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Study Buddy Learning – Terms of Use

Effective Date: 12-10-2020

Welcome to Study Buddy Learning!

This website, application, platform and any service offered under the name “Study Buddy Learning” (“Platform”) is operated and owned by Higher Level Learning, Inc. and its related entities or body corporates (“HLL”, “us”, “we” and “our”). We are pleased to invite you to use HLL Services (described in Section 2 below). Please be sure to read and understand the Terms of Use that you see below, before you use the Services.

These Terms of Use are important because they:

·            Outline your legal rights on HLL;

·            Explain the rights you give us when you use the Services; and

·            Describe the rules you need to follow when you use the Services.

If you have any questions or comments regarding the Terms of Use or the Services, please contact us at [email protected]

1              Applicability  and Acceptance of Terms

1.1          Who do these Terms of Use apply to?

These Terms of Use apply to all: (i) parents or legal guardians (“Parents”), who use our Services to subscribe to the online and in-person activities that we offer on our Platform such as tutoring, learning programs, high-quality classes, and other similar events (“Classes”); and (ii) service providers, who use our Services to conduct the Classes (“Instructors”). The Parents, Instructors, and all visitors who access the Services are collectively referred to as “you”, “your” or “Users”.    

1.2          Are these Terms of Use the only terms that I need to comply with?

In addition to these Terms of Use, you are required to comply with our Privacy Policy and any other additional terms set out on our website that may be applicable to you:

·            If you are a Parent, the Additional Terms for Parents will apply to you; and

·            If you are an Instructor, our Additional Terms for Instructors will apply to you.

These Terms of Use along with our Privacy Policy and the additional terms as applicable to you are collectively referred to as the “Agreement” and will govern your use of HLL’s Services.  

1.3          How do I accept the Agreement?

By accessing or using the Services, or by checking the box to confirm that you agree to our Terms of Use and Privacy Policy, you confirm that you accept and agree to comply with the Agreement. If you do not agree to the Agreement, you must not use the Services. 

1.4          Will the Agreement ever change?

At HLL, we are constantly evolving and improving our Services and offerings. An introduction of new Services, changes in technology, legal requirements, or our business needs might cause us to change the Agreement over time, and you should review this page periodically.

After each change to the Agreement, HLL will send you an email notification and update the ‘Effective Date’ found at the top of this page. If you continue to use the Services after any modification of the Agreement, you are taken to have accepted the changes to the Agreement from the Effective Date.

2              HLL Services and User Registration

2.1         What are HLL’s Services?

HLL’s Services comprise of making the online Platform available to its Users that allows Parents and Instructors to connect in order to provide the Classes to students subscribing for such Classes (“Students”) (whether online or in person, as applicable), designing the courses made available on the Platform, carrying out periodic assessments of the Students through our proprietary software, liaising between the Parents and the Instructors through our education specialists and providing such other support services as may be necessary from time to time. However, Users are responsible for their interaction with other Users. HLL urges the Users to be careful, and make necessary enquiries before dealing with other Users.

2.2         What do I have to do to use the Services?

Firstly, you will need to create an HLL Service account. Without an account, you can visit and browse the Platform, but you will not be able to book any Classes if you are a Parent, or offer any services if you are an Instructor. You may use the Services only in accordance with this Agreement and all applicable local, state, national, and international laws, rules, and regulations. 

We may also allow you to connect with us using a third-party service such as social media platforms like Facebook etc. or your email service. When you use a third-party service to connect with us, you allow us to access and use your information that is stored with the third-party service and to save your log-in details for that service.

If you are an Instructor, we may even create an account on your behalf using publicly available information gathered via search engines such as Google or otherwise.

User Registration & Eligibility

HLL maintains different types of accounts for Users. You can register as a Parent or as an Instructor. If you are registering on behalf of an entity or an organization then, whenever we refer to ‘you’ in the Agreement, we mean both ‘you’ and that entity. By registering on behalf of an entity or organization, you also represent and warrant that you have the required authority to enter into the Agreement on behalf of such entity or the organization, and to bind it by the Agreement. 

You may register only if you can legally form a binding contract with HLL. You will need to be of sufficient legal age (in most cases this would be 18 years) to register for the Services. You may not allow your child (who is less than the legal age) to use the Services without you registering on his/her behalf.

User Account

If you register for the Services, you will be asked to enter your personal information such as your name, email id, and to create a password. HLL encourages you to use a distinct and non-obvious password to keep your account secure.

