Terms and Conditions
Last updated: 22 July 2026
Effective date: 22 July 2026
These Terms and Conditions ("Terms") constitute a binding agreement between you and ODREN LTD (formerly SKILLFORGE.VIP LTD, name change registered on 11 May 2026), a private limited company incorporated in England and Wales, company number 15944303, with its registered office at 7 Manchester Square, London, England, W1U 3PQ ("ODREN", "SkillForge", "we", "us", "our"). ODREN operates the online platform, applications, subdomains, and services made available under the "SkillForge" brand (collectively, the "Platform").
By registering a Provider account, accessing the Platform, or purchasing a Course through the Platform, you agree to be bound by these Terms. If you do not agree, do not use the Platform.
1. Definitions
1.1 "Platform" means the SkillForge software as a service, including the Provider Pages hosted on skillforge.vip subdomains or on custom domains, the Provider dashboard, the learner experience, and all related APIs and services.
1.2 "Provider" means a natural or legal person who registers a Provider account to publish and sell training content on the Platform. Providers are our direct contractual counterparties for the Platform Services.
1.3 "Teacher" means a natural person authorised by a Provider to create, deliver, or receive revenue from Courses published under that Provider's account.
1.4 "Learner" or "End User" means a natural or legal person who purchases or accesses a Course through a Provider Page.
1.5 "Course" means any training content, live session, blended programme, examination, or credential made available on the Platform by a Provider.
1.6 "Provider Content" means all content uploaded, submitted, or otherwise made available on the Platform by a Provider or its Teachers, including videos, text, images, examinations, learning materials, trademarks, and any credentials issued.
1.7 "Platform Services" means the software services provided by SkillForge to Providers, including hosting, video delivery, payment orchestration, invoicing integrations, and dashboards.
1.8 "Fees" means the subscription fees, revenue share, transaction fees, and any other amounts payable to SkillForge under these Terms.
1.9 "Payment Processor" means Stripe Payments Europe, Limited or another regulated payment service provider integrated with the Platform to receive and disburse funds. SkillForge does not hold Learner funds.
2. Nature of the Service and role of SkillForge
2.1 SkillForge is a technology provider. We provide the Platform Services to Providers on a software as a service basis.
2.2 SkillForge is not a party to the contract between a Provider and its Learners for the sale of a Course. Each Provider sells directly to its Learners and remains responsible for the Course, the credential issued, the learner experience, tax compliance on the Course revenue, and any consumer protection obligations.
2.3 SkillForge is not a payment institution, an electronic money institution, or a crypto-asset service provider. Payment collection and disbursement occur through the Payment Processor under a separate agreement between the Provider and the Payment Processor. SkillForge acts as a platform facilitator only.
2.4 SkillForge is not an accredited education body. Certificates and diplomas issued through the Platform are issued by the Provider on the Provider's own authority. Any state, professional, or federal recognition depends solely on the Provider's own accreditation status.
3. Provider account and eligibility
3.1 To register a Provider account you must be at least 18 years old and legally able to enter into binding contracts. If registering on behalf of a legal person, you warrant that you have authority to bind that entity.
3.2 You must provide accurate, current, and complete information at registration and keep it updated. You are responsible for the security of your credentials and for all activity on your account.
3.3 We may refuse registration, suspend, or terminate any account at our discretion, in particular where we detect fraud, sanctions exposure, or violations of these Terms.
3.4 Providers based outside the United Kingdom, the European Economic Area, or Switzerland may be onboarded on a case-by-case basis, subject to additional due diligence.
4. Subscription plans, revenue share, and Fees
4.1 SkillForge offers subscription plans (currently Starter, Growth, Scale, and Enterprise) with different course limits, features, and Fees. Current prices are published at skillforge.vip/pricing and are incorporated by reference.
4.2 Fees are billed monthly in advance in EUR or CHF. In addition to the subscription Fee, SkillForge charges a revenue share on the gross Course price collected through the Platform, at the rate defined by the Provider's subscription plan.
4.3 SkillForge may change subscription Fees or revenue share rates with thirty (30) days' prior notice to the Provider. The revised terms apply from the next billing cycle. If the Provider does not accept the change, the Provider may terminate the subscription with effect from the change date.
