Terms and Conditions
TERMS FOR INSTITUTE
Please read these Terms & Conditions carefully as they contain important information about legal rights, remedies and obligations. By accessing or using the Company Platform, you agree to comply with and be bound by these Terms of Service.
1. TERMS OF SERVICE
These Terms of Service ("Terms") constitute a legally binding agreement ("Agreement") between Institute and the Company governing access to and use of the Company’s website, including any subdomains thereof, and any other websites through which Company makes the Company Services available (collectively, "Site"), our mobile, tablet and other smart device applications, and application program interfaces (collectively, "Application") and all associated services (collectively, "Company Services"). The Site, Application and Company Services together are hereinafter collectively referred to as the “Company Platform”. Your use of the Website, Application and/or agreement signed (either electronically or otherwise) is an acknowledgment that you have reviewed the Terms and Conditions and agree to comply with these Terms.
Company provides Services on the Website/Application subject to complete adherence to the Usage Terms by the user. By accessing, viewing, or using this Website/ Mobile Application, You acknowledge, declare, confirm, represent & warrant to the Company that you have read and understood the Usage Terms and accept them as an agreement as the binding legal contract equivalent of a duly signed contract binding on You. This agreement is effective immediately upon your accessing, viewing, or using this Website/ Mobile Application. You are advised to regularly check for any amendments or updates to the Usage Terms mentioned herein from time to time. Company may add to or change, update these Usage Terms from time to time entirely at its sole discretion. Your use of the Website/ Mobile Application and any amendment to the Usage Terms shall constitute your acceptance of these Usage Terms and you agree to be bound by any such changes/revisions/amendments. Website/ Mobile Application shall not be obliged to notify you, irrespective of the fact that you are registered or not, of any modifications made to the Usage Terms. Your access to the Website/ Mobile Application for purchasing/using the Services or for mere browsing is subject to the most current version of the Usage Terms appearing on the Website/ Mobile Application at the time of such use.
3. TERMS OF OPERATIONS
A. USE OF COMPANY PLATFORM & INTELLECTUAL PROPERTY
Companygrant the Institute during the period of this Agreement and subject to the terms and conditions hereof the permission to (i) utilize the Know-How and (ii) be listed on Company Platform or any other online website, as may be expressly permitted by Company in writing, to market or promote bookings of the Institute by associating with the “Company”.
The Institute undertakes that it will list 100% of its total inventory/seats on Company Platform.
The Institute acknowledges that in order to facilitate the completion of Company’s obligations under this Agreement and other similar agreements, Company has the right to list all Institute within the network of Company on the Company’s Platform; this is irrespective of the fact that the Institute provides its services to Students (whether attracted through Company Platform or in any other manner) independently, under its own brand name. However, each Institute shall be solely responsible for providing the educationfacility/services to its students. Once a booking has been confirmed to a Studentthrough Company’s Platform by the Institute, the Institute shall honor such bookings. In the event, the Institute is unable to honor the booking for any unforeseeable circumstances, the Institute shall provide alternate Institute of comparable standards at the same price and without prejudice to its right to indemnification, the Institute shall be liable to pay liquidated damages amounting to twice the booking amount payable in respect of the booking period.
Company may assist the Institute by providing the Know-How which shall at all times remain the property of Company. Company shall keep the Institute notified of any alterations and/or improvements in or to the operating or brand standards. All operating costs, including the cost of employees, manpower, consumables, utilities rents, taxes etc. of the Institute shall be the sole responsibility of the Institute.
B. TITLE OF THE PROPERTY
Institute will maintain, at all times during the term of this contract, full ownership of the property and the business now or hereafter conducted therein or there from (or, if Institute’s right and interest in the Property is derived through a lease, concession or other agreement, the Institute shall keep and maintain such lease, concession or other agreement in full force and effect at all times throughout the term of the contract) free and clear of any lien, mortgage, charge or any other encumbrance.
4. CONFIDENTIALITY
All documents, instructions, details collected under this Agreement including the Company’s details, the Students’ personal data, operating standards, technology, systems, training manuals, financial details, terms of this Agreement, account and sales information etc. shall be considered as secret and confidential information and Institute undertakes not to copy or disclose any of its contents or concepts to any other party and not to make any direct or indirect use thereof except as required for due performance under this Agreement. This Agreement is confidential in nature and shall not be disclosed by the Parties to any other third person except as otherwise required by law. During the performance of its obligations under this Agreement, the Institute and its employees, officers, agents, proprietors, directors, shareholders, stakeholders (“Representatives”) may have access to Confidential Information of Company, which shall be kept fully confidential by the Institute and its Representatives. The Institute shall execute necessary non-disclosure agreement with its Representatives and take any other steps that it would reasonably take to protect such confidential information. The obligation under this provision shall survive till termination or expiration of this Agreement.
5. TAXES
Each Party with respect to the services rendered in its individual capacity would be solely responsible for compliance of all applicable laws and payment of all applicable taxes, cess or duties as may be required.
Service fees fee charged by Company to Institute for providing services shall be exclusive of all taxes applicable on such transaction.
In this regard it is further clarified that the Institute is solely responsible for providing all the services/facilities to the Students on commercial basis and hence shall be solely responsible to pay appropriate taxes, cess or duties that may be levied on such services and any other ancillary purchase or sale of goods and services that is required for the purpose of rendering its services.
In the event Company is made liable to pay any tax under any law for the time being in force applicable on “Institute”, then Parties agree that Company shall have a right to recover the same from the Institute. The Institute shall pay such amount without any demur or protest. Company may furnish certificate/ document to demonstrate such claim for payment and proof of deposit of such tax from time to time.
6. EXCLUSIVITY
The Institute shall not during the period of its Agreement with Company, enter into any agreement directly or indirectly to engage with online aggregators in any manner for booking or reservation of seat at the Institute Premises. Provided, however, that the Institute may continue to either directly or through any other business partner, service provider (other than specifically named above) for marketing or booking services through online or offline channel with prior written consent of Company.
Notwithstanding anything stated herein, if the Institute defaults / breaches its obligation under this clause then the Institute shall be deemed to have breached a material obligation and shall be liable to pay liquidated damages as may be determined by Company.
Breach of obligation under this clause shall be deemed to be a breach of material obligation and in addition to the remedies provided, Company shall have a right to terminate the Agreement.