You agree to provide and maintain true, accurate, current, and complete information about yourself during the registration process. You will not use any pseudo name or assumed name to register for the Services. If you have been removed from the Services previously, do not register yourself again for the Services. Any information that HLL collects during the registration process will be used in accordance with its Privacy Policy.

If you connect to HLL with a third-party service account such as Google or Facebook, you give us the permission to access and use your information from that service provider, and store your log-in credentials for that service provider.

You are responsible for keeping your account information and password secure, and for all activities that takes place under your account. HLL is not liable for any loss that arises from an unauthorized use or access of your account or from your failure to provide us accurate information. Also, you may never use another User’s account without our permission. If you observe any unauthorized use of your account, you should immediately change your password and notify HLL at [email protected] 

2.3         What are my rights in the Services?

Once your account is created and you accept the Agreement, you will have a limited license to use the Services for your personal and non-commercial use in accordance with the Agreement and any applicable law, rules, and regulations.

HLL also grants you limited, non-exclusive, non-sublicensable, freely revocable license to use HLL Technology (defined in Section 5 below) for the limited purpose of enjoying the benefit of the Services. You will be entitled to use the Services and HLL Technology until you close your account voluntarily, or until HLL closes your account under the Agreement.

Except as specified in the Agreement, you do not have any other right or interest in the Services or HLL Technology.

2.4         Can the Services be modified or discontinued by HLL?

HLL may modify or discontinue whole or any part of the Services. Such modification or discontinuation of the Services may be temporary, or permanent.

HLL may also place general limitations and restrictions on the Services. These restrictions may be in the form of storage limitations (such as the period for which your data will be retained in the Services), or usage limitation (such as the number of Classes that you can book in a single instance), or the number of Students for whom you can book Classes, etc.  

Where such changes or limitations to the Services adversely affect you, HLL will try to bring these to your prior attention. However, a prior notice may not always be possible or practical, in which case we retain the right to make these changes without notice or liability of any kind.

3              Our Role

3.1          What is our role in the Classes?

Our main role is to act as an intermediary between the Parents and the Instructors and our responsibilities under these Terms are limited to facilitating the conduct of the Classes by the Instructors. In this regard, the Parents acknowledge and agree that:

·            The Classes are provided solely by the Instructors and we are not responsible for execution of such Classes; and

·            We do not endorse any Instructor or set or control the manner in which they conduct the Classes. Our education specialists will liaise between the Parents and the Instructors from time to time and assist them in communicating requirements and resolving disputes, if any, in order to enhance the user experience. However, the conduct of the Classes will continue to remain the responsibility of the concerned Instructor.

3.2          Do we control Users interaction in physical Classes?

Where the Classes are chosen to be conducted physically, it will entail in-person interaction between the Student/Parent and the Instructor. We do not, and cannot control such interactions with the Instructors and we expressly disclaim any liability arising from such interactions. We request the Parents to make necessary inquiries about the Instructor before scheduling in-person classes with any Instructor.

3.3          Do we guarantee improvement in Students’ academic performance?

We facilitate the provision of high quality Classes to the Students with the Instructors maintaining good quality service standards and aim at gradual improvement in the Students’ performance. Towards this motto, we do undertake reasonable quality control measures and carry out necessary assessments of the Students and checks on the Instructors from time to time. Based on the performance of the Students and assessments undertaken by us and the Instructors, we may suggest corrective measures to the Parents for improving the Students’ performance and the Parents need to implement such measures to ensure improvement.

Additionally, it is our constant endeavor to achieve gradual improvement in the Students’ performance, and the requirements to meet these goals include the Parents to ensure the following:

·            Student attends, is present and participates in the Classes regularly;

·            Student carries out all assignments given by the Instructor and the school in a timely manner;

·            Student revises the concepts taught by the Instructor and undertakes the periodic assessments assigned by the Instructor;

·            Parents keep us and the Instructor duly informed of the Student’s performance in school and share all report cards and assessments undertaken by the school; and

·            Any difficulty faced by the Student in the Classes is communicated to the Instructor and our education specialists in a timely manner. 

However, the Parents understand and acknowledge that despite all such measures, we cannot provide any warranty or guarantee whatsoever with respect to the academic performance of the Students.

