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Agorae (“User”, “you”, “your”), is a Platform for student & teacher engagement, content delivery, administration tools, digital learning solutions through message & image sharing, collaboration, or otherwise and related services, support, professional services offered on the Platform, as available on the Google Play Store and Apple App Store (collectively the “Platform”), along with associated services provided on the Platform (“Services”), including any paid or unpaid features, content, support and any other such services provided by the Platform to the Users.These terms and conditions of use (“UseTerms”) and the privacy policy available at [https://www.agorae.live/privacy-policy/] (“Privacy Policy”) govern the use of the Platform by all users (individually and collectively “User”, “you”, “your”), and together they constitute a legally binding agreement between you and us. Our Users include natural persons such as individuals, as well as juristic persons such as Schools, who or which have accepted these Use Terms. The Platform and Services are intended only to serve as a medium of contact and exchange of information between the Schools, students, teachers, parents and for end to end services for the Schools as may be separately agreed upon but shall continue to be governed by these terms of use.We reserve the right to modify / update the whole or any part of the Use Terms and/or Privacy Policy at any time without providing prior notice. If we do, the updated Use Terms or Privacy Policy shall be posted on the Platform, and we shall notify you of the updates via blinking notifications on the Platform interface(s). It is your responsibility to review such modifications / updates once notified of the same. Your continued use of the Platform will mean that you accept and agree to be bound by such modifications / updates. In the event that any modification / update to the Use Terms or Privacy Policy is not acceptable to you, please email us at [info@agorae.live], and if we are unable to address your concerns, please refrain from using the Services (or any portion thereof).

Capitalized terms not defined in the Use Terms shall have the meaning ascribed to them in the Privacy Policy or in any other agreements between you and us. Unless the context otherwise requires: “Named Student(s)” means number of students registered in the Customer specific ‘Agorae’ portal. “Agorae Software” means the portal and the mobile apps provided by the Company on cloud to the Customer. “Distributor” means the authorized distributor of Agorae Software.

The use of the Services is available only to those individuals and juristic entities which can enter into legally binding contracts under law. Additionally, you cannot access or use the Services if you are barred from receiving the Services or have previously been barred for any reason. The Services are intended to be made available only in India. Users may access the Services from any country and be of any nationality, unless barred by the laws of India. In the event you use or access the Services in any other jurisdictions, please immediately stop using the Services and notify us of their availability in such other jurisdictions on the email address mentioned at the end of these Use Terms. The Use Terms and the Privacy Policy describe the terms on which Agorae offers you access to the Services. You hereby agree and acknowledge that there may be contractual obligations between you and Agorae, in addition to the Use Terms and Privacy Policy. By clicking on “Register” on the Platform, and by continuing to use our Services, you signify your acceptance of the Use Terms and Privacy Policy, which takes effect on the date on which you install, browse, and/or use the Platform and Services (or any part thereof), and creates a legally binding arrangement for you to abide by the same. By accepting the Use Terms and Privacy Policy, you also accept and agree to be bound by Agorae’s internal/other external policies, as amended, from time to time, in accordance with the Use Terms.As long as you comply with the Use Terms, we grant you a personal, non-exclusive, non-transferable, and limited right to access the Platform and use the Services in accordance with these Use Terms and the contractual agreement you sign with us. The Use Terms are an electronic record in terms of the Information Technology Act, 2000, the applicable rules thereunder (as amended from time to time) and the provisions pertaining to electronic records in various statutes/rules. The Use Terms are also published in accordance with the provisions of Rule 3(1) of the Information Technology (Intermediary Guidelines and Digital Media Ethics Code) Rules, 2021. While the Use Terms will apply to your use of the Services, there may be additional terms (such as the terms imposed by mobile application stores (like Apple’s App Store, Google’s Play Store), terms imposed by the operating system on which the Platform is being used, and the terms imposed by any pre-installed content, software, features, mobile applications or any other third-party applications provided in aid of your use of the Services) which will govern the use of the Platform. These additional terms (to the extent applicable) are hereby deemed to be incorporated in the Use Terms by way of reference and it is solely your responsibility to review such additional terms. You hereby agree and acknowledge that you have read these additional terms and you hereby understand and consent to all such additional terms of your own accord.From time to time the Platform may also include or enable you to access links to other websites, applications, including links to affiliate websites and applications (“Third-party Content”). The inclusion or exclusion of the link does not imply any endorsement by Agorae of any such websites or applications, the service provider, or the information on the websites or applications. You agree and understand that the terms and conditions of use of these websites are not under Agorae’s control. Agorae has no responsibility for these websites, applications or content available on these links.

