administering and facilitating regular progress feedback reports from Tutors;
screening Tutors and applying a child-safety policy;
replacing Tutors for future Lessons where required;
collecting the Fees from Clients on behalf of Tutors; and
providing free resources and selling educational resources.
3.2
We are not a school. Apex does not represent itself as a school and does not itself provide the Lessons.
3.3
Agency relationship. Tutors are independent contractors. Apex acts as the agent of the Tutors to facilitate the relationship between the Tutor and the Client for the provision of Lessons. Apex is commissioned by Tutors to represent and support them, which includes Client-related support, negotiation of Fees, management of logistics, and the collection, holding and release of Fees payable to the Tutor.
4How Booking Works
4.1
Making a Booking. You make a Booking through Apex’s Custom LMS. The booking journey has seven steps: (1) learning needs; (2) student details; (3) package selection; (4) schedule and location; (5) tutor recommendations; (6) acceptance of these terms; and (7) payment. You select a recommended Tutor at step 5 and accept this Agreement at step 6 before payment is taken at step 7.
4.2
Tutor recommendations. The Tutors proposed to you are recommendations, matched on the Student’s curriculum, subject, grade, delivery mode, location and the Tutor’s stated availability. A recommendation does not guarantee that the Tutor is available or will be appointed; tutor availability is confirmed only when the Booking is confirmed.
4.3
Payment, review and confirmation. Payment is taken when you complete the Booking. Your paid Booking is then reviewed by Apex, and the selected Tutor is asked to accept it. A Booking is confirmed only once Apex has confirmed it and the Tutor has accepted. On confirmation, a class is scheduled on Apex’s Custom LMS and you and the Tutor are notified by email (and, where enabled, by WhatsApp).
4.4
If a Booking is not confirmed. If the selected Tutor declines, or Apex is unable to confirm a suitable Tutor for your Booking, Apex will propose an alternative Tutor or refund the amount you paid for that Booking. Because payment is taken upfront, no Lessons are scheduled or delivered until your Booking is confirmed.
4.5
Failed or uncertain payments. If a payment fails or its status is uncertain, the Booking is not confirmed. Apex may manually review an uncertain payment status before confirming or refunding the Booking.
4.6
One-on-one Lessons. Each Booking is an independent, one-on-one arrangement: one Tutor, one Student, one subject and one scheduled time slot. Where a Parent has more than one child, each child must have a separate learner profile and a separate Booking. The platform does not currently provide shared live group sessions through the booking flow.
4.7
After confirmation. Once your Booking is confirmed, the Fees, scheduling, rescheduling, cancellation, refund and recording terms in this Agreement apply to the booked Lessons. Online Lessons are delivered and recorded on Apex’s Custom LMS, as set out in the section headed “Recording and Privacy”.
4.8
If you are not satisfied. If you are not happy with a Booking or a Tutor, you may request a replacement Tutor or, where applicable, a refund, as set out in the sections headed “Tutors” and “Cooling-off, Cancellation and Refunds”.
5Eligibility And Consent For Minors
5.1
A Student under the age of 18 may use the Services only with the consent and assistance of a Competent Person. The Competent Person enters into this Agreement on the Student’s behalf and is responsible for the Student’s obligations under it.
5.2
Where the Student is a minor, Apex obtains the Competent Person’s consent at registration. This includes specific consent to the processing of the minor’s personal information and to the Recording of online Lessons, as described in the section headed “Recording and Privacy” and in the Privacy Policy. A general acceptance of these terms is not, on its own, treated as that consent.
6Child Safety And Safeguarding
6.1
Screening of Tutors. Before a Tutor may provide Lessons through Apex, Apex requires and verifies the following, and a Tutor’s own declaration is not sufficient on its own:
a check against the National Register for Sex Offenders (NRSO) in terms of the Criminal Law (Sexual Offences and Related Matters) Amendment Act 32 of 2007;
a check against Part B of the National Child Protection Register (NCPR) in terms of the Children’s Act 38 of 2005;
a valid police clearance certificate;
registration with the South African Council for Educators (SACE); and
verification of the Tutor’s identity (a South African identity number consists of 13 digits).
