STUDENTS TERMS AND CONDITIONS OF ACCESS OR USE
Ivy Minds Learnings Solutions Private Limited having its registered office at [•] (hereinafter referred to as “Ivy Minds“, “we“, “us“, or “our“) provides an online platform that offers online educational courses in all disciplines, online, distinct, correspondence courses, coaching classes for any stream, any level, any profession designed for parents to find and book classes for the benefit of their child or children (the “Services”), which Services are accessible at [•] and any other websites through which Ivy Minds makes the Services available (collectively, the “Site“) and as applications for mobile, tablet and other smart devices and application program interfaces (all collectively, the “Application“)
By accessing or using the Site, Application or Services or by downloading or posting any content from or on the Site, via the Application, You would be indicating that You have read, and that You understand and agree to be bound by these terms and receive Our Services (“Terms of Services” or “Terms”), whether or not You have registered with the Site and/or Application.
Therefore, please read these Terms of service before accessing or using the Site, Application or Services or downloading or posting any content from or on the Site, via the Application or through the Services, carefully as they contain important information regarding your legal rights, remedies and obligations.
If You do not agree to these Terms, then You have no right to access or use the Site, Application, Services, or Collective Content (as defined below).
If You are using the Site, Application or Services then these Terms of Service are binding between You and Ivy Minds.
In addition to other words and expressions that may be defined elsewhere in these Terms, unless the context otherwise requires, the following capitalized terms wherever used in the Agreement shall have the meanings as ascribed hereunder:
“Course(s)” means educational courses listed by Ivy Minds on the Site and/or Application.
“Course Fees” means the amounts that are due and payable by a Student for enrolment of Course.
“Collective Content” means Member Content and Ivy Minds Content.
“Listing” means Courses/Programs that are listed by Ivy Minds as available via the Site,
Application, and Services.
“Listing” means Courses/Programs that are listed by Ivy Minds as available via the Site, Application, and Services.
“Member” means students who completes Ivy Minds’s account registration process, as described under “Account Registration” in Clause 7 below.
“Member Content” means all Content that a Member posts, uploads publishes, submits, transmits, or includes in their Listing, Member profile or Ivy Minds promotional campaign to be made available through the Site, Application or Services.
“Payment Method” means a payment method that You have added to your Ivy Minds Account, such as a credit card, debit card or net banking.
“Student” means a Member who enrols for Courses on Application or Site, in case of minor student the parent or guardian who enrol their child or ward for the Courses on Application or Site.
“Tax” or “Taxes” mean any direct and indirect taxes, including any Goods and Services Tax (GST) levied by the Parliament or any State Legislature, that Ivy Minds may be required by law to collect and remit to any tax authority, and any taxes that Ivy Minds may be required by law to withhold and remit to any tax authority.
“Ivy Minds Content” means all Content that Ivy Minds makes available through the Site, Application, Services, or its related promotional campaigns and official social media channels, including any Content licensed from a third party, but excluding Student Content.
3. Terms of Service
By using the Site, Application or Services, You agree to comply with and be legally bound by the terms and conditions of these Terms, whether or not You become a registered user of the Services. These Terms govern your access to and use of the Site, Application and Services and all Collective Content (defined above), and constitute a binding legal agreement between You and Ivy Minds.
In addition, certain areas of the Site and Application (and your access to or use of certain aspects of the Services or Collective Content) may have different terms and conditions, standards, guidelines, or policies posted or may require You to agree with and accept additional terms and conditions. If there is a conflict between these Terms and terms and conditions posted for a specific area of the Site, Application, Services, or Collective Content, the latter terms and conditions will take precedence with respect to your use of or access to that area of the Site, Application, Services, or Collective Content.
If You do not agree to these Terms, You have no right to obtain information from or otherwise continue using the Site, Application or Services. Failure to use the Site, Application or Services in accordance with these Terms may subject You to civil and criminal liabilities.
The Site, Application and Services comprise an online platform which creates Listings for Courses and Students may learn about and enrol for the Course directly through the Site and Application.
You acknowledge and agree that, by accessing or using the Site, Application or Services or by downloading or posting any Content from or on the Site or via the Application, You are indicating that You have read, and that You understand and agree to be bound by these Terms and receive Our Services, whether or not You have registered with the Site and Application. If You do not agree to these terms, then You have no right to access or use the Site, Application, Services, or Collective Content. If You accept or agree to these Terms on behalf of a company or other legal entity, You represent and warrant that You have the authority to bind that company or other legal entity to these Terms and, in such event, “You” and “Your” will refer and apply to that company or other legal entity.
vy Minds reserves the right, at its sole discretion, to modify the Site, Application or Services or to modify these Terms and Course Fees, at any time and without prior notice. We will also update the “Last Updated” date at the top of these Terms. By continuing to access or use the Site, Application or Services after we have posted a modification on the Site or via the Application or have provided You with notice of a modification, You are indicating that You agree to be bound by the modified Terms. If the modified Terms are not acceptable to you, your only recourse is to cease using the Site, Application and Services.