4.4 All Fees are exclusive of VAT and any other applicable indirect taxes, which are added at the rate applicable to the Provider's place of establishment.
4.5 Payment Processor fees are separate from SkillForge Fees and are borne by the Provider. Currency conversion, chargebacks, and refund fees follow the Payment Processor's terms.
5. Provider obligations and content
5.1 The Provider is solely responsible for the Provider Content, its legality, accuracy, and suitability for the Learners it targets.
5.2 The Provider warrants that it holds all rights, licences, and permissions necessary to publish the Provider Content on the Platform and to grant the licences described in clause 6.
5.3 The Provider warrants that the Provider Content does not:
- infringe intellectual property, personality, or privacy rights of any third party
- constitute defamation, harassment, hate speech, or other unlawful content
- promote violence, self-harm, sexual content involving minors, or terrorism
- contain malware, tracking code, or code that circumvents Platform security
- misrepresent state, professional, or federal recognition of any credential
5.4 The Provider will maintain a clear published policy for Learners covering refunds, complaints, and dispute handling, in accordance with the consumer law applicable in the jurisdictions where its Learners are based.
5.5 The Provider is responsible for issuing invoices to its Learners in the correct format for its jurisdiction. Where SkillForge provides integrations for Italian SDI e-invoicing or Swiss QR-bill, the Provider remains the invoice issuer and remains responsible for compliance with local tax and invoicing rules.
6. Intellectual property and licences
6.1 The Provider retains ownership of the Provider Content. The Provider grants SkillForge a worldwide, non-exclusive, royalty-free licence to host, store, transmit, transcode, cache, back up, and display the Provider Content strictly for the purpose of operating the Platform and delivering the Course to Learners.
6.2 ODREN and its licensors own the Platform, including all software, designs, trademarks, and documentation. Nothing in these Terms transfers any rights in the Platform to the Provider. The name "SkillForge", the SkillForge logo, and related marks are trademarks of ODREN LTD.
6.3 The Provider grants SkillForge a limited right to reference the Provider's name and logo in customer lists, case studies, and marketing materials, unless the Provider opts out in writing.
7. Teachers and revenue split
7.1 The Provider is responsible for its contractual and financial relationship with its Teachers, including tax, social security, and employment classification.
7.2 Where the Provider configures a revenue split with a Teacher on the Platform, SkillForge instructs the Payment Processor to disburse the Teacher's share directly to the Teacher's connected account. SkillForge does not adjudicate disputes between a Provider and its Teachers regarding the split.
8. Payments, invoicing, and taxes
8.1 Course sales are processed by the Payment Processor. Funds flow directly from the Learner to the Provider's connected Payment Processor account, subject to the applicable revenue share and processor fees. SkillForge does not hold Learner funds at any point.
8.2 The Provider is the merchant of record for Course sales. The Provider is responsible for the correct VAT or sales tax treatment of Course sales in every jurisdiction where its Learners are based, including but not limited to:
- Italian VAT under DPR 633/1972, and the education exemption under Article 10 where applicable
- Swiss VAT under Article 21 MWSTG and the CHF 100,000 registration threshold
- UK VAT under the Value Added Tax Act 1994
- EU cross-border VAT under the OSS scheme where applicable
8.3 SkillForge issues its own invoices to the Provider for the SaaS subscription and the revenue share, in EUR or CHF as applicable.
8.4 Late payment interest accrues at the rate of the Bank of England Base Rate plus 4 percentage points per annum, or the maximum permitted by applicable law, whichever is lower.
9. Crypto and MiCA
9.1 The Platform supports Learner payments in specified stablecoins that comply with Regulation (EU) 2023/1114 (Markets in Crypto-Assets, "MiCA"), currently USDC and EURC issued by Circle. SkillForge may add or remove supported tokens with thirty (30) days' notice.
9.2 Crypto payments are settled on-chain through the Payment Processor's crypto rail or an equivalent on-ramp partner. SkillForge does not custody crypto-assets on behalf of Providers or Learners.