For using or accessing the Services, you are required to create an account on the Platform by providing personal information, as the case may be, which may include, inter alia, School/teacher/student/parent name, phone number, email address, location and identity verification related documentation. You agree and confirm that you shall provide accurate, truthful, current and complete information while logging in to, or using your account to access our Services or the Platform. You also agree and confirm that in all your dealings through the Platform, you shall:

– maintain and promptly update your account information;

– maintain the security of your account on the Platform by not sharing your password (including one time password shared on your device) with others and restricting access to your account and your device;

– promptly notify Agorae by sending an email to [info@agorae.live] if you discover or otherwise suspect any security breaches relating to your account or the Platform; and

– take responsibility for all activities that occur under your account on the Platform and accept all risk of unauthorized use of or access to the same. Agorae does not undertake any liability for any unauthorized use of your account and password, and you shall be liable to indemnify Agorae for the consequences resulting from such unauthorized use of your account and password (including any loss, damage or expense suffered or incurred by Agorae or its affiliates/business partners/vendors).

Agorae reserves the right to confirm and validate the information and other details provided by you in the course of your use of the Platform and/or Services, either as background checks or interim verifications required to maintain the security and integrity of the account and/or Platform. If any detail furnished by you is found or is reasonably believed by Agorae to be inaccurate, false, misleading or fraudulent, Agorae shall, in its sole discretion, have the right to debar you from using or accessing the Platform (or any part thereof) without any intimation to you, and Agorae shall not be liable for any consequences or losses suffered by you on account of such action. Such action shall not limit Agorae’s right to remedies available otherwise under any contractual arrangement with you or under law.

Agorae authorises you to access the Platform solely for the purpose of using the Services and you agree and acknowledge that you shall not use it for any other purpose. The Platform may be used by you to access third-party services including through third-party websites or applications linked to the Platform, however, such action may be subject to the terms and conditions of such third-parties and Agorae will bear no responsibility.

(i) for such services, or

(ii) for your use of such services. You hereby authorize Agorae to use information you submit to (i) maintain a record of your queries, Platform visits, and/or feedback,

(ii) share information related to you in accordance with the Privacy Policy, and

(iii) monitor your downloads and usage of the Services and the contents thereof as well as measure the performance of our software and applications through telemetry, in order to analyze usage trends to enable effective and efficient usage of the Services.