Use of the Site, Application and Services is available only to persons who can form legally binding contracts under Indian laws. The Site, Application and Services are intended solely for persons who are 18 years of age or older. The use of the Site, Application and Services is also not available to persons whose membership has been suspended or terminated by Ivy Minds for any reason whatsoever. Any access to or use of the Site, Application or Services by anyone under 18 years is expressly prohibited. By accessing or using the Site, Application or Services You represent and warrant that You are 18 years or older.
6. Usage of Site, Application or Services
The Site, Application and Services can be used to facilitate the Students to enrol for Courses. Such Courses are included in Listings on the Site, Application and Services by Ivy Minds. You may view Listings as an unregistered visitor to the Site, Application and Services; however, if You wish to enrol for the Courses, You must first register to create an Ivy Minds Account (defined below).
Ivy Minds makes available an online platform which provides various online Courses for the Students. Unless explicitly specified otherwise in the Ivy Minds platform, Ivy Minds’s responsibilities are limited to facilitating the availability of the Courses through the Site, Application and Services.
7. Account Registration
In order to access certain features of the Site and Application, and to enrol for Courses, You must register to create an account (“Ivy Minds Account”) and become a Member. You may register to join the Services directly via the Site or Application or as described in this section.
You can also register to join by logging into your account with certain third-party social networking sites (“SNS”) (including, but not limited to, Facebook, Instagram, Linkedin; each such account, a “Third-Party Account”), via Our Site or Application, as described below. As part of the functionality of the Site, Application and Services, You may link your Ivy Minds Account with Third-Party Accounts, by either: (i) providing your Third-Party Account login information to Ivy Minds through the Site, Services or Application; or (ii) allowing Ivy Minds to access your Third-Party Account, as permitted under the applicable terms and conditions that govern your use of each Third-Party Account. You represent that You are entitled to disclose your Third-Party Account login information to Ivy Minds and/or grant Ivy Minds access to your Third-Party Account (including, but not limited to, for use for the purposes described herein), without breach by You of any of the terms and conditions that govern your use of the applicable Third-Party Account and without obligating Ivy Minds to pay any fees or making Ivy Minds subject to any usage limitations imposed by such Third-Party Account service providers. By granting Ivy Minds access to any Third-Party Accounts, You understand that Ivy Minds will access, make available and store (if applicable) any Content that You have provided to and stored in your Third-Party
Account (“SNS Content”) so that it is available on and through the Site, Services and Application via your Ivy Minds Account and Ivy Minds Account profile page. Unless otherwise specified in these Terms, all SNS Content, if any, will be considered to be Member Content for all purposes of these Terms. Depending on the Third-Party Accounts You choose and subject to the privacy settings that You have set in such Third-Party Accounts, personally identifiable information that You post to your Third-Party Accounts will be available on and through your Ivy Minds Account on the Site, Services and Application. Please note that if a Third-Party Account or associated service becomes unavailable or Ivy Minds’s access to such Third-Party Account is terminated by the thirdparty service provider, then SNS Content will no longer be available on and through the Site, Services and Application. You have the ability to disable the connection between your Ivy Minds Account and your Third-Party Accounts, at any time, by accessing the “Settings” section of the Site and Application. Please note that your relationship with the Third-Party Accounts service providers associated with your Third-Party Accounts is governed solely by your agreement(s) with such Third-Party Accounts service providers. Ivy Minds makes no effort to review any SNS Content for any purpose, including but not limited to for accuracy, legality or non-infringement and Ivy Minds is not responsible for any SNS Content.
Your Ivy Minds Account and your Ivy Minds Account profile page will be created for your use of the Site and Application based upon the personal information You provide to us or that we obtain via an SNS as described above. You may not have more than one (1) active Ivy Minds Account. You agree to provide accurate, current and complete information during the registration process and to update such information to keep it accurate, current and complete. Ivy Minds reserves the right to suspend or terminate your Ivy Minds Account and your access to the Site, Application and Services if You create more than one (1) Ivy Minds Account, or if any information provided during the registration process or thereafter proves to be inaccurate, fraudulent, not current, incomplete, or otherwise in violation of
You are responsible for safeguarding your password. You agree that You will not disclose your password to any third party and that You will take sole responsibility for any activities or actions under your Ivy Minds Account, whether or not You have authorized such activities or actions. You will immediately notify Ivy Minds of any unauthorized use of your Ivy Minds Account.
