Upskill Terms and Conditions
These Upskill Terms and Conditions (the “Terms”) govern the license and use of Upskill. These Terms, together with any order constitute the valid, complete and binding contract between the user of Upskill and Upskill itself.
1. Definitions and Interpretation
Under these Terms unless the context otherwise requires, the following words have the following meanings:
1.1 Business Day means any day which is not a Saturday, Sunday or public holiday in the United Kingdom.
1.2 B2B Candidate means a Candidate that has been registered to use the Upskill App by a third party and which has been paid for by that third party.
1.3 B2C Candidate means a Candidate that has purchased the Upskill App themselves.
1.4 Candidate(s) / You / Your means either an individual candidate, or an individual who is authorised to access the content through a secure network at/via their affiliation with an Institution or employer as a current student or employee, and everyone who accesses and/or uses the Upskill App. References in these Terms to ‘You’, ‘Your’ or ‘Candidates’ are interchangeable.
1.5 Confidential Information means any information, however conveyed or presented, that is proprietary or confidential and is either clearly labelled as such or ought to reasonably be considered to be confidential information.
1.6 COVID-19 means the disease known as coronavirus disease (COVID-19) and the virus known as severe acute respiratory syndrome coronavirus 2 (SARS-CoV-2).
1.7 COVID-19 Event means an event of delay caused by, or arising from or in relation to Covid-19 that prevents or delays the performance of nay obligations under these Terms, including (but not limited to):
1.7.1 Any illness, quarantining, shielding or self-isolation (including, but not limited to, precautionary self-isolation) of key staff of Cambridge or the Candidate where the decision to quarantine or self-isolate is recommended or mandatory by the Government;
1.7.2 Any recommended or mandatory measures introdcued by the Government intended to prevent or delay the spread of Covid-19.
1.8 Institution means any accredited educational institution or any corporation or business entity purchasing tests for its organisation.
1.9 Intellectual Property Rights means all Intellectual property rights of CUP&A or the University of Cambridge including any patent, rights to inventions, utility models, copyright and related rights, database rights, registered design, trademarks, trade names, logos, service marks, business and domain names, rights in trade dress or get-up, rights in goodwill or to sue for passing off, rights in designs, rights in computer software, moral rights, rights in confidential information (including know-how and trade secrets) and any other Intellectual property rights, in each case whether registered or unregistered and including all applications for and renewals or extensions of such rights, and all similar or equivalent rights or forms of protection in any part of the world.
1.10 Licence means the limited permission granted to specified Candidates to use Upskill under these Terms.
1.11 Payment means the monies paid by the Candidate(s) for the Services and Third-Party Services as relevant to Upskill App.
1.12 Policies means the data protection, privacy and confidentiality policies notified to you from time to time.
1.13 Service / Services means the service(s) to be delivered by CUP&A through this application.
1.14 Talview means the company that provides remote proctoring integration to monitor any malpractice during a live test.
1.15 Test Report means the automatically generated results that provide details on the Candidate’s performance based on the answers provided in their test.
1.16 Third Party / Third Party Services means the services to be delivered by other entities including Talview and not by CUP&A.
1.17 Upskill App means the application available for download on Google Playstore and IOS App store. The Upskill App is the property of Cambridge University Press & Assessment
1.18 Upskill Assessment Content means all material contained in Upskill including without limitation all the content, style and format of the Upskill assessment by Cambridge.
1.19 Upskill means the Upskill test owned and or managed by Cambridge University Press & Assessment.
2.1 Upskill is provided and owned by the Chancellor, Masters and Scholars of the University of Cambridge acting through its departments Cambridge University Press & Assessment (“CUP&A”) of Shaftesbury Road, Cambridge, CB2 8EA, United Kingdom.
2.2 Your purchase and use of [the Upskill App and its materials are] governed by these Terms, and by entering and using the Upskill App, its materials and any other websites notified to You as part of Your registration for and use of Upskill from time to time, You confirm that You agree to, and are bound by, these Terms.
3.1 You must purchase or register for Upskill directly or through your institution.
3.2 We value the integrity and reliability of our tests and therefore have strategies, such as statistical analysis, that counter attempts at cheating and other forms of malpractice. The investigation of suspected malpractice cases may delay results. We reserve the right not to issue results for those candidates who breach our rules and regulations, or to cancel results if we believe the scores are invalid.
3.3 If you have any enquiries or concerns about Upskill, please contact upskillsupport@cambridge.org without delay and they will deal with your enquiries and concerns and provide the relevant information.
3.4 We will not give feedback on your performance for individual questions. All the available information is given in your Test Report.
Upskill is for Candidates aged 18 years and over and to be used only for its sole purpose of assessing a Candidates capability in the English language.