3.4          Do we assure satisfaction?

We do ensure that the Parents and Students subscribing for the Classes are satisfied with the assigned Instructor and with the Classes undertaken. Therefore, in case a Parent is not satisfied with the assigned Instructor, he/she may notify us within a reasonable period by emailing us at [email protected] and request for an alternate Instructor. In case a Parent wishes to cancel an ongoing subscription (monthly or annual) and seek a refund, he/she must contact us on or before 21st day of the ongoing calendar month in accordance with Section 1.3 of the Additional Terms for Parents.       

4              Rights in User Content, Feedback, etc. 

4.1          Does the content that I put on the Platform become HLL’s property?

While using the Services, you may post, upload, or submit certain information, text, images, data, documents, sound recordings, lyrics, graphics or any music, audio, or video (“User Content”). Between you and HLL, you retain all ownership rights in the User Content. You agree that any User Content that you post will conform with the User Guidelines stated in Section 6.

As we rely upon your rights to upload or distribute User Content, you must ensure that you have the legal rights and authority to submit the User Content to HLL and to grant rights that you have granted to HLL under the Agreement.

4.2          What are my Rights in the Feedback that I provide?

During your use of the Services, you may also provide feedback, reviews, comments, or ratings to another User or HLL (“Feedback”). Between you and HLL, you retain all ownership rights in the Feedback. You agree that any Feedback that you post will conform with the User Guidelines stated in Section 6. It is your responsibility to back up any of your User Content to your own systems. We do not guarantee that the Platform will be available at all times.

4.3          What are HLL’s rights in User Content and Feedback?

Grant of License in User Content and Feedback

By using the Services, and uploading User Content and providing Feedback you grant HLL a worldwide, perpetual, royalty free, transferable, and sub-licensable right and license to use, adapt, host, copy, store, display, perform, distribute, modify (such as for making sure the content is viewable on mobile devices), create derivative works of and reproduce such User Content and Feedback in any media to enable HLL to operate the Services.  

You agree that HLL is entitled to use the User Content and Feedback in accordance with its Privacy Policy. Specifically, HLL may make available User Content and Feedback to the following persons or entities:

·            Service providers whose services HLL uses to deliver the Services; or

·            To third parties, if required by law or in the good faith belief that disclosure is necessary to enforce the Agreement, comply with HLL’s legal obligations, respond to claims that User Content or Feedback infringe any third-party rights, or to protect the rights, property, and safety of Users or HLL.

Dealing with User Content and Feedback

You agree that HLL is entitled to take the following actions if deemed appropriate with respect to User Content and Feedback:

·            Influence, censor, monitor or verify the User Content and Feedback; and

·            Refuse, remove, edit, or delete any User Content and Feedback.   

Responsibility and liability for User Content and Feedback

HLL is not liable for any loss or damage that arises from the use of User Content and Feedback by HLL. For example, if an Instructor receives not-so-good Feedback from other Users, HLL is entitled to publish the Feedback on the Platform and will not be responsible if this causes the Instructor to lose business. 

5              Rights in Services, HLL Technology and Other Rights 

5.1          HLL’s rights in Services and HLL Technology

You agree that HLL and its licensors own all legal rights, title and interest in and to the Services and all materials made available to you in connection with the Services including without limitation, all software, images, graphics, code, text, logos, trademarks, service marks, designs, copyrights, patents, music, audio, and video (collectively “HLL Technology”) and all related intellectual property rights.

You acknowledge that the Services, HLL Technology, and all related intellectual property rights are protected by the Agreement and one or more trademark, copyright, patent, trade secret and other laws, regulations, and treaties.

You agree not to sell, license, rent, copy, reproduce, adapt, modify, translate, create derivative works of, decompile, reverse engineer, exhibit, publish, display, distribute, disseminate, create derivative works of, or otherwise attempt to extract source code from any HLL Technology. 

5.2          HLL’s rights in Children’s Data shared with HLL?

All Children’s Data (defined in our Privacy Policy) that HLL receives from school organizers, Parents or Students themselves is collected and used for providing the Services in accordance with its Privacy Policy.

6              User Guidelines

6.1          Are there any guidelines for Users?

HLL asks you to respect the Services and other Users. Please follow these rules about what to do and what not to do when you are using the Services or posting User Content or Feedback (“User Guidelines”).

Necessary Conduct

In using the Platform, you must:

·            Always act courteously and politely to us and to any other User;

·            Strictly comply with any policy and terms displayed on the Platform; and

·            Obey all laws whatsoever (including international law) which may apply in respect of your use of the Platform and your relationship with other Users and us, and ensure you do not do anything which is likely to result in you or us breaching any law, regulation, rule, code or other legal obligation.