8. Course Listings
Ivy Minds will create Listing of various online Courses and the details about the Course, including, but not limited to, the subject, topic, number of sessions, mode of conduct, and time slots of the lectures and pricing and related rules and financial terms will be listed on the Site and the Application. Listings will be made publicly available via the Site, Application and Services. You understand and agree that the placement or ranking of Listings in search results may depend on a variety of factors, including, but not limited to Students preferences, ratings.
Students will be able to view Courses via the Site, Application and Services based upon the information provided in the Listing, Students requirements, and Students’ search parameters and preferences. We understand and agree that once a Student requests enrolment for Course, We may not request the Student to pay a higher price than that mentioned in the Site or Application.
Please note that Ivy Minds assumes no responsibility for a Student’s compliance with any agreements with or duties to third parties, applicable laws, rules and regulations. Ivy Minds reserves the right, at any time and without prior notice, to remove or disable access to any Student for any reason, that Ivy Minds, in its sole discretion, considers to be objectionable for any reason, in violation of these Terms or Ivy Minds’s then-current standards, trademark & branding guidelines, if any, or otherwise harmful to the Site, Application or
When You enrol for a Course, You will also be required to upload certain information, such as, uploading a profile picture or verifying phone number and providing details such as dae of birth, address and such other information as may be required from time to time as per the applicable laws. Any Member wishing to enrol for any of the Courses must meet these requirements
9. No Endorsement
By using the Site, Application or Services, You agree that any legal remedy or liability that You seek to obtain for actions or omissions of other Members or other third parties will be limited to a claim against the particular Members or other third parties who caused You harm. You agree not to attempt to impose liability on or seek any legal remedy from Ivy Minds with respect to such actions or omissions.
10. Payment Terms
If an enrolment is requested for any Course via the Site, Application, Services or any other mode of communication, We will either pre-approve, confirm or reject the enrolment request within the period of 7 days from the date of request for enrolment (‘Enrolment Request Period’), otherwise the enrolment request will automatically expire. If We are unable to confirm or decide to reject an enrolment request within the Enrolment Request Period, any amounts collected by Ivy Minds for the requested enrolment will be refunded to the concerned Student. When We confirm an enrolment requested by a Student, Ivy Minds will send the Student an email, text message or message via e-mail and the Application confirming such enrolment, depending on the selections You make via the Site,
Application and Services.
The Course Fees payable will be shared to the Student after the Student sends an enrolment request to Ivy Minds. Upon receipt of the Students enrolment request, Ivy Minds may initiate a pre-authorization and/or charge a nominal amount to Student’s Payment Method pursuant to the Payments Terms.
Ivy Minds will collect the Course Fees from Students at the time of the enrolment request.
Students agree that no refund from the Course Fees will be permitted in respect of tuitions already imparted.
You agree that Ivy Minds through its Site or Application would raise system generated invoice to the Student in relation to the Course for which the Student has enrolled. Ivy Minds will raise invoice for the Course Fees which shall be inclusive of all applicable Taxes
You as a Student agree to pay the Course Fees for any enrolment requested, in connection with your Ivy Minds Account. Ivy Minds will collect the Course Fees pursuant to the Payments Terms.
Once you’re confirmed enrolment transaction is complete You will receive a confirmation email summarizing your confirmed enrolment.
If a Student wish to cancel a confirmed enrolment made via the Site or the Application, either prior to or after commencement but before completion of the Course, the Student shall be entitled to refund of the Course Fees on pro-rata basis (i.e. no refund shall be provided in relation to tuitions already imparted).
You understand and acknowledge that appropriate Taxes will be charged on amounts collected from Students, and remitted to the respective Tax Authority.
