MoroAK — Terms of Service

September 2026

1 · Who we are and how to reach us

1.1 These Terms of Service ("Terms") are a contract between you and MOROAK-NEY LTD, a company incorporated in England and Wales under company number 15533213, whose registered office is at Verona, Globe Road, Leeds, England, LS11 5FH ("MoroAK", "we", "us"). MoroAK operates the Platform, contracts with every buyer and is the seller of record on every sale.

1.2 MoroAK Educação Inova Simples (I.S.), registered in Brazil under CNPJ 60.604.134/0001-43, whose registered office is at Rua Professor Guido Straube, 75, conj. 601, Vila Izabel, Curitiba, Paraná, CEP 80320-030, Brazil ("MoroAK-BR") is our Brazilian affiliate. It is not a party to these Terms and sells nothing on the Platform. Its role is to pay educators who are resident in Brazil, under the Educator Agreement. Advisory services are provided by MoroAK under separate terms and are not governed by these Terms.

1.3 You can contact us at info@moroak.com or on +44 7380 695425. Formal notices under these Terms must be sent to legal@moroak.com.

1.4 For data protection purposes, MoroAK is the controller of everything on the Platform, wherever you live — including in Brazil. MoroAK and MoroAK-BR are joint controllers of one thing only: the data processed in paying an educator who is resident in Brazil. The Privacy Notice sets out what each is responsible for, where to go to exercise your rights, and who our representatives are.

2 · What these Terms cover, and what takes precedence

2.1 These Terms govern your access to and use of moroak.com and the services available through it (the "Platform"). They apply whether or not you hold an account.

2.2 Other documents apply in addition to these Terms in defined circumstances. Where there is a conflict, the order of precedence is:

2.3 A document higher in that order prevails over a lower one only to the extent of the conflict and only on the subject it governs. These Terms continue to apply to everything the higher document does not address.

2.4 The Privacy Notice is not in this hierarchy. It describes how we process personal data and it is not overridden by any other document.

2.5 The Platform Policy is not in this hierarchy either. It is a public description of how content on the Platform is classified and who the Platform recognises as a user. It is not part of the binding contractual stack, and where it and any document in the table differ, the document in the table governs.

3 · Accepting these Terms

3.1 If you create an account or buy a product, you accept these Terms at that point, and we record your acceptance under clause 3.2. If you only read publicly available content, the parts of these Terms that apply to you are clauses 5, 7.1, 9 and 11, and they apply because you are using the Platform rather than because you have signed a contract. A link to these Terms appears on every page.

3.2 Where you create an account, you will be asked to accept these Terms expressly. We record the version, the language displayed and the time of your acceptance. The version and language shown to you at the moment you accept are the ones that bind you, and changing your display language afterwards does not change what you agreed.

3.3 You must be at least 18 years old to create an account.

3.4 If you accept these Terms on behalf of an organisation, you confirm that you have authority to bind it, and "you" means that organisation.

4 · Your account

4.1 You must give accurate registration information and keep it current. You must confirm your email address before your account becomes active.

4.2 You are responsible for keeping your credentials confidential and for everything done through your account. Tell us promptly at info@moroak.com if you believe your account has been used without your authorisation.

4.3 You may not share an account, sell it, or transfer it to anyone else.

4.4 You may close your account at any time by writing to info@moroak.com. Before the closure completes we provide you with a copy of everything you have bought, and we do not complete it until you have had a reasonable opportunity to take it. Closure and the deletion of your personal data are described in the Privacy Notice.

4.5 Where it is necessary to investigate a problem you have reported or to provide support you have asked for, an administrator may view the Platform as it appears to you. That access is read-only: an administrator cannot buy anything, change your settings, send anything from your account or delete anything. Every such access is recorded with the administrator's identity, the reason and the time, and we tell you by email each time it happens. The Privacy Notice explains this.

5 · What the Platform is, and what it is not

5.1 MoroAK is professional knowledge infrastructure. We validate the credentials of educators, we publish structured educational content, and we provide tools that help professionals analyse questions in their own field.