Prohibitions

In using the Platform, you agree that you will not:

·            Do anything illegal or to promote any illegal activities: This means that you will comply with all laws, rules and regulations that apply to use of the Services. This also means that you will comply with all terms and conditions of the Agreement;

·            Send unwanted messages: Do not contact other Users for any purpose unrelated to the Services, or attempt to collect other User’s passwords or other personal information for the purpose of sending unsolicited email or other electronic communications to them. Do not stalk, harass, intimidate, mock or ridicule or make any User uncomfortable in any other way;

·            Do any unauthorized activities: What this means is that you cannot use the Services to create a similar platform, or translate, license, or alter the HLL Technology for your use or for the use of another person. You cannot seek the source of HLL Technology, or translate, sub-license, copy, extract, disassemble or utilize any part of the HLL Technology. This also means that you cannot alter or remove any trademark or proprietary marks or logo on the HLL Technology, or register an alternate profile if you have been removed from the Platform previously;

·            Annoy or scam other Users: No spam, chain mails, bulk mails, no posting about any pyramid schemes, club memberships, or any other business opportunity;

·            Violate another User’s rights: This means that you cannot invade another User’s privacy, or use their personal data or Children’s Data for commercial purposes or in a manner that violates their rights or applicable law;

·            Disrupt or mess with the proper working of the Services: This means that you cannot upload, promote, or distribute software viruses or any other kind of computer code, programs or files that attempt to interrupt, disrupt, destroy, or limit the functionality of any computer software or hardware or telecommunications equipment. You are also prohibited from framing or enclosing the HLL Technology or any part of the HLL Technology or interfering with servers or networks connected to the Services, or with the services and networks of the service providers whose services HLL uses to deliver the Services. What this also means is that you cannot hack into HLL Technology, or do anything that creates an undue burden on the Services or the networks or services connected to the Services. You cannot conduct vulnerability tests or scans on HLL Technology or attempt to make any unauthorised modifications to HLL Technology or the Services. And that you cannot circumvent, disable, or otherwise interfere with security related features of the Services or features that prevent or restrict use or copying of any HLL Technology;

·            Except to the extent applicable law allows, reverse engineer HLL Technology in any manner, using automated or manual software;

·            Pretend to be someone you are not: What this means is that you cannot impersonate any other person or entity, attempt to hide your identity, pretend to be affiliated with any person or entity, or to possess any qualifications that you do not have. This also means that you cannot provide false or misleading identification, contact or payment information;

·            Post any vulgar or offensive Content: Do not post any User Content that contains nudity, sexually graphic material or material that is threatening, abusive, harassing, defamatory, libelous, obscene, invasive, hateful, or racially, ethnically, or otherwise objectionable; or

·            Violate intellectual property rights: You must not upload, post, or transmit User Content that infringes the copyright, trademark or other intellectual property or proprietary rights of any other User or any third party.

6.2          Inquiries on Instructors

The Instructors follow the policies of their individual sites that may or may not require them to undergo background checks. Also, we assume that our classroom teachers have undergone background checks by the school where they are engaged. However, HLL does not carry out any independent background checks on the Instructors. Therefore, HLL encourages Parents to vet Instructors and make independent enquiries to find if the Classes they offer are safe, legal, and appropriate for Students.  

7              Recordings

7.1          Will HLL record the Classes and who owns rights in such recordings?

HLL enables recording of all group Classes (“Recordings”). Between you and HLL, HLL retains all ownership rights in the Recordings. HLL uses these Recordings in accordance with its Privacy Policy to provide and improve the quality of its Services, to provide customer support to Users, and for compliance purposes.

7.2          Can Parents record the Classes?

Parents may, upon request, be permitted to record certain Classes strictly for personal use.  You agree not to share the Recordings with any Instructors, Parents, or third parties who did not subscribe to the concerned Classes on HLL.

7.3          Consent to record Classes

You acknowledge that Instructor and Students who attend the Classes will be visible in the Recordings and can be personally identified over the Recordings. You consent and permit HLL (and all parties involved in providing this recording facility) to collect, record, store and use these Recordings, details of the Classes, and likeness of Instructors and Students who attended the Classes. You may request the deletion of any such Recordings in accordance with our Privacy Policy.