12. User Conduct
You understand and agree that You are solely responsible for compliance with any and all laws, rules, regulations, and Tax obligations that may apply to your use of the Site, Application, Services and Collective Content. In connection with your use of the Site, Application, Services and Collective Content, You may not and You agree that You will not:
violate any local, state, national, or other law or regulation, or any order of a court, including, without limitation, Tax regulations;
use manual or automated software, devices, scripts, robots, backdoors or other means or processes to access, “scrape,” “crawl” or “spider” any web pages or other services contained in the Site, Application, Services or Collective Content;
access or use Our Site, Application, Services expose or allow to be used or exposed, any Ivy Minds Content: (i) that is not publicly displayed by Ivy Minds in
use the Site, Application, Services or Collective Content for any commercial or other purposes that are not expressly permitted by these Terms or in a manner that falsely implies Ivy Minds endorsement, partnership or otherwise misleads others as to your affiliation with Ivy Minds;
dilute, tarnish or otherwise harm the Ivy Minds brand in any way, including through unauthorized use of Collective Content, registering and/or using Ivy Minds or derivative terms in domain names, trade names, trademarks or other source identifiers, or registering and/or using domains names, trade names, trademarks or other source identifiers that closely imitate or are confusingly similar to Ivy Minds domains, trademarks, taglines, promotional campaigns or Collective Content;
use the Site, Application, Services or Collective Content to find a Student and then complete an enrolment of Course independent of the Site, Application or Services, in order to circumvent the obligation to pay any Fees related to Ivy Minds provision of the Services or for any other reasons;
violate these Terms or Ivy Minds then-current policies and or standards;
engage in disruptive, circumventive, abusive or harassing behaviour in any area or aspect of the Site, Application, or Services;
post, upload, publish, submit or transmit any Content that: (i) infringes, misappropriates or violates a third party’s patent, copyright, trademark, trade
secret, moral rights or other intellectual property rights, or rights of publicity or privacy; (ii) violates, or encourages any conduct that would violate, any applicable law or regulation or would give rise to civil liability; (iii) is fraudulent, false, misleading (directly or by omission or failure to update information) or deceptive; (iv) is defamatory, obscene, pornographic, vulgar or offensive; (v) promotes discrimination, bigotry, racism, hatred, harassment or harm against any individual or group; (vi) is violent or threatening or promotes violence or actions that are threatening to any other person; or (vii) promotes illegal or harmful activities or substances;
systematically retrieve data or other content from Our Site, Application or Services to create or compile, directly or indirectly, in single or multiple
downloads, a collection, compilation, database, directory or the like, whether by manual methods, through the use of bots, crawlers, or spiders, or otherwise;
use, display, mirror or frame the Site, Application, Services or Collective Content, or any individual element within the Site, Application, Services or Collective Content, Ivy Minds name, any Ivy Minds trademark, logo or other proprietary information, or the layout and design of any page or form contained on a page in the Site, Application or Services, without Ivy Minds express written consent;
access, tamper with, or use non-public areas of the Site, Application or Services, Ivy Minds computer systems, or the technical delivery systems of Ivy Minds providers;
attempt to probe, scan, or test the vulnerability of any Ivy Minds system or network or breach any security or authentication measures;
avoid, bypass, remove, deactivate, impair, descramble, or otherwise circumvent any technological measure implemented by Ivy Minds or any of Ivy Minds
providers or any other third party (including another user) to protect the Site, Services, Application or Collective Content;
forge any TCP/IP packet header or any part of the header information in any email or newsgroup posting, or in any way use the Site, Services, Application or Collective Content to send altered, deceptive or false source-identifying information;
attempt to decipher, decompile, disassemble or reverse engineer any of the software used to provide the Site, Services, Application or Collective Content;
advocate, encourage, or assist any third party in doing any of the foregoing; or
accept or make a payment for Course Fees outside Ivy Minds. If You do so, You acknowledge and agree that you: (i) would be in breach of these Terms; (ii) accept all risks and responsibility for such payment, and (iii) hold Ivy Minds harmless from any liability for such payment.
Ivy Minds has the right to investigate and prosecute violations of any of the above to the fullest extent of the law. In addition, and as set in these Terms, Ivy Minds may take a range of actions against you, including but not limited to deactivating or cancelling Ivy Minds Account, for a violation of this Section or these Terms.
Ivy Minds may access, preserve and disclose any of your information if we are required to do so by law, or if we believe in good faith that it is reasonably necessary to (i) respond to claims asserted against Ivy Minds or to comply with legal process (for example, summons or warrants), (ii) enforce or administer Our agreements with users, such as these Terms, (iii) for fraud prevention, risk assessment, investigation, customer support, product development and debugging purposes, or (iv) protect the rights, property or safety of Ivy Minds, its users, or members of the public.
You acknowledge that Ivy Minds has no obligation to monitor your access to or use of the Site, Application, Services or Collective Content or to review or edit any Member Content, but has the right to do so for the purpose of operating and improving the Site, Application and Services (including without limitation for fraud prevention, risk assessment, investigation and customer support purposes), to ensure your compliance with these Terms, to comply with applicable law or the order or requirement of a court, administrative agency or other governmental body, to respond to content that it determines is otherwise objectionable or as set forth in these Terms.