6.2
Ongoing duty. Tutors are required to disclose immediately if their status under any of the above changes, and Apex may re-verify a Tutor from time to time. A Tutor whose name is entered on the NRSO or the NCPR will not be permitted to provide Lessons.
6.3
In-person Lessons. Where a Lesson takes place in person, the Client must ensure that a Parent or other responsible adult is present or nearby, that the Lesson takes place in a visible, common area of the home or venue, and that the Lesson does not take place behind a closed door or in a Student’s bedroom. Tutors are bound by the same rules under the Tutor Code of Conduct.
6.4
Reporting and action. If any concern about a Tutor’s conduct is reported to Apex, Apex will investigate and take the steps it considers appropriate, which may include suspending or removing the Tutor. Where there is a reasonable suspicion that a child has been abused or is in need of care and protection, Apex will report the matter to the relevant authorities in accordance with its obligations under the Children’s Act. This does not remove the Client’s own right or ability to report a matter to the authorities.
7Recording And Privacy
7.1
Recording. Online Lessons delivered on Apex’s Custom LMS are recorded automatically. Recordings are used for quality assurance, safeguarding, training, and the resolution of disputes.
7.2
Consent. Where the Student is a minor, the Competent Person consents to the Recording of the minor’s image and voice at registration. This consent is captured specifically and separately, and may be withdrawn on written notice, subject to the retention provision below.
7.3
Retention. Recordings are retained for a defined period and then deleted in accordance with the Privacy Policy.
7.4
Data protection. Apex processes personal information in accordance with POPIA and its Privacy Policy, which is available on Apex’s websites and forms part of this Agreement. The Privacy Policy explains what information is collected, how it is used, and the rights of data subjects.
7.5
Access and use of Recordings. Recordings may be accessed only by the assigned Student, the Parent or Competent Person responsible for that Student, the assigned Tutor, and authorised Apex administrators. Apex’s administrators oversee and review Recordings for quality assurance, safeguarding, training and the resolution of disputes. Recordings must not be downloaded, shared, copied or republished without Apex’s written permission.
7.6
Monitoring of communications. Communication and Lesson work exchanged on Apex’s Custom LMS, including messages between a Tutor and the Client, Parent or Student, is logged and may be accessed and reviewed by authorised Apex personnel for quality assurance, safeguarding, training, compliance and the resolution of disputes. This is part of how Apex keeps Students safe. Such information is processed in accordance with POPIA and the Privacy Policy.
8Communications
8.1
Transactional messages. By using the Services, you agree to receive transactional communications from Apex by email and, where it is enabled and you have provided a valid number, by WhatsApp. These relate to bookings, payments, classes (including scheduling, rescheduling and reminders), support, and account activity.
8.2
Marketing. Any marketing communications are separate. You may opt out of marketing at any time without affecting the transactional messages you receive about your bookings and account.
8.3
Communication with Tutors. All communication between the Client, the Parent or the Student and a Tutor must take place on Apex’s Custom LMS (the MyAPEX app). This allows Apex to support both parties, to keep a record of what was agreed, and to meet its child-safety obligations. Communication with a Tutor by personal phone number, personal email, SMS, WhatsApp or social media is not permitted.
8.4
Personal contact details. The Client, Parent and Student must not request, accept or exchange personal contact details with a Tutor, and must not invite or accept any connection with a Tutor on social media. If a Tutor asks for personal contact details or attempts to move communication off the platform, the Client must decline and report it to Apex.
8.5
Homework and Student work. Homework and any other work set by a Tutor is issued on Apex’s Custom LMS (the MyAPEX app), and the Student must submit that work through the platform. Work sent by email, WhatsApp, SMS or social media is outside the Services: Apex cannot record it, mark it or take responsibility for it, and a Tutor is not obliged to accept it.
9Fees And Payment
9.1
Fees. The Client agrees to pay the Fees for the Lessons in the relevant Lesson Package. Fees are quoted for the relevant grade and educational plan and are payable in advance in South African Rand, without deduction or set-off, unless a written instalment or debit-order arrangement has been agreed.