HLL retains the Recordings of the Classes for a period of 1 year after the date the applicable Classes were conducted. HLL may at its discretion delete these Recordings earlier in the following circumstances:

·            If a Parent requests deletion of their child’s personally identifiable information; or

·            If HLL considers it reasonably necessary or is required to do so under applicable law.

8              Other things you may want to know

8.1          Right to engage third parties

You agree to HLL engaging certain third parties to provide technical or other services relating to the Services.  Please see our Privacy Policy to understand the extent to which any affiliate or third party may have access to your account information and User Content.

8.2          Third Party Sites and Content

As part of the Services, we may include or recommend third party resources, or links to websites, content, and applications that are owned and operated by third parties over whom we have no control. These external websites or resources are governed by independent terms and conditions and privacy policies which you must review before using such websites or resources.

You agree that HLL is not responsible for the following aspects of these third-party websites or resources:

·            For the availability of third-party websites and resources;

·            For the accuracy, legality, or appropriateness of the content on third-party websites and resources; and

·            For losses of any kind that you may suffer from using or relying on the third-party websites and resources.

8.3          How does HLL respond to Copyright or other intellectual property rights violations?

By way of policy, HLL responds to alleged infringement notices under Digital Millennium Copyright Act of 1998 (“DMCA”).

If you believe that your copyrighted work has been used in a way that infringes your rights and is accessible via the Services, please notify our Copyright Manager at [email protected]

In your notice, please include the following information:

·            Identify the specific copyrighted work that you believe is infringed;

·            Identify the web pages within the Services that contain the copyrighted work that you believe has been infringed. Where available, include the contact information of the person you believe is responsible for infringing the copyright;

·            Provide your mailing address, telephone number and email address. If you are submitting the notice on behalf of an entity, include the name of the entity, your job title and role in the notice;

·            A statement that you have a good faith belief that the owner of the copyright, its agent or the law has not authorized the use of such material; and

·            A statement, made under penalty of perjury, that the above information is accurate, and that you are the copyright owner or are authorized to act on behalf of the owner.

HLL may close account of the Users who infringe the intellectual property rights of others.

9              Legal Terms

9.1          Your indemnity to HLL

You agree to indemnify, defend, and hold HLL, its subsidiaries, affiliates, licensors, advertisers, and other partners, and their employees, agents, officers, and directors (collectively “HLL and others”) harmless from and against claims, liabilities, damages (actual and consequential), losses and expenses (including legal and other professional fees) arising from:

·            Your violation of any term and condition of the Agreement;

·            Your violation of any applicable law, rule, or regulation including of the Children’s Online Privacy and Protection Act (“COPPA”);

·            Your use of the Services and any actions taken under your account (taken with or without your permission);

·            Your violation of rights of any third party including their right to privacy and their intellectual property rights; and

·            Any information, User Content or Feedback submitted by you.

9.2          Disclaimer of Warranty by HLL

To the maximum extent allowed by applicable law, you agree to the following:

·            HLL provides the Services on an “as is” and “as available” basis;

·            HLL provides the Services without any warranties of any kind, whether such warranties be specified or implied in law such as implied warranties and conditions of merchantability, fitness for a particular purpose and non-infringement;

·            HLL does not warrant that the Services will meet all your requirements, are un-interrupted, are free from viruses or other harmful codes, or are error free. HLL does not warrant that any defects or errors in the Services will be corrected;

·            Any content that you download or otherwise obtain through use of the Services is downloaded at your own risk. HLL does not warrant that such content is accurate, reliable, or correct. You are responsible for any damage to your computer system or other device or loss of data resulting from the download or use of any such content;

·            Any checks that HLL may conduct on Instructors are only for HLL’s benefit. HLL does not assume responsibility or make any representations or warranties about the conduct of Instructors or other Users; and

·            HLL does not endorse, assume responsibility, warrant, or guarantee the authenticity, quality, safety, legality, or appropriateness of the Classes. HLL is not a party to, and does not monitor any transaction between Users.

Some jurisdictions do not allow the exclusion or limitation of certain warranties, so only those limitations which are lawful in your jurisdiction will apply to you.

9.3          Exclusions and Limitation of Liability

Exclusion of Liability

You agree that to the maximum extent allowed by applicable law, HLL and others will not be liable to you for indirect, special, incidental, consequential, or exemplary damages including without limitation, damages for loss of profits, goodwill, use, data, or other intangible losses from your use of the Services, or from your inability to use the Services.