Ivy Minds reserves the right, at any time and without prior notice, to remove or disable access to any Collective Content that Ivy Minds, at its sole discretion, considers to be objectionable for any reason, in violation of these Terms or otherwise harmful to the Site, Application or Services.
13. Reporting Misconduct
If anyone who You feel is acting or has acted inappropriately, including but not limited to teachers or anyone who (i) engages in offensive, violent or sexually inappropriate behaviour, or (ii) engages in any other disturbing conduct, You should immediately report such person to the appropriate authorities and then to Ivy Minds by contacting Us with your police station and report number; provided that your report will not obligate us to take any action beyond that required by law (if any) or cause us to incur any liability to you.
15. Intellectual Property Ownership and Rights Notices
The Site, Application, Services, and Collective Content are protected by copyright, trademark, and other laws of India. You acknowledge and agree that the Site, Application, Services and Collective Content, including all associated intellectual property rights, are the exclusive property of Ivy Minds and its licensors. You will not remove, alter or obscure any copyright, trademark, service mark or other proprietary rights notices incorporated in or accompanying the Site, Application, Services, or Collective Content. All trademarks, service marks, logos, trade names, and any other proprietary designations of Ivy Minds used on or in connection with the Site, Application, Services, and Ivy Minds Content are trademarks or registered trademarks of Ivy Minds in India and abroad. Trademarks, service marks, logos, trade names and any other proprietary designations of third parties used on or in connection with the Site, Application, Services, and Ivy Minds Content are used for identification purposes only and may be the property of their respective owners. As a Member, You understand and agree that You are bound by the additional Terms, Guidelines and Policies that apply to your use of the Site, Application, Services and Collective Content, including Ivy Minds trademark & branding guidelines, if any, (as may be updated from time to time).
Further, the Member hereby absolutely and irrevocably authorizes Ivy Minds to to edit the Collective Contents at its discretion and to use it with sound effects, special effects, digital effects and music as Ivy Minds may deems fit; to exploit and use the Collective Contents into the digital and social media platforms including but not limited to using it in OTT Platforms, Facebook, Instagram and YouTube as Ivy Minds may require and deem fit; to use and to license the Collective Contents to others in any manner or media whatsoever, including without limitation unrestricted use for purposes of publicity, advertising and sales
promotion as Ivy Minds may deems fit; The Member hereby irrevocably, undisputedly and absolutely further agree acknowledge that Ivy Minds owns all rights to the Collective Content.
16. Additional Terms
Our Site, Application and Services have different products, features and offerings, so sometimes additional terms or product requirements may apply to your use of those products, features or offerings. If additional terms are available for the relevant product or Services You use, those additional terms become part of these Terms.
17. Application License
Subject to your compliance with these Terms, Ivy Minds grants You a limited nonexclusive, non-transferable license to download and install a copy of the Application on each mobile device or computer that You own or control and run such copy of the Application solely for your own personal use.
18. Ivy Minds Content and Member Content License
Subject to your compliance with these Terms, Ivy Minds grants You a limited, nonexclusive, non-transferable license, to (i) access and view any Ivy Minds Content solely for your personal and non-commercial purposes and (ii) access and view any Member Content to which You are permitted access, solely for your personal and noncommercial purposes. You have no right to sublicense the license rights granted in this section.
You will not use, copy, adapt, modify, prepare derivative works based upon, distribute, license, sell, transfer, publicly display, publicly perform, transmit, broadcast or otherwise exploit the Site, Application, Services, or Collective Content, except as expressly permitted in these Terms. No licenses or rights are granted to You by implication or otherwise under any intellectual property rights owned or controlled by Ivy Minds or its licensors, except for the licenses and rights expressly granted in these Terms.
19. Member Content
We may, in Our sole discretion, permit You to post, upload, publish, submit or transmit Member Content. By making available any Member Content on or through the Site, Application, Services, or through Ivy Minds promotional campaigns, You hereby grant to Ivy Minds a worldwide, irrevocable, perpetual (or for the term of the protection), nonexclusive, transferable, royalty-free license, with the right to sublicense, to use, view, copy, adapt, modify, distribute, license, sell, transfer, publicly display, publicly perform, transmit, stream, broadcast, access, view, and otherwise exploit such Member Content on, through, by means of or to promote or market the Site, Application and Services. Ivy Minds does not claim any ownership rights in any such Member Content and nothing in these Terms will be deemed to restrict any rights that You may have to use and exploit any such Member Content.