9.2
Collection on behalf of Tutors. Apex collects the Fees on behalf of the Tutors. All Fees must be paid to Apex only. The Client must not pay any Tutor directly; any payment made directly to a Tutor does not discharge the Client’s obligation to pay Apex.
9.3
Payment methods. Apex will advise the Client of the available payment methods. Local (Rand) card payments are processed through Yoco. International payments are processed through Apex’s international payment provider. Payments are handled by third-party payment providers, and Apex does not store full card numbers. Additional methods may be made available from time to time.
9.4
Third-party gateways. Where Fees are paid through a third-party payment gateway, the Client agrees to that provider’s terms. Apex is not responsible for any fees a Client incurs to a third-party provider, nor for any penalty a payment provider charges where a Client reverses a payment or provides invalid billing details.
9.5
Changes to Fees. Fees may change from time to time on 30 (thirty) days’ notice. A change in Fees will not affect a Lesson Package already paid for.
9.6
Foreign currency and exchange control. Where Fees are quoted in a currency other than the Client’s own, the Client accepts the risk of currency fluctuations and undertakes to pay the Fees in full in the stated currency, together with any levy arising from the difference in currencies. Where payment is made from one country to another, the Client is responsible for complying with any applicable exchange-control requirements.
9.7
Late payment. If the Client fails to pay before a scheduled Lesson, Apex may suspend the Lessons until payment is received, after which the suspended Lessons may be rescheduled subject to the Tutor’s availability. This does not apply to Clients paying by a valid debit-order mandate.
9.8
Transaction records. Apex will make documentation relating to concluded transactions available by email.
10Cooling-Off, Cancellation And Refunds
10.1
Electronic cooling-off. Where the Client concludes the transaction electronically, the Client may have a right to cancel within 7 (seven) days in terms of section 44 of ECTA, subject to the exceptions in that Act.
10.2
Lesson Package cooling-off. In addition, the Client may cancel a Lesson Package within 30 (thirty) calendar days of the date of payment, provided the Client has not yet started to receive the Lessons. Once the first Lesson has been received, this 30-day right falls away.
10.3
Reasonable cancellation fee. Where this Agreement or a Lesson Package is cancelled other than under the cooling-off provisions above, the Client may be charged a reasonable cancellation fee in terms of section 17 of the Consumer Protection Act 68 of 2008 (“CPA”). The fee will be determined reasonably, taking into account the reason for and circumstances of the cancellation, the number of Lessons remaining, the notice given, and Apex’s ability to reallocate the Tutor, but will be at least the equivalent of the price of 1 (one) Lesson.
10.4
Administrative costs. Any administrative charge applied to a refund will be limited to Apex’s reasonable, actual cost and will be disclosed to the Client.
10.5
Digital resources. Digital resources (such as downloadable past papers, study guides and videos) are, to the extent permitted by law, non-refundable once they have been accessed or downloaded.
10.6
Payment of refunds. Where a refund is due, Apex will pay it within 30 (thirty) calendar days of agreeing the refund, to the Client’s nominated account, using the original payment method where reasonably possible. Refunds on card payments are processed through the original payment gateway, and the time to reflect depends on that provider and the Client’s bank.
10.7
Consumer rights preserved. Nothing in this section limits any right the Client has that cannot lawfully be excluded under the CPA or ECTA.
11Lesson Packages And Lessons
11.1
Lesson description. The type and duration of the Lessons in a Lesson Package are fixed at purchase and cannot be changed without Apex’s approval, which may be withheld if a suitable Tutor cannot be sourced. A change to the Lesson description may change the Fees, and Apex will issue an updated invoice, which the Client must accept and pay to proceed.
11.2
Late arrival by Student. If the Student arrives late, the Lesson will not be extended and will end at the scheduled time. The Client should make every effort to inform the Tutor of the expected arrival time.
11.3
Late arrival by Tutor. If the Tutor is late, the Tutor must inform the Client and Apex as soon as possible with an estimated and actual arrival time. The Client will be credited with the time lost, in 5 (five) minute increments, redeemable at the Client’s election or at the end of the Lesson, taking the Tutor’s availability into account.