You agree that to the maximum extent allowed by applicable law, HLL and others will be not be liable or responsible in the following instances:

·            Your use and inability to use the Services; 

·            Delay or disruptions of the Services;

·            Errors, mistakes, or any inaccuracies of content on the Services;

·            Statements or conduct of Users, or any third party providing any services related to the operations of Services;

·            Viruses, or other harmful components transmitted using Services by any User or third party;

·            Unauthorized access or use of HLL network or servers or any personal information stored therein;

·            Your failure to protect the confidentiality of any passwords or access rights to your account; or

·            Personal injury or any damage to property resulting from your use of the Services or in course of the Classes.

Limitation of Liability

You agree that to the maximum extent allowed by applicable law, the aggregate liability of HLL and others (under contract, tort, negligence, strict liability, or any other legal basis) under or in connection with the Agreement will not exceed (the greater of) US$ 100 or the sum you have paid to HLL. This limitation of liability will apply even if HLL and others have been advised of the possibility of such liability.   

If you are a California resident, you agree to waive California Civil Code Section 1542, which says: “A general release does not extend to claims which the creditor does not know or suspect to exist in his favor at the time of executing the release, which if known by him must have materially affected his settlement with the debtor.” In case you are a resident of another jurisdiction, you agree waive any comparable statute or doctrine.

9.4          Can I use the Services outside the United States of America?

The Services are controlled and operated by HLL from its offices in the State of California. The Services are only licensed for use within the United States of America and its territories. HLL does not make any representation that the Service or any content on the Services will be available or are appropriate for use in your location outside the United States of America.

9.5          What law applies to my use of the Services?

If you are a resident of the United States, the Agreement and the relationship between you and HLL will be governed by the laws of the State of California, United States of America, without regard to its conflict of law provisions.

Even if you avail the Services from outside the State of California, you agree that all Services will be taken to be performed entirely in California, United States of America. You also agree that the exclusive jurisdiction for all disputes that may arise between you and HLL will be federal and state courts located in San Francisco County, California.

9.6          What do I do if I think I have a legal claim against HLL?

Initial Dispute Resolution

For any dispute with HLL, you agree to first contact us at [email protected] and attempt to resolve the dispute with us informally. 

Each of you and HLL will use best efforts to settle the dispute, claim, question, or disagreement relating to the Agreement, or your use of the Services (the “Claims”) directly through discussion and good faith consultation.

Initiating a formal Claim

In the unlikely event that HLL has not been able to resolve a dispute it has with you after sixty (60) days, then either of you or HLL may initiate binding arbitration by JAMS, Inc. (“JAMS”) under the Optional Expedited Arbitration Procedures.  

The arbitration will be conducted in San Francisco County, California. Each of you and HLL will have the right to use legal counsel in connection with arbitration at its own expense.

The decision of the arbitrator will be final and binding on each of you and HLL. The arbitrator will have the authority to grant whatever relief would be available in a court under law or in equity. The arbitrator’s award will be in writing and provide a statement of the essential findings and conclusions, will be binding on each of you and HLL and may be entered as a judgment in any court of competent jurisdiction. The interpretation and enforcement of these Terms of Use shall be subject to the Federal Arbitration Act.

Injunctive and equitable relief

Each of you and HLL will also have the right to approach courts in San Francisco County, California to obtain any injunctive or other equitable relief.

Class Action and Class Arbitration Waiver

Each of you and HLL agree to conduct the arbitration in your respective individual capacities only and not as a class action or other representative action. Each of you and HLL expressly waive the right to file a class action or seek relief on a class basis.

Notwithstanding any law or statute to the contrary, you agree that any cause of action or claim arising out of or related to use of the Services or the Agreement must be initiated or filed within 1 year after such cause of action or claim arose or be forever barred.

10           Termination 

10.1       Can I close my account?

You can close your HLL account at any time through the account closure feature provided on the Platform or by contacting us at [email protected] Please refer to our Privacy Policy to understand how we treat your information after you stop using our Services.

10.2       Can HLL suspend or close my account?

HLL may in its discretion temporarily suspend your account preventing you from using the Services, or close your account in the following instances:

·         If you breach the Agreement;

·         If you are inactive for an extended period;

·         If we discontinue or materially modify the Services or any part of the Services;

·         If HLL in its discretion considers it necessary; or

·         If we experience unexpected technical or security issues.