You acknowledge and agree that You are solely responsible for all Member Content that You make available through the Site, Application, Services or through Ivy Minds promotional campaigns. Accordingly, You represent and warrant that: (i) You either are the sole and exclusive owner of all Member Content that You make available through the Site, Application, Services or through Ivy Minds promotional campaigns or You have all rights, licenses, consents and releases that are necessary to grant to Ivy Minds the rights in such Member Content, as contemplated under these Terms; and (ii) neither the Member Content nor your posting, uploading, publication, submission or transmittal of the Member Content or Ivy Minds use of the Member Content (or any portion thereof) on, through or by means of the Site, Application, the Services or Ivy Minds promotional campaigns will infringe, misappropriate or violate a third party’s patent, copyright, trademark, trade secret, moral rights or other proprietary or intellectual property rights, or rights of publicity or privacy, or result in the violation of any applicable law or regulation.
The Site, Application and Services may contain links to third-party websites or resources. You acknowledge and agree that Ivy Minds is not responsible or liable for: (i) the availability or accuracy of such websites or resources; or (ii) the content, products, or services on or available from such websites or resources. Links to such websites or resources do not imply any endorsement by Ivy Minds of such websites or resources or the content, products, or services available from such websites or resources. You acknowledge sole responsibility for and assume all risk arising from your use of any such websites or resources or the Content, products or services on or available from such websites or resources.
We welcome and encourage You to provide feedback, comments and suggestions for improvements to the Site, Application and Services (“Feedback”). You may submit Feedback by emailing us at _________________________________ or through the “Contact Us” section of the Site and Application, or by other means of communication. You acknowledge and agree that all Feedback You give us will be the sole and exclusive property of Ivy Minds and You hereby irrevocably assign to Ivy Minds and agree to irrevocably assign to Ivy Minds all of your right, title, and interest in and to all Feedback, including without limitation all worldwide patent, copyright, trade secret, moral and other proprietary or intellectual property rights therein, and waive any moral rights You may have in such Feedback. At Ivy Minds request and expense, You will execute documents and take such further acts as Ivy Minds may reasonably request to assist Ivy Minds to acquire, perfect, and maintain its intellectual property rights and other legal protections for the Feedback.
22. Copyright Policy
Ivy Minds respects copyright law and expects its users to do the same. It is Ivy Minds policy to terminate in appropriate circumstances the Ivy Minds Accounts of Members or other account holders who repeatedly infringe or are believed to be repeatedly infringing the rights of copyright holders.
23. Term and Termination, Suspension and Other Measures
23. 1 Term
This Agreement shall be effective for till the time Members access or use the Site, Application or Services or by downloading or posting any content from or on the Site, via the Application or through the Services for the period for which fees are paid by the Member or until such time when You or Ivy Minds terminate the Agreement as described below.
23. 2 Termination for convenience
You may terminate this Agreement at any time by sending us an email. If You terminate your Ivy Minds Account, any confirmed enrolment will be automatically cancelled and any refund will depend upon the terms of the Payment Terms specified in this Agreement.
Without limiting Our rights specified below, Ivy Minds may terminate this Agreement for convenience at any time by giving You 7 days’ notice via email to your registered email address.
23. 3 Termination for breach, suspension and other measures
Ivy Minds may immediately, without notice terminate this Agreement if (i) You have materially breached these Terms or Our Policies, including but not limited to any breach of your warranties outlined in these Terms or breach of the “User Conduct” provisions in these Terms, (ii) You have provided inaccurate, fraudulent, outdated or incomplete information during the Ivy Minds Account registration, or Listing process or thereafter, (iii) You have violated applicable laws, regulations or third party rights, or (iv) Ivy Minds believes in good faith that such action is reasonably necessary to protect the safety or property of other Members, Ivy Minds or third parties, for fraud prevention, risk assessment, security or investigation purposes.
In addition Ivy Minds may deactivate or delay reviews, or other Member Content, cancel any pending or confirmed enrolments, limit your use of or access to your Ivy Minds Account and the Site, Application or Services, temporarily or permanently revoke any special status associated with your Ivy Minds Account, or temporarily or permanently suspend your Ivy Minds Account if (i) You have breached these Terms or Our Policies, including material and nonmaterial breaches and receiving poor ratings from Students, or (ii) Ivy Minds believes in good faith that such action is reasonably necessary to protect the safety or property of Members, Ivy Minds or third parties, for fraud prevention, risk assessment, security or investigation purposes.