9.3 Providers accepting crypto payments remain responsible for the correct VAT and accounting treatment of consideration received in crypto, and for recording the fiat equivalent at the transaction time.
9.4 SkillForge does not act as a crypto-asset service provider within the meaning of MiCA. The Platform's crypto payment functionality is limited to accepting MiCA-compliant e-money tokens or asset-referenced tokens on behalf of the Provider.
10. x402 protocol and agent payments
10.1 The Platform supports the x402 HTTP payment protocol to enable machine-to-machine or agentic AI payments for Course access. Providers may enable or disable x402 support for their catalogue.
10.2 The Provider remains responsible for the terms on which its Courses are made available to autonomous agents, including any restrictions on redistribution or automated retrieval.
11. Certificates and diplomas
11.1 Certificates and diplomas issued via the Platform are issued by the Provider on the Provider's own authority. SkillForge provides the technical means, including PDF generation, digital signature integration, and blended validation workflows.
11.2 The Provider must not use the word "Diploma", "Attestato", "Titolo di Studio", or equivalent in a way that implies state or professional recognition unless the Provider has such accreditation. In Italy, only the terms permitted under domestic law and the accreditation held by the Provider may be used. In Switzerland, "eidgenössisch anerkannt" and "eidgenössisches Diplom" are federally protected and require SEFRI authorisation.
11.3 SkillForge may require Providers using the word "Diploma" to include disclaimers on Course pages and on issued documents to clarify that the credential is a private credential issued by the Provider.
12. Learner terms (incorporated for Learners)
12.1 By purchasing a Course, the Learner enters into a contract directly with the Provider. Where the Learner is a consumer, the Learner benefits from the mandatory consumer protection rules of the Learner's country of residence, which prevail over any conflicting term of these Terms.
12.2 EU and UK consumers have a right of withdrawal of 14 days from the day of purchase for distance contracts, subject to the exception in Article 16(m) of Directive 2011/83/EU (as retained in the UK) for digital content supplied on a non-tangible medium where the consumer has given prior express consent to begin performance and has acknowledged the loss of the right of withdrawal.
Consumer notice: When you buy a digital course, we may ask you to expressly consent to immediate delivery. If you do, you lose the 14-day withdrawal right for the parts of the course you have accessed.
12.3 Refund policies for Learners are set by each Provider and published on the relevant Provider Page. SkillForge is not liable for refund disputes between a Provider and a Learner.
13. Data protection
13.1 SkillForge processes personal data in accordance with the SkillForge Privacy Policy at /privacy, the UK GDPR, the EU GDPR, and the Swiss FADP.
13.2 For personal data processed by SkillForge as a processor on behalf of the Provider, the Provider and SkillForge enter into a Data Processing Agreement, incorporated by reference, based on the UK IDTA and the EU Standard Contractual Clauses (Modules 2 and 3), and reflecting the requirements of the revised Swiss FADP.
13.3 The Provider is the data controller for the personal data of its Learners in respect of Course delivery and issuance of credentials. SkillForge is the data controller for the personal data of the Provider's authorised users and for Platform operations data.
14. Availability, support, and maintenance
14.1 SkillForge targets an uptime of 99.5 percent per calendar month, excluding scheduled maintenance and events beyond its reasonable control. Uptime is not a guarantee unless expressly provided in a written SLA on the Enterprise plan.
14.2 Standard support is provided via email at support@skillforge.vip during business hours (Monday to Friday, 09:00-18:00 CET), excluding UK, Italian, and Swiss public holidays.
15. Suspension and termination
15.1 The Provider may terminate its subscription at any time with effect from the end of the current billing cycle from the dashboard. Fees already paid are non-refundable except where required by law.
15.2 SkillForge may suspend or terminate access immediately in the case of:
- material breach of these Terms not cured within 14 days of written notice, or immediately for breaches incapable of cure
- non-payment of Fees more than 15 days past due
- suspicion of fraud, money laundering, sanctions breach, or illegal content
- an order or requirement from a competent regulator or court
15.3 On termination, the Provider retains the right to download its Provider Content for 30 days, after which SkillForge may delete it, subject to legal retention obligations.