4.1 B2B Candidates
4.1.1 Each Candidate must register for Upskill. This can be done either by the Candidate being registered by an organisation that has a licence for Upskill or they can register themselves following the instructions on the Upskill App.
4.1.2 On registration, a code will be provided to the Candidate which needs to be entered when using the Upskill App to access the test.
4.1.3 Once the code has been entered and verified, the Candidate will be taken to the test within the Upskill App where they can complete the same in lines with the guidance provided on the Upskill App.
4.2 B2C Candidates
4.2.1 Each Candidate must register for Upskill by purchasing through the Payment gateway.
4.2.2 On registration, the test will be automatically enabled on the Upskill App to access.
4.2.3 The Candidate can complete the same in lines with the guidance provided on the Upskill App.
4.3 Test Report
4.3.1 You warrant that You shall not modify or in any way alter the Test Report from the original format in which it was delivered by Upskill.
4.3.2 The Upskill writing and speaking tests are assessed with the support of auto-marking processes which means we are able to provide a result to you in the quickest possible way.
4.3.3 If you feel that the auto-mark you have received is inaccurate, you can contact us on upskillsupport@cambridge.org to discuss a review of the test however, we cannot give any guarantee that a review of the auto-mark will be carried out.
4.3.4 Should a review be carried out of the auto-mark, please note that the decision of the person undertaking the review is final, and in the unlikely event that Your mark changes, your mark could go up or down.
4.3.5 Upskill was designed to provide an indication of each Candidates’ level of English language capabilities in relation to the Common European Framework of Languages (“CEFR”). The results are intended for use in developmental contexts, such as understanding a Candidate’s level of ability on completion of a course of study. The results are not intended for use in making decisions that will have a significant impact on the Candidate’s future.
4.3.6 For the avoidance of doubt, we take no responsibility for the use of Upskill in situations where it was used for the above mentioned purposes.
5.1 All of the intellectual property rights subsisting in Upskill, the Test Report and its original content (including without limitation all text, images and ancillary materials provided in or with the Upskill App) are and shall remain owned and be the intellectual property of CUP&A.
5.2 You acknowledge that the Test Report is made available to You solely for the purpose of Your use of Upskill as provided for in these Terms.
5.3 You may not copy, reproduce or distribute Upskill or any element of it or the Test Report for any purpose other than as set out in these Terms.
5.4 ALL SOUNDS, ASSESSMENT CONTENT, TEST MATERIALS AND TECHNICAL INFRASTRUCTURE ARE OWNED BY CUP&A.. SUCH INTELLECTUAL PROPERTY RIGHTS ARE PROTECTED BY INTERNATIONAL COPYRIGHT AND DATABASE RIGHTS LAWS AND MUST NOT BE USED, DISPLAYED, MODIFIED, ADAPTED, DISTRIBUTED, TRANSMITTED, TRANSFERRED, PUBLISHED OR OTHERWISE REPRODUCED IN ANY FORM BY ANY MEANS OTHER THAN STRICTLY IN ACCORDANCE WITH THESE TERMS OR BY THE EXPRESS WRITTEN AUTHORITY OF CUP&A..
5.5 All other rights are reserved.
Your use of Upskill is subject to applicable terms of Our Data Protection and Privacy Statement, which is found at https://www.cambridge.org/legal/privacy, as updated from time to time.
You acknowledge that personal data provided in relation to registering for the use of Upskill and receiving a Test Report on the completed test is collected for the purposes of Upskill. You consent to this data being disclosed to, processed and stored by Us for the purposes of such administration.
We may also share Your personal data with other third parties as detailed in our privacy policy. We may, in connection with the relevant tests, process Your personal data to analyse or predict aspects about your performance or behaviour and also make decisions about Your behaviour or performance (including marking Your test answers) using technology without any human involvement: a process that You may also see referred to as auto-marking. Your rights in relation to auto-marking are set out within the privacy policy detailed above.
Upskill will be monitored and invigilated using Artificial Intelligence (AI) based remote proctoring provided by Talview and test sessions will be recorded using Talview’s system. You consent to Your personal data being disclosed to and processed by Talview for such purposes.
We will be able to access and review the recording of the test sessions and this includes reviewing any recorded test session where malpractice is suspected which may lead to a Candidate’s results being withheld if malpractice is confirmed.
You understand that your personal data may be processed in an anonymous form for statistical and research purposes by Us.
Taking Upskill requires uninterrupted access to the internet, power supply, web sites or services that are not owned or controlled by us including but not limited to the remote proctoring services provided for Upskill by Talview. We do not have control over and assume no responsibility for such access or services. You further acknowledge and agree that we shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with use of or reliance on any such access or services.