In case of non-material breaches and where appropriate, You will be given notice of any measure by Ivy Minds and an opportunity to resolve the issue to Ivy Minds reasonable satisfaction.
23. 4 Termination for breach, suspension and other measures
If we take any of the measures described above we may (i) communicate to the Students that a pending or confirmed enrolment has been cancelled, (ii) refund the Students in the manner provided under Clause “Payment Terms, (iii) support the Students, on an exceptional basis, in finding potential alternative Courses.
If You or We terminate this Agreement, we do not have an obligation to delete or return to You any of your Member Content, including but not limited to any reviews or Feedback. When this Agreement has been terminated, You are not entitled to a restoration of your Ivy Minds Account or any of your Member Content. If your access to or use of the Site, Application and Services has been limited or your Ivy Minds Account has been suspended or this Agreement has been terminated by us, You may not register a new Ivy Minds Account or attempt to access and use the Site, Application and Services through other Ivy Minds Accounts.
23. 5 Survival
If You or we terminate this Agreement, the clauses of these Terms that reasonably should survive termination of the Agreement will remain in effect.
If You choose to use the Site, Application, Services or Collective Content, You do so at your sole risk. You acknowledge and agree that Ivy Minds does not have an obligation to conduct background or character checks on any Member, but may conduct such background or character checks in its sole discretion. If we choose to conduct such checks, to the extent permitted by applicable law, we disclaim warranties of any kind, either express or implied, that such checks will identify prior misconduct by a user or guarantee that a user will not engage in misconduct in the future.
The Site, Application, Services and Collective Content are provided “as is”, without warranty of any kind, either express or implied. Without limiting the foregoing, Ivy Minds explicitly disclaims any warranties of merchantability, fitness for a particular purpose, quiet enjoyment or non-infringement, and any warranties arising out of course of dealing or usage of trade. Ivy Minds makes no warranty that the site, application, services, collective content, including, but not limited to, any Courses, will meet your requirements or be available on an uninterrupted, secure, or error-free basis. Ivy Minds makes no warranty regarding the quality of any Listings, Courses, teachers, Students, the Services or Collective Content or the accuracy, timeliness, truthfulness, completeness or reliability of any collective content obtained through the Site, Application or Services.
No advice or information, whether oral or written, obtained from Ivy Minds or through the Site, Application, Services or Collective Content, will create any warranty not expressly made herein.
You are solely responsible for all of your communications and interactions with other users of the Site, Application or Services and with other persons with whom You communicate or interact as a result of your use of the Site, Application or Services, including, but not limited to, any Students. You understand that Ivy Minds does not make any attempt to verify the statements of users of the Site, Application or Services or to review any Course. Ivy Minds makes no representations or warranties as to the conduct of users of the Site, Application or Services or their compatibility with any current or future users of the Site, Application or Services. You agree to take reasonable precautions in all communications and interactions with other users of the site, application or services and with other persons with whom You communicate or interact as a result of your use of the Site, Application or Services, including, but not limited to, Students, particularly if You decide to meet offline or in person regardless of whether such meetings are organized by Ivy Minds. Ivy Minds explicitly disclaims all liability for any act or omission of any Student or other third party.
25. Limitation of Liability
You acknowledge and agree that, to the maximum extent permitted by law, the entire risk arising out of your access to and use of the Site, Application, Services and Collective Content, your enrolment of any Course via the Site, Application and Services, and any contact You have with other users of Ivy Minds whether in person or online remains with you. Neither Ivy Minds nor any other party involved in creating, producing, or delivering the Site, Application, Services, Collective Content will be liable for any incidental, special, exemplary or consequential damages, including lost profits, loss of data or loss of goodwill, service interruption, computer damage or system failure or the cost of substitute products or services, or for any damages for personal or bodily injury or emotional distress arising
out of or in connection with these terms, from the use of or inability to use the Site, Application, Services or Collective Content, from any communications, interactions or meetings with other users of the Site, Application, or Services or other persons with whom You communicate or interact as a result of your use of the Site, Application, Services, or from your Enrolment of any Course via the Site, Application And Services, whether based on warranty, contract, tort (including negligence), product liability or any other legal theory, and whether or not Ivy Minds has been informed of the possibility of such damage, even if a limited remedy set forth herein is found to have failed of its essential purpose.
In no event will Ivy Minds aggregate liability arising out of or in connection with these Terms and your use of the Site, Application and Services including, but not limited to, your enrolment of any course via the Site, Application and Services, or from the use of or inability to use the Site, Application, Services, or Collective Content and in connection with any course or interactions with any other members, exceed the amounts You have paid for enrolments via the Site, Application and Services. The limitations of damages set forth above are fundamental elements of the basis of the bargain between Ivy Minds and you.
