Legal
Terms of Service
Learning by Design is a service brand of ExceedXD. These terms govern consulting engagements booked under the Learning by Design brand.
About the parties
Learning by Design is the public service brand under which consulting engagements are marketed and delivered. Contracts, invoices, and payments are executed by and payable to ExceedXD, the legal entity behind the brand.
Engagements and scope
Each engagement is defined by a written scope statement — deliverables, timeline, and the materials required from the client. Work outside the agreed scope is quoted separately before it begins.
Payment terms
Fixed-fee engagements are invoiced per the agreed schedule, typically 50% to begin and 50% on delivery. Invoices are due within 15 days. Retainers and program engagements are billed monthly.
Confidentiality
Client course materials, institutional data, and engagement discussions are treated as confidential and are not shared outside the delivery team. We are happy to sign a client-provided NDA.
Student data and FERPA
Our work centers on course shells, syllabi, assessments, and design materials. Because a live course shell typically contains student names, submissions, discussion posts, and grades, we may encounter student information in the course of an engagement — and some retention-focused analyses draw on grade or completion data. Any such information is accessed only as needed for the agreed scope, treated as confidential, and handled consistent with FERPA and the client's institutional policies. Where a client requests analysis of student-level records, a separate data-handling agreement is executed first. We prefer de-identified or aggregate data wherever it will answer the question.
Use of AI tools
We use AI tools to support drafting and production work. We do not enter student data, personally identifiable information, or client-confidential records into AI tools. Client materials are used in AI tools only with the client's agreement, and only in tools that do not train on submitted content. All AI-assisted output is reviewed by a member of our team before delivery.
Ownership of deliverables
On full payment, the client owns the deliverables produced for the engagement — course maps, module designs, assessments, rubrics, and enablement documents. We retain ownership of our underlying methods, frameworks, templates, checklists, and tooling, together with the right to reuse general knowledge and de-identified patterns learned during the work. Client materials remain the client's property throughout.
Cancellation and rescheduling
Scheduled sessions may be rescheduled with at least two business days' notice. An engagement may be cancelled in writing by either party; the client is responsible for work completed up to the cancellation date, and deposits covering scheduled delivery time are non-refundable within ten business days of the scheduled start. Delays in providing course materials or faculty feedback may shift the delivery schedule.
Limitation of liability
Our services are advisory and design services. Findings related to accreditation, regular and substantive interaction, attendance, credit-hour practices, or accessibility are flags for institutional review, not legal determinations; final determinations rest with the client's compliance, accreditation, and financial aid offices. To the extent permitted by law, our total liability arising from an engagement is limited to the fees paid for that engagement, and neither party is liable for indirect or consequential damages.
Governing law
These terms are governed by the laws of the state in which ExceedXD is organized, without regard to conflict-of-law rules. Where a client's procurement process requires different terms, those are addressed in the engagement contract.
Questions
Questions about these terms? Email learn@exceedxd.com.