HLL will try to inform you before suspending your account. If your account is closed, you may not be able to access your User Content. In case we elect to close your account, we will endeavor to provide you thirty (30) day notice so that you may retrieve any User Content stored on HLL servers.

We may not provide you such advance notice or allow you to retrieve your User Content, if we believe it is not possible, practical, legal, in the interest of someone’s safety or security, or otherwise harmful to the rights or property of HLL.

HLL is not liable for any loss that arises because you are unable to retrieve your User Content or receive refund or credit for any fees or charges paid by you owing to suspension or closure of your account.

11           Medical Waiver, Release and Assumption of Risk

11.1       Acknowledgement

The novel Coronavirus, COVID-19, has been declared a worldwide pandemic by the World Health Organization. COVID-19 is extremely contagious and is believed to spread from person-to-person contact, by contact with contaminated surfaces, and even possibly through the air. Similar to COVID-19, there may be other contagious diseases and viruses that may evolve in future and may cause illness or death of the person contacting them.

Given the contagious nature of COVID-19 or other viruses and diseases, you acknowledge that HLL cannot prevent you and your family from becoming exposed to, contracting, or spreading of such viruses and diseases while taking or providing in-person Classes. Therefore, you recognize that there is an inherent risk that by taking in-person Classes, you may be exposing yourself and your family to and/or increasing the risk of contracting or spreading COVID-19 and other viruses and diseases.       

11.2       Assumption of Risk

By accepting this Agreement, you hereby agree to have read and understood the above warning concerning COVID-19 and other contagious viruses and diseases. Therefore, you are providing or taking in-person Classes with full awareness and appreciation of the risks involved for you and your family and, hereby voluntarily choose to accept the risk of being exposed to, contracting, and/or spreading COVID-19 and/or other viruses and diseases arising from such Classes.

11.3       Waiver of Lawsuit/Liability

You hereby forever release and waive your right to bring any suit against HLL and its owners, officers, directors, managers, officials, agents, employees, or other representatives in connection with exposure, infection, and/or spread of COVID-19 and/or other viruses and diseases related to providing or taking in-person Classes. You understand that this waiver means you giving up your right to bring any claims including for personal injuries, death, disease or property losses, or any other loss, including but not limited to claims of negligence and give up any claim you may have to seek damages, whether known or unknown, foreseen or unforeseen.

12           Miscellaneous      

12.1        Assignment of rights

HLL may assign HLL’s rights under the Agreement without your approval. You may not transfer or assign this Agreement, or any rights and licenses granted to you under the Agreement.

12.2       Agreement may not be modified by our employees

No employee of HLL is authorised to modify the terms of the Agreement. You must not rely on any statement made by any employee of HLL or anyone who claims to be acting on behalf of HLL.

12.3       Entire Agreement

The Agreement, together with any amendments and any additional agreements you may enter with HLL in connection with the Services, constitute the entire agreement between you and HLL concerning the Services. These supersede all previous agreements and understanding between you and HLL.

12.4       Independent Contractors

This Agreement does not (and is not intended to) create an agency, partnership, joint venture, employer-employee, or franchisor-franchisee relationship of any kind between any User and HLL.

12.5       Withholding of taxes

You will be responsible for paying withholding, filing, and reporting all taxes, duties, and other governmental assessments in connection with the Services. If HLL considers necessary, HLL may do any of the above-mentioned activities on your behalf or for itself as it sees fit.

12.6       Severability

If any provision of this Agreement is found to be invalid by a court of competent jurisdiction, the invalidity of such provision will not affect the validity of the remaining provisions of the Agreement, which will remain in full force and effect. 

12.7       Waiver

If HLL fails to exercise any right or any provision under the Agreement, HLL will not be said to have waived such right or provision. Waiver of any right or provision of the Agreement by you or HLL, will not prevent either of us from exercising such right or provision in future.

12.8       Notices

If HLL intends to send you a notice:

You allow HLL to send you any Services related notices by email using the email address provide by you.

If you intend to send HLL a notice:

If you have any questions about the Agreement, your account, or any Services you have requested, please email us at [email protected]

12.9       Survival

Any provision of the Agreement which by its nature should survive termination of the Agreement, will continue to apply to you even the Agreement is terminated.

By way of example, your obligation to indemnify HLL, any limitations on HLL’s liability, any terms regarding ownership or intellectual property rights, and terms regarding disputes between you and HLL will continue to apply even after termination of the Agreement.