11.4
Confirmation of Lessons. The occurrence of each Lesson is confirmed by the Lesson Schedule, which for online Lessons includes the session log generated by Apex’s Custom LMS, and for in-person Lessons is signed by the Client at the end of the Lesson. A Lesson reflected as having occurred may not be disputed after 30 (thirty) calendar days.
11.5
Additional Lessons. Additional Lessons (for example during exam periods) will be negotiated, priced and scheduled separately, subject to Tutor availability, and may need to be paid for upfront by EFT.
11.6
Lesson preparation and materials. The Fees for a Lesson Package cover the Tutor’s time in preparing and delivering the Lessons. They do not include textbooks, workbooks, past papers, stationery or other teaching or learning material, and Apex does not undertake to supply such material as part of the Lessons. The Student should have the material required by their school or curriculum available for each Lesson. Educational resources offered or sold separately by Apex are dealt with in the General Terms & Conditions.
11.7
Third-party platforms and tools. Lessons are delivered on Apex’s Custom LMS (the MyAPEX app). A Tutor may not require or invite the Client, Parent or Student to register for, subscribe to or create an account on any third-party platform, application or service in connection with the Lessons, whether at the Tutor’s cost or the Client’s. If a Tutor asks the Client, Parent or Student to do so, the Client should decline and report it to Apex. Apex is not responsible for any third-party platform used without its prior written approval, or for any information provided to it.
12Rescheduling Of Lessons
12.1
Notice. To reschedule a Lesson, the Client must give Apex at least 6 (six) business hours’ written notice before the scheduled Lesson, business hours being 08h00 to 17h00 on a business day (Monday to Friday, excluding public holidays). For example, a Lesson at 13h00 on Tuesday should be rescheduled by 16h00 on Monday. Without adequate notice, the Client may forfeit the Lesson.
12.2
Repeated rescheduling. Repeated rescheduling may affect a Tutor’s ability or willingness to complete a Lesson Package. A refund will not be due for delays caused by the Client’s rescheduling or a resulting Tutor withdrawal.
12.3
Suspension. A Client paying for a fixed number of Lessons each month by debit order or recurring billing who needs to postpone Lessons must give Apex 30 (thirty) days’ written notice, and the Lessons will be suspended and rescheduled by agreement.
13Tutors
13.1
Different and replacement Tutors. Apex may source different Tutors for different Lessons. If the Client is not satisfied with a Tutor, Apex will endeavour to provide a suitable replacement; the Client accepts that this may take time and agrees to co-operate. Replacement requests must meet the notice requirement in the section headed “Rescheduling of Lessons”.
13.2
Withdrawal by a Tutor. A Tutor may withdraw from a Lesson Schedule on reasonable notice for genuine and urgent reasons (such as exams, work, legitimate safety concerns, family emergencies, transport problems or illness). Apex will source a replacement as soon as reasonably possible.
13.3
Grounds for refund. A replacement request or a Tutor’s reasonable withdrawal is not, on its own, a ground to cancel the Lesson Package or to claim a refund, unless Apex is unable to propose a suitable replacement Tutor within 30 (thirty) calendar days of a replacement request, or within 14 (fourteen) calendar days of a Tutor’s withdrawal.
13.4
Interim suspension. While a replacement is being sourced, Apex will suspend the scheduled Lessons in the Lesson Package, and the Client will not forfeit those Lessons.
14Non-Circumvention
14.1
Tutors are contracted to Apex and referred to the Client in good faith and at significant cost. The Client agrees not to solicit, accept or pay for Lessons from any Apex Tutor privately, and not otherwise to circumvent Apex’s role in introducing Tutors and Clients.
15Warranties
15.1
Apex. Apex warrants that the Services will be provided in a professional manner and in accordance with this Agreement. Apart from this warranty, and except for rights that cannot lawfully be excluded, Apex gives no other warranties. The Client’s sole remedy for breach of this warranty is re-performance of the Services or termination and a refund of the portion of the Fees paid.