Your access to and use of the Services through the Platform are subject to the selections, restrictions, and limitations set forth in these Use Terms and in the purchase terms through which any Services have been purchased. Such terms are included in the contractual arrangement between you and Agorae, and these Use Terms form an integral part of and may be read with such contractual arrangement signed with Agorae, to the extent applicable. By using any of the Services, you agree and acknowledge that: you will use any or all of the Services provided by Agorae only for the purposes that are permitted by and are in accordance with (i) the Use Terms and Privacy Policy and any other policy that may be applicable, and (ii) applicable law, and not for any fraudulent purposes; you shall not post any content or information which is in breach of these Use Terms or any of the policies of Agorae. Agorae reserves the right, at its sole discretion, to suspend or restrict your ability to use or access the Platform and/or Services (or any part thereof), at any time, if Agorae believes you have violated any Use Terms or are misusing the Platform or Services in any manner whatsoever or while Agorae investigates complaints or alleged violations of the Use Terms or the Privacy Policy; any and all of your communications with Agorae, for any reason or purpose whatsoever, may be recorded by Agorae for evidentiary, quality and/or training purposes and such recording will be deemed to be undertaken as per your knowledge and under your supervision; and you are solely responsible for any breach of the Use Terms and Privacy Policy and for the consequences resulting from such breach (including any loss, damage or expense suffered or incurred by Agorae or its affiliates/business partners/vendors).As mandated by the Information Technology (Intermediary Guidelines and Digital Media Ethics Code) Rules, 2021, Agorae hereby informs you that, in the use of the Services, you are not permitted to host, display, upload, send, modify, publish, transmit, update or share any content or information (through any means whatsoever), that: belongs to another person and to which you and/or the School do not have any right; is harmful, harassing, blasphemous, defamatory, obscene, pornographic, pedophilic, libelous, invasive of another’s privacy, including bodily privacy, hateful, harassing on the basis of gender, racial or ethnically objectionable, disparaging, abusive, relating to or encouraging money laundering or gambling, or otherwise unlawful in any manner whatsoever; harms minors in any way; infringes any patent, trademark, copyright or other proprietary rights, or will be in breach of your confidentiality obligations with a third party; violates any law for the time being in force; deceives or misleads the addressee about the origin of such messages or communicates any information which is grossly offensive or menacing in nature, or knowingly and intentionally communicates any information which is patently false or misleading in nature but may reasonably be perceived as a fact;i mpersonates or defames another person; contains software viruses, Trojan horses, worms, spywares, time bombs, cancelbots, ‘spiders’, ‘offline readers’, or any other computer code, files or programs designed to damage, disable, overburden, impair, interrupt, destroy or limit the functionality of any computer resource; threatens the unity, integrity, defence, security or sovereignty of India, friendly relations with foreign states, or public order or causes incitement to the commission of any cognizable offence or prevents investigation of any offence or is insulting to any other nation; oris patently false and untrue, and is written or published in any form, with the intent to mislead or harass a person, entity or agency for financial gain or to cause any injury to any person. You are also prohibited from: violating or attempting to violate the integrity or security of the Platform; transmitting any information on or through the Platform that is disruptive to the provision of the Services provided by Agorae;intentionally submitting on the Platform any incomplete, false or inaccurate information; making any unsolicited communications to other Users of the Platform; attempting to decipher, decompile, disassemble or reverse engineer any part of the Platform or Services or features thereof;copying or duplicating in any manner any of the information, software, or other features available on the Platform;creating derivative works from, transferring, or selling any information or software available as part of the Services;framing or hotlinking or deep linking any contents from the Platform;accessing or tampering with the non-public areas of the Platform and Agorae’s computer systems, or the technical delivery systems of its providers;testing the vulnerability of the Platform or breaching any security or authentication measures implemented by Agorae;accessing the Services through the use of any mechanism other than through the Platform and related Platform Services;selling access to, advertising or placing promotions on the Platform, in any form or manner whatsoever;breaching, disabling or tampering with, or developing or using (or attempting to) any workaround for, any security measures and controls incorporated in or used by the Platform; andcollecting, scraping or harvesting any Personal Information from the Platform, using communication systems provided by the Platform for any commercial solicitation purposes, soliciting for any reason whatsoever any Users of the Platform with respect to their submissions to the Platform.You understand that all content, whether publicly posted or privately transmitted, is the sole responsibility of the person from whom such content originated. This means that you are solely responsible for all content that you upload, post, email, transmit or otherwise make available through the Services, and you bear all risk for the same. Agorae does not control the content posted through the Services and, as such, does not guarantee the accuracy, integrity or quality of such content.You may report any content or Users that you believe violate the Use Terms by following the Platform’s in-built reporting mechanism, including by using the in-app chat feature or writing to us at [info@agorae.live]You also acknowledge that Agorae does not pre-screen content, but that Agorae shall have the right (but not the obligation) in its sole discretion to review, refuse, delete or remove any User account or content that is available through the Services for any reason. In any case, to the extent permitted by law, Agorae shall not be liable for any content that is posted on the Platform.Agorae shall have the right to remove any User account or content if (i) we receive a complaint from another User; (ii) we receive a notice of intellectual property infringement; (iii) we receive any legal instruction for removal (including but not limited to any notice, instruction or order by any regulatory or governmental body to remove, suspend or delete any User account or content); or (iv) if such User account or content is otherwise found to be objectionable or violates these Use Terms. We may also block delivery of any communication to or from the Services as part of our effort to protect our Services or Users, or otherwise enforce these Use Terms. You acknowledge, consent and agree that Agorae may access, preserve and disclose your account information and content if required to do so by law or pursuant to an order of a court or by any governmental or regulatory authority having jurisdiction over Agorae or in a good faith belief that such access, preservation or disclosure is reasonably necessary to

(i) comply with legal process;

(ii) enforce these Use Terms;

(iii) respond to claims that any content violates the rights of third parties;

(iv) respond to your requests for customer service; or

(v) protect the rights, property or personal safety of Agorae, its employees, its Users and/or the public. Agorae shall also be entitled to preserve such information and associated records for production to governmental authorities for investigation purposes, as per law.