5.2 Nothing on the Platform is legal, tax, financial, accounting or other professional advice, and nothing on it creates a professional relationship between you and MoroAK, between you and any educator, or between you and any author of any content. Content is structural and educational. It describes how rules and systems work; it does not tell you what to do in your situation.

5.3 You remain responsible for your own professional judgement. If you are advising a client, you are advising them, not MoroAK.

5.4 Content may be produced with the assistance of automated tools, including artificial intelligence. Where that is so, it is stated. Automated assistance does not change clause 5.2.

5.5 Jurisdictional coverage varies by content. A tool or article addressing one jurisdiction does not state the law of another.

6 · Validation, authority and publication

6.1 Educators who wish to publish or sell on the Platform pass through a validation process described in Schedule 1 to the Educator Agreement.

6.2 What validation means. We check that the credentials an educator presents are internally consistent, that the supporting documents they supply correspond to what they claim, and that their submitted work meets our structural standards. A human administrator takes every adverse validation decision, and no adverse validation outcome is produced by software alone. Where Schedule 1 to the Educator Agreement provides that content is treated as validated because a time limit passed, that outcome favours the educator and is automatic by design.

6.3 What validation does not mean. It is not an endorsement of any opinion expressed, a guarantee of the accuracy of any statement, a professional accreditation, a licence to practise, or a substitute for your own due diligence. We do not verify credentials with the issuing institution unless we say so.

6.4 Publication on the Platform does not make MoroAK the author of, or responsible for, an educator's content. Educators are responsible for what they publish. They do not sell it — MoroAK does, under clause 8.2 — and that is why clause 11.4 puts the conformity of a product on MoroAK.

6.5 Where we offer trial or promotional access, its scope and duration are stated at the time of the offer. Promotional access can be withdrawn at the end of the stated window and confers no continuing entitlement.

6.6 MoroAK publishes no reviews of products at present. Where MoroAK publishes reviews, it will publish only reviews written from an account that bought the product reviewed, and it will check that before publishing. Those reviews will be published whether they are favourable or not; MoroAK will not pay for them and will not edit them. If MoroAK ever publishes reviews it has not verified in that way, it will say so beside them.

7 · Acceptable use

7.1 You must not:

(a) use the Platform for any unlawful purpose, or in breach of any applicable law;

(b) misrepresent your identity, your qualifications or your affiliation;

(c) copy, scrape, mirror, republish, resell or redistribute Platform content except as these Terms or the Terms of Sale expressly permit;

(d) circumvent, disable or test any access control, entitlement check, rate limit or security measure, or attempt to access any account, data or system you are not authorised to access;

(e) upload or transmit anything that contains malicious code, or that infringes another person's rights;

(f) use automated means to access the Platform other than by a publicly documented interface, or at a volume that degrades the service for others;

(g) use the Platform, or content obtained from it, to train a machine-learning model, without our prior written consent.

7.2 We may investigate suspected breaches and take the steps described in clause 12.

8 · Purchases

8.1 Products and services sold on the Platform are governed by the Terms of Sale, which are presented before you buy and which you accept at the point of purchase.

8.2 The seller is MoroAK, as identified in clause 1.1, on every sale to every buyer, including where the product was created by an educator and including where you are in Brazil and pay by Pix. Your contract is with us and with nobody else.

8.3 Prices are shown in pounds sterling, and the price displayed is the total payable and is inclusive of any applicable tax. We add nothing at the payment step. If you are in Brazil and pay by Pix, the price is shown in Brazilian Reais and Brazilian IOF is charged on top by the payment system — clauses 4.1 and 4.5 of the Terms of Sale explain it.

8.4 Refunds and cancellation rights are set out in clause 6 of the Terms of Sale, which is the whole of them — there is no separate refund policy. Nothing in that clause affects your statutory rights as a consumer.

9 · Intellectual property

9.1 The Platform, its software, its design, the MoroAK name and logo, and all content we publish ourselves belong to MoroAK or to our licensors.