15.2
Client. The Client warrants that it has the legal capacity to enter into this Agreement (and, if accepting on behalf of a minor, the authority to do so), and that this Agreement is binding and enforceable against it.
16Limitation Of Liability
16.1
Except as expressly provided in this Agreement or required by law, Apex is not liable for any indirect, special or consequential loss arising in connection with this Agreement. Where Apex is found liable, its liability is limited to the Fees paid for the Lesson Package from which the claim arose, unless the loss arose from Apex’s gross negligence.
16.2
Nothing in this Agreement limits or excludes any liability that cannot lawfully be limited or excluded, including liability under the CPA, liability for death or personal injury caused by negligence, or liability for harm to a child.
17Indemnity
17.1
The Client indemnifies Apex against any claim by a third party that Apex suffers as a result of the Client’s breach of this Agreement. This indemnity does not extend to loss caused by Apex’s own negligence or breach.
18Client Code Of Conduct
18.1
In dealing with Tutors and Students, the Client shall:
make all necessary information available to the Tutor before each Lesson;
use appropriate, non-discriminatory language and treat the Tutor fairly and with respect;
keep communications with the Tutor appropriate and relevant to the Lesson;
not discuss personal matters with, or seek counselling from, the Tutor;
not make inappropriate suggestions to, or send unsolicited communications to, the Tutor;
report any dispute, inappropriate behaviour or illegal activity to a Parent and/or Apex; and
where the Student is a minor, comply with the in-person safety requirements in the section headed “Child Safety and Safeguarding”.
19Cancellation And Suspension By Apex
19.1
Apex may suspend or cancel the Client’s access to the Services, and cancel future Lessons, if the Client is in material breach of this Agreement and fails to remedy that breach within 14 (fourteen) days of written notice, without prejudice to any other remedy. Either party may also terminate on 30 (thirty) days’ written notice, subject to the completion and payment of any Lessons already scheduled.
20Disputes And Governing Law
20.1
Governing law. This Agreement is governed by the laws of the Republic of South Africa, and the parties submit to the jurisdiction of the South African courts.
20.2
Internal resolution. The parties will first try to resolve any dispute informally and in good faith.
20.3
Arbitration. Failing informal resolution, a dispute between the Client and Apex (other than where urgent or interim relief is sought) may be referred to arbitration in South Africa, held in Johannesburg with only the parties and their representatives present.
20.4
Consumer remedies preserved. Nothing in this section prevents the Client from exercising any right under the CPA, including approaching the National Consumer Commission, the National Consumer Tribunal, or a court with jurisdiction.
21General
21.1
Whole agreement. This Agreement, with the documents it incorporates, is the whole agreement between the parties on its subject matter and supersedes any prior understanding.
21.2
Variation. Apex may change these terms on reasonable notice by email or by a prominent notice on its websites. Continued use of the Services after the notice is treated as acceptance of the change.
21.3
No waiver. A failure to enforce a provision is not a waiver of the right to enforce it later.
21.4
Severability. If any provision is or becomes invalid or unenforceable, it is severed and the rest of the Agreement remains in force.
21.5
Cession. The Client may not cede its rights or delegate its obligations under this Agreement without Apex’s written consent.
21.6
Electronic communication and signature. The parties agree that this Agreement may be concluded electronically and that electronic communications and signatures are valid in terms of ECTA. Notice by email is accepted and is deemed received on the date of sending.
21.7
Notices. Apex’s address for notices is 55 Richards Drive, Halfway House, Midrand, 1685, and support@apexacademiccentre.co.za. The Client’s address for notices is the address and email given on registration, which the Client may change on 7 (seven) days’ written notice.
21.8
Plain language. This Agreement is intended to be in plain and understandable language as contemplated by section 22 of the CPA. If anything is unclear, please contact us before accepting.
22How To Contact Us
22.1
Apex Academic Centre (Pty) Ltd, registration 2021/689399/07. Registered office: 346 Jan Smuts Avenue, Craighall, Johannesburg. Operating address: 55 Richards Drive, Halfway House, Midrand, 1685. Email: support@apexacademiccentre.co.za.