16. Warranty disclaimer
16.1 The Platform Services are provided on an "as is" and "as available" basis. To the fullest extent permitted by law, SkillForge disclaims all warranties, express or implied, including fitness for a particular purpose, non-infringement, and any warranty that the Platform will be uninterrupted or error-free.
17. Liability
17.1 Nothing in these Terms limits or excludes liability for death or personal injury caused by negligence, fraud, fraudulent misrepresentation, or any other liability that cannot be limited or excluded under English law.
17.2 Subject to clause 17.1, SkillForge's aggregate liability to a Provider in any 12-month period is limited to the total Fees actually paid by that Provider to SkillForge in that period.
17.3 Subject to clause 17.1, SkillForge is not liable for indirect, consequential, or special losses, loss of profit, loss of business, loss of reputation, or loss of data.
17.4 SkillForge is not liable to Learners for Course content, credential validity, or refunds. The Provider indemnifies SkillForge against any Learner claim arising from the Provider's Course, credential, or conduct.
18. Indemnity by Provider
18.1 The Provider shall indemnify and hold harmless SkillForge, its affiliates, officers, employees, and agents against any and all losses, damages, costs, and expenses (including reasonable legal fees) arising out of:
- breach of these Terms by the Provider or its Teachers
- infringement of any third party right by the Provider Content
- any tax liability of the Provider that is asserted against SkillForge
- any regulatory claim relating to the Provider's accreditation, credentials, or professional conduct
19. Confidentiality
19.1 Each party shall treat as confidential all non-public information disclosed by the other in connection with these Terms, and shall not disclose it to any third party except as required by law or to its professional advisers under a duty of confidence.
20. Anti-bribery, sanctions, and compliance
20.1 Each party shall comply with all applicable anti-bribery and anti-corruption laws, including the UK Bribery Act 2010.
20.2 The Provider warrants that it, its beneficial owners, and its Teachers are not subject to sanctions by the UK, EU, US, or Swiss authorities. SkillForge may screen accounts and payments and may block or reverse any transaction that is or appears to be sanctioned.
21. Changes to the Terms
21.1 SkillForge may amend these Terms from time to time. The updated Terms will be published at skillforge.vip/terms with the "Last updated" date modified accordingly.
21.2 Material changes will be notified to Providers at least 30 days before they take effect. Continued use of the Platform after the effective date constitutes acceptance of the updated Terms. If the Provider does not accept the change, the Provider may terminate its subscription with effect from the date the change takes effect.
22. Assignment
22.1 The Provider may not assign or transfer any of its rights or obligations under these Terms without SkillForge's prior written consent. SkillForge may assign these Terms to an affiliate or to a successor entity in connection with a merger, acquisition, or sale of assets.
23. Force majeure
23.1 Neither party is liable for delay or failure to perform its obligations (other than payment obligations) due to events beyond its reasonable control, including acts of God, war, terrorism, epidemic, strike, telecommunications failure, or governmental order.
24. Notices
24.1 Notices to SkillForge must be sent in writing to legal@skillforge.vip with a copy by post to ODREN LTD, 7 Manchester Square, London, England, W1U 3PQ.
24.2 Notices to the Provider are given by email to the address on the Provider's account and are deemed delivered on transmission.
25. Governing law and jurisdiction
25.1 These Terms are governed by the laws of England and Wales.
25.2 The courts of England and Wales have exclusive jurisdiction over any dispute arising out of or in connection with these Terms, save that:
- consumer Learners may bring proceedings in the courts of their country of habitual residence in accordance with mandatory consumer protection rules
- Swiss-based Providers may agree in writing to submit specific disputes to arbitration in Zurich under the Swiss Rules of International Arbitration
26. Entire agreement
26.1 These Terms, together with the Privacy Policy, the Cookie Policy, and any order form or plan-specific terms, constitute the entire agreement between the parties in relation to the Platform and supersede all prior agreements and representations.
27. Contact
Questions about these Terms:
- Legal: legal@skillforge.vip
- Support: support@skillforge.vip
- Postal: ODREN LTD, 7 Manchester Square, London, England, W1U 3PQ, United Kingdom