9.2 Analytical frameworks published on or through the Platform are the intellectual property of their author and are cited as such. Nothing in these Terms grants you a licence to use them beyond the personal and professional use described in clause 9.3.

9.3 What you may do with content you have lawfully accessed. You may read it, use it in your own professional work, and quote short extracts with attribution. You may not republish it, sell it, incorporate it into a product, or make it available to anyone who has not obtained their own access.

9.4 You keep ownership of everything you submit. You grant us a non-exclusive, worldwide, royalty-free licence to host, store, reproduce, adapt for format, translate, publish, and display it on and in connection with the Platform, for as long as it remains published and for a reasonable period afterwards for archival and legal purposes. You confirm that you have the rights to grant that licence.

9.5 If you believe content on the Platform infringes your rights, write to legal@moroak.com identifying the content, the right you hold and the basis of your complaint. We will investigate and, where appropriate, remove it.

10 · Availability and changes to the Platform

10.1 We aim to keep the Platform available, but we do not guarantee that it will be uninterrupted or error-free. We may suspend access for maintenance, and will give notice where it is practicable to do so.

10.2 We may add, change or discontinue features. Where a change materially reduces a paid feature you rely on, clause 6.7 of the Terms of Sale applies — you may cancel and receive a full refund of the most recent charge, within fourteen days of our telling you.

10.3 We may change these Terms only where there is a valid reason: a change in the law or in regulatory requirements, a change in how the Platform works, the introduction or withdrawal of a feature, a change in our costs, or the correction of an error. We will publish the amended version with its date and notify account holders by email at least thirty days before it takes effect, whether or not we consider the change material. If you do not accept a change you may tell us before it takes effect and close your account without charge, and you keep access to everything you have already bought. No change ever applies to a purchase already made.

11 · Liability

11.1 Nothing in these Terms limits or excludes our liability for death or personal injury caused by our negligence, for fraud or fraudulent misrepresentation, or for any liability that cannot lawfully be limited or excluded.

11.2 If you are a consumer, we are responsible for loss you suffer that is a foreseeable result of our breach of these Terms or our failure to use reasonable care and skill. We are not responsible for loss that is not foreseeable. If you are a consumer in Brazil, that sentence does not cut down the full reparation guaranteed by article 6, VI of the Código de Defesa do Consumidor, including damages for moral harm. If you are a consumer in the European Union, it does not cut down any liability the law of your own country does not permit us to limit, and it never applies where we have acted in bad faith. Your statutory rights are unaffected, and clause 11.3 does not apply to you.

11.3 If you use the Platform in the course of a business, we are not liable for loss of profit, loss of business, loss of anticipated savings, loss of data, or indirect or consequential loss; and our total liability arising out of or in connection with these Terms is limited to the greater of the amounts you paid us in the six months before the claim arose, and £100.

11.4 We are the seller of every product on the Platform, including one written by an educator, and we are responsible to you for whether it is as described, of satisfactory quality and fit for a purpose you told us about — clause 7 of the Terms of Sale, sections 34 to 36 of the Consumer Rights Act 2015, Articles 7 and 8 of Directive (EU) 2019/770, and articles 18 and 20 of the Código de Defesa do Consumidor. What we are not responsible for is an educator's professional opinion as such, or a decision you take on the basis of a product's output, because the products are informational and the judgement is yours. Clause 5.2 applies. Nothing in this clause limits our responsibility for the product itself.

12 · Suspension and termination

12.1 We may suspend or close your account, or remove content, if you materially breach these Terms or any document above them in the hierarchy at clause 2.2, or if we are required to do so by law.

12.2 Except where the breach is serious or where the law requires immediate action, we will tell you what the problem is and give you a reasonable opportunity to put it right before we suspend or close your account.

12.3 If we close your account, you keep access to everything you have already bought. We will remove access to a product you have paid for only where a court orders it, where the purchase itself was fraudulent, or where you have redistributed that product in breach of clause 8 of the Terms of Sale — and in that last case we will first tell you what we say you have done, give you a reasonable opportunity to answer and to stop, and refund the price of any product whose access we then remove.