To the extent that you are a School, all consideration to be paid for the provision of our Services will be in accordance with payment schedules contained in your contract with us, which have been executed with Us in addition to these Use Terms. To the extent that you are a Student/Parent/Teacher, your use of the basic Services shall be at no cost. However, to the extent that you buy any of our paid Services (“Special Services”), you agree to pay us the applicable fees and taxes for such Special Services, as set out in the applicable payment terms, if any; any delay or failure to pay such fees and taxes shall cause your rights of use / access to any Special Services to be suspended, revoked or terminated. Further, our Return and Refunds Policy will govern your purchases of any Special Services and any refunds that may be payable to you with respect to such purchases.

Agorae may use third-party service providers in order to provide or improve the Services, such as for psychometric assessments and background verification, and such third-party services shall be provided in accordance with the Privacy Policy. Any data or content that you and/or the School uploads shall be used, stored, shared with, or dealt by each such third-party service provider in accordance with its respective privacy policies.You acknowledge and agree that at no time are we making any representation or warranty regarding any goods, services, or content processed or analyzed by any third-party service. You hereby disclaim and waive any rights and claims you may have against us with respect to goods or services or content of a third-party service provider.

Agorae reserves the right, at any time, to add to, change, update, or modify this Policy. In case of any such changes, we will post these changes on this page and will inform you of such changes. In all cases, the use of any Personal Information we collect will remain subject to the Policy in effect at the time of such collection.

Agorae may subcontract any part or parts of the Services that we provide to you from time to time and we may assign or novate any part or parts of our rights under the Use Terms and Privacy Policy without your consent or without any requirement to notify you.While Agorae endeavors to provide the Services on par with industry standards and technology support at all times, Agorae assumes no responsibility, and shall not be liable for, any damage caused by viruses, Trojan horses or any other form of malware, adware and other malicious programs that may infect your computer system, mobile phone or any hardware or software used by you to access or use the Services. You are expected to use adequate anti-virus software and firewalls in your device, to guard against possible attacks by all kinds of malicious software. Agorae may seek feedback of Users relating to the use of the Services and we endeavour to improve the Services based on such feedback at regular intervals.Agorae shall not be responsible in any manner for any direct, indirect, special or consequential damages, caused/arising out of any loss of your information or data provided to Agorae due to (i) your non-compliance with these Use Terms and the Privacy Policy; (ii) reasons attributable to third-party service providers which are providing services to Agorae or to Third-party Content; and (iii) any events beyond our reasonable control, including force majeure events.In the event you are facing any technical or access issues relating to the Services, you should reach out to the technical support team of Agorae using the in-Platform or in-app support tool (such as the in-app chat bot) or by sending an email at [info@agorae.live].

Our acknowledge that due to the vagaries that can occur in the electronic distribution of information, there may be delays, omissions, or inaccuracies in the content provided on or through the Platform or delay or errors in the functionality of any or all of the Services. Agorae periodically conducts scheduled maintenance and upgradation exercises for the Services which may impact the performance of the Services and some functions and features may not be fully operational during those periods. Such maintenance and upgradation exercises will be conducted with Agorae making reasonable efforts to provide you with prior notice in respect of the same.While every effort is made by Agorae to keep the Platform up and running smoothly, Agorae takes no responsibility for, and will not be liable for, the Platform being temporarily unavailable due to technical issues beyond our control or due to any force majeure events.You understand, agree and acknowledge that:You have not been induced by any statements or representations of any person with respect to the quality or conditions of the Services and that you have relied solely on the investigations, examinations and inspections as you have chosen to make in relation to the Services, and that Agorae has afforded you with the opportunity for full and complete investigations, examinations and inspections.You shall be fully liable and responsible for, your compliance of these Use Terms. While Agorae takes all reasonable efforts to ensure smooth functioning of the Platform and the Services, Agorae is not responsible for the failure of any third party software or features to function and operate optimally. Agorae is not liable or responsible for