In addition to these Terms, your use of Upskill is also subject to separate terms and conditions and privacy policies governing the use of the Talview’s terms and conditions and privacy policy in relation to remote proctoring of Upskill as may be updated by them from time to time.
We do not assume and shall have no liability for the actions, facilities, omissions or other services that are due to be provided by an Institution or other third party in connection with the services You request from them. You should carefully review their privacy statements and other conditions of use.
We are not liable for any direct, incidental, indirect, consequential special, punitive or similar damages arising out of access to, use of, acceptance by or interpretation of the results by any third party, or any errors or omissions in the contents of Upskill. In any event, our maximum liability is limited to re-supplying Upskill.
Upskill and any related services may contain links to other sites. If you click on a third-party link, you will be directed to that site. Please note that these external sites are not operated by us, unless expressly stated otherwise. Therefore, we strongly advise you to review the privacy policy of these websites. We have no control over and assume no responsibility for the content, privacy policies, or practices of any third-party sites or services.
8.1 Use. If You become aware of any misuse of, or any security breach in connection with these Terms that could compromise the security or integrity of Upskill or otherwise adversely affect Cambridge English, you shall promptly notify Us and fully co-operate with Us to remedy the issue as soon as reasonably practicable.
8.2 Changes. We reserve the right, at our sole discretion, to modify or replace these Terms at any time. We also reserve the right to change, limit or discontinue any aspect, content or feature of Upskill as well as the site or platform on which Upskill is made available. If a revision is material we will try to provide reasonable notice prior to any new terms taking effect. What constitutes a material change and what constitutes reasonable notice will be determined at our sole discretion.
8.3 Jurisdiction. These Terms (and all non-contractual obligations arising out of or in connection with it) shall be governed by and construed in accordance with the laws of England and Wales. and any dispute arising out of the supply and purchase of Upskill shall be subject to the exclusive jurisdiction of the English Courts. Each party irrevocably agrees to submit to the exclusive jurisdiction of the courts of England over any claim or matter arising under or in connection with these Terms.
8.4 Force Majeure. CUP&A shall have no liability to an Institution, Candidate or third party under these Terms if it is prevented from or delayed in performing its obligations under these Terms, or from carrying on its business, by acts, events, omissions or accidents beyond its reasonable control, including, without limitation, strikes, lock-outs or other industrial disputes, failure of a utility service or transport or telecommunications network, act of God, war, riot, civil commotion, malicious damage, compliance with any law or governmental order, rule, regulation or direction, accident, breakdown of plant or machinery, fire, flood, storm, a COVID-19 Event or default of Cambridge English or its sub-contractors.
8.5 Entire Agreement. These Terms together with Our privacy policy, any payment method instructions and/or any order acknowledgement, constitute the entire agreement between CUP&A and You with respect to the purchase, supply and use of Upskill.
8.6 Delay or Non-performance. We will not be deemed to be in breach of these Terms or held liable to the Candidate for any delay in performance or failure to perform any of Our obligations to the Candidate to the extent that such delay or non-performance is due to any cause beyond Our reasonable control.
8.7 Termination. We may terminate or suspend Your access to, or use of, any ordering or other features of Upskill, without notice, for any conduct that We believe is disruptive to Upskill or is in violation of any applicable law or these Terms, including without limitation any infringement of Our Intellectual Property or other rights.
8.8 Severance. If any provision or part-provision in these Terms are or become invalid, unenforceable or illegal, it shall be deemed modified to the minimum extent necessary to make it valid, legal and enforceable and to the greatest extent possible to give effect to the commercial intention of the parties. If such modification is not possible, the relevant provision or part-provision shall be deemed deleted. Any modification to or deletion of a provision or part-provision shall not affect the validity and enforceability of the rest of these Terms.
8.9 Waiver. No failure or delay by CUP&A to exercise any right or remedy provided under these Terms or by law shall constitute a waiver of that or any other right or remedy, nor shall it preclude or restrict the further exercise of that or any other right or remedy. No single or partial exercise of such right or remedy shall preclude or restrict the further exercise of that or any other right or remedy.
8.10 Notices. Any notice required to be given under these Terms shall be in writing and shall be delivered by hand or sent by pre-paid first-class post or recorded delivery post to the address set out below:.
FAO: General Counsel
Shaftesbury Road
Cambridge
CB2 8EA
United Kingdom
8.11 Language Version. In the event that these Terms are translated into any language other than English, the terms of the English Language version shall prevail.
8.12 Contact. In the event of any comments or questions concerning these Terms then please contact us through our Helpdesk on upskillsupport@cambridge.org .