12.4 An educator leaving the Platform does not remove products that buyers have already purchased. Those buyers keep their access, and clauses 9.2A and 13.5 of the Educator Agreement govern what happens to that educator's published work — the licence ends save so far as it is needed to keep serving the buyers who bought before it ended.

12.5 Clauses 5.2, 9, 11, 12.3, 12.4 and 17 survive termination.

13 · Personal data

13.1 We process personal data as described in the Privacy Notice, which forms part of our relationship with you but is not a term of contract under these Terms.

13.2 Where you are an educator and you receive personal data of learners through the Platform, you do so as an independent controller and you are responsible for your own compliance.

14 · Complaints

14.1 If something goes wrong, write to info@moroak.com. We will acknowledge within two business days and respond substantively within five working days.

14.2 If your complaint concerns a payment, a refund or a receipt, write to billing@moroak.com. We acknowledge and respond on the same timescale as clause 14.1.

14.3 We do not currently subscribe to a consumer alternative dispute resolution scheme, and we are telling you that because we are required to say whether we do. The European Commission's Online Dispute Resolution platform ceased operating on 20 July 2025 and is not available. For educators, Schedule 1 Part G of the Educator Agreement provides an appeal and an offer of mediation, and that is unaffected by this clause.

14.4 Nothing in this clause prevents you from bringing proceedings, or from complaining to a supervisory authority about our handling of your personal data.

15 · Events outside our control

15.1 We are not liable for failure to perform caused by an event beyond our reasonable control, including failure of a third-party hosting, payment or communications provider. We will take reasonable steps to resume performance.

16 · General

16.1 Entire agreement. These Terms, together with the documents listed at clause 2.2, are the whole agreement between us on their subject matter.

16.2 Severance. If a provision is found unenforceable, the rest continues in force.

16.3 No waiver. A delay in enforcing a right is not a waiver of it.

16.4 Assignment. You may not transfer your rights under these Terms. We may transfer ours to a company that acquires our business, or to an affiliate, only if your rights under these Terms and under the Terms of Sale are not reduced — including your continuing access to what you have bought and the commitments in clause 5.4 of the Terms of Sale. We will tell you at least thirty days before we do, and if the transfer would reduce your rights you may close your account and take a refund under clause 5.4 of the Terms of Sale.

16.5 Third parties. Nobody other than you and us has any right to enforce these Terms.

16.6 Language. These Terms are published in English, Brazilian Portuguese and Spanish. The English text is the original. Each is a translation of one instrument, not a separate contract, and the version that binds you is the one you read and accepted. Where a translated version does not resolve a question of interpretation, the English text governs that question and nothing else. Nothing in this clause removes any mandatory right of a consumer to receive information in their own language.

17 · Governing law and jurisdiction

17.1 These Terms are governed by the law of England and Wales, and the courts of England and Wales have non-exclusive jurisdiction. That is the law of the country in which MoroAK is incorporated and from which it operates the Platform. If you are a consumer, that choice cannot deprive you of the protection of the mandatory rules of the country where you habitually reside — Article 6(2) of Regulation (EU) 593/2008 and its retained-law equivalent — and those rules apply to you in any event. You may bring proceedings against us either in the courts of your own country or in the courts of England and Wales; we may bring proceedings against you only in the courts of your own country. Clauses 17.2 to 17.5 say so in terms.

17.2 If you are a consumer, clause 17.1 does not take anything away from you. You keep every protection that cannot be derogated from by agreement under the law of the country where you habitually reside, and you may bring proceedings in the courts of that country.

17.3 If we bring proceedings against you and you are a consumer, we will bring them only in the courts of the country where you habitually reside. Clause 17.1 gives us no wider right than that.

17.4 If you are a consumer domiciled in Brazil, the Código de Defesa do Consumidor applies to your use of the Platform of its own force, whatever clause 17.1 says, and the courts of your own domicile are competent under article 101, I of that Code.

17.5 If you are not a consumer, clause 17.1 applies without the qualifications in clauses 17.2 to 17.4.