(i) any unauthorised access to or use of the Services, including by individuals below the age of 18;

(ii) any content that you may download or view; or

(iii) data theft and other unauthorised activities that may occur if your device is hacked or stolen by any third party. Through the use of the Services, you may be able to access third party websites, applications, or services that are not owned or controlled by Agorae, strictly at your own risk. Notwithstanding the foregoing, Agorae reserves the right to disable access to any third party website, application or services through the Services, although we are under no obligation to do so.

In the event of a technical issue arising due to reasons solely attributable to Agorae, Agorae shall strive to resolve such issue within a reasonable time period from the day when such issue is brought to the notice of Agorae, in any event no later than the time prescribed under law. However, Agorae shall not be liable for any damages, liability or losses arising out of:

(i) your use of or reliance on the Services;

(ii) your inability to access or use the Services due to your non-compliance with these Use Terms, the Privacy Policy, or any additional User terms;

(iii) any transaction or relationship between you and/or a School, it’s teachers and admin staff and any third-party service provider;

(iv) defaults of any third-party service providers which are providing Platform related services to Agorae;

(v) any force majeure events, or

(vi) any unauthorised act of third-party service providers engaged by Agorae. Any liability and limitations thereof for Agorae, its officers, directors, employees, partners or agents shall be determined in accordance with our contractual agreement with you.

All Intellectual Property Rights shall be as determined by contractual agreement between us and you.We may allow the posting, submission, or distribution of any content created by Users (“User Generated Content”) on or through the Services, including any suggestions, feature requests, evaluation results, feedback, or other input in relation to any aspect of the Services that you provide to Agorae. By posting, submitting, or distributing User Generated Content on or through the Services, you grant us royalty free, worldwide, perpetual and exclusive license to use, copy, distribute, download, display, transmit, and publish such User Generated Content for the purposes of operating or improving the Services, sharing or storing such User Generated Content with third parties in accordance with the Use Terms and the Privacy Policy, in all formats, through any medium, and with any technology, irrespective of whether you continue to use/avail our Services.It is further clarified that Agorae does not warrant, endorse, guarantee, or assume responsibility for any User Generated Content,All rights will be reserved by Agorae for usage of such submissions.

You consent to receive service, transactional and/or commercial communications, notices and information from us via tele-calls, or electronically, whether sent by e-mail, messaging services, or through other electronic means. Electronic communications shall be deemed to have been received by you when we send the electronic communication at the email address/mobile number provided by you and maintained in our records, or when we post the electronic communication on the Platform.

Agorae reserves the right to suspend or deactivate your account, or your access to certain aspects or all of the Services if you breach any of the Use Terms or for any other reason.Should you wish to delete your account at any time, you may do so by contacting the technical support team of Agorae by using the in-Platform or in-app support tool (such as the in-app chat bot) or sending an email to [info@agorae.in] .Please note that upon termination or deletion of your account on the Platform, Agorae may retain your information for such time period as is reasonably required for the purposes for which the information may lawfully be used or is otherwise required under any law.

The Use Terms, the Privacy Policy and your use of the Services shall be governed by, and construed in accordance with the laws of India, and without reference to principles of conflict of laws. The courts or tribunals at Kolkata shall have exclusive jurisdiction over any dispute arising from or relating to the Use Terms, Privacy Policy, or your use of the Services. Any such disputes shall be resolved in accordance with the contractual agreement between you and Agorae.

Your liability to indemnify Agorae, its officers, directors, employees, partners or agents, shall be determined in accordance with the contractual agreement between you and Agorae.

Your liability to indemnify Agorae, its officers, directors, employees, partners or agents, shall be determined in accordance with the contractual agreement between you and Agorae. The Grievance Officer can be contacted at: Name: Harshit Chokhani

Email Address: info@agorae.live

Address: 609, Adventz Infinity@5, Block BN, Sector V, Salt Lake City, Kolkata – 700091, West Bengal

Contact Number: 033 40936800

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