You agree to release, defend, indemnify, and hold Ivy Minds and its affiliates and subsidiaries, and their officers, directors, employees and agents, harmless from and against any claims, liabilities, damages, losses, and expenses, including, without limitation, reasonable legal and accounting fees, arising out of or in any way connected with (a) your access to or use of the Site, Application, Services, or Collective Content or your violation of these Terms; (b) your Member Content; (c) your (i) interaction with any Member, (ii) enrolment of an Course; including but not limited to any injuries, losses, or damages (compensatory, direct, incidental, consequential or otherwise) of any kind arising in connection with or as a result of an enrolment or attending of a Course.
27. Entire Agreement
Except as they may be supplemented by additional Ivy Minds policies, guidelines, standards, or terms for a specific product, feature, service or offering, these Terms constitute the entire and exclusive understanding and agreement between Ivy Minds and You regarding the Site, Application, Services, Collective Content and any enrolments made via the Site, Application and Services and these Terms supersede and replace any and all prior oral or written understandings or agreements between Ivy Minds and You regarding enrolments, the Site, Application, Services, and Collective Content.
Any notices or other communications permitted or required hereunder, including those regarding modifications to these Terms, will be in writing and given by Ivy Minds (i) via email (in each case to the address that You provide) or (ii) by posting to the Site or via the Application. For notices made by e-mail, the date of receipt will be deemed the date on which such notice is transmitted.
29. Governing Law and Jurisdiction
These Terms and your use of the Services will be interpreted in accordance with the laws of India. You and we agree to submit any dispute arising under these Terms to the personal jurisdiction of a court located in Mumbai for any actions for which the parties retain the right to seek injunctive or other equitable relief in a court of competent jurisdiction to prevent the actual or threatened infringement, misappropriation or violation of a party’s copyrights, trademarks, trade secrets, patents, or other intellectual property rights.
Any dispute, claim or controversy arising out of or relating to this Terms including the determination of the scope or applicability of this Terms to arbitrate, or your use of the Application or information to which it gives access, shall be determined by arbitration in India, before a sole arbitrator mutually appointed by the disputed Member and Ivy Minds. Arbitration shall be conducted in accordance with the Arbitration and Conciliation Act, 1996. The seat of such arbitration shall be Mumbai. All proceedings of such arbitration, including, without limitation, any awards, shall be in the English language. The award shall be final and binding on the parties to the dispute.
30. No Waiver
The failure of Ivy Minds to enforce any right or provision of these Terms will not constitute a waiver of future enforcement of that right or provision. The waiver of any such right or provision will be effective only if in writing and signed by a duly authorized representative of Ivy Minds. Except as expressly set forth in these Terms, the exercise by either party of any of its remedies under these Terms will be without prejudice to its other remedies under these Terms or otherwise. If for any reason a court of competent jurisdiction finds any provision of these Terms invalid or unenforceable, that provision will be enforced to the maximum extent permissible and the other provisions of these Terms will remain in full force and effect.
Ivy Minds shall have no liability of any nature, whether in contract, or otherwise, for any losses whatsoever and howsoever caused, from or in any manner connected with any of the Services provided by Us.
Ivy Minds is not liable for any failure or delay of performance (or otherwise) arising out of a cause beyond Ivy Minds reasonable control.
You may not assign or transfer these Terms, by operation of law or otherwise, without Ivy Minds prior written consent. Any attempt by You to assign or transfer these Terms, without such consent, will be null and of no effect. Ivy Minds may assign or transfer these Terms, at its sole discretion, without restriction. Subject to the foregoing, these Terms will bind and inure to the benefit of the parties, their successors and permitted assigns.
Ivy Minds reserves the right at any time and from time to time to modify or discontinue, temporarily or permanently, the Services (or any part thereof) provided by Us with or without notice. You agree that Ivy Minds shall not be liable to You or to any third party for any modification, suspension or discontinuance of such Services. It is Your responsibility to review these Terms periodically for updates/changes.
You agree not to reproduce, duplicate, copy, sell, resell or exploit for any commercial purposes, any portion of the information provided by us, including any intellectual property rights of Ivy Minds or any person firm or corporation having posted information for availability through the Services provided by us.
You agree that in the event Your post or Your information violates any provision of this Terms, We shall have the right to refuse to provide You or any person acting on Your behalf, access to the Site and Application, terminate and/ or suspend Your access if applicable in the future.