Please read this terms of service (the “terms”) carefully. By accessing or using LearnWith.AI (the “website”), the LearnWith.AI's web application (“app”) or any other websites, services, software, or applications of LearnWith.AI inc. (“LearnWith.AI”) that link to these terms, or any of the services provided or otherwise made available via the website or app, the signatory (defined below) represents that he/ she has read, understood, and agrees to be bound by the terms.
The signatory agrees that significant information is collected about the applicant/ student by way of the application process and any interaction with the services. Signatory agrees that he/ she has read and approves of the privacy policy.
By submitting an application on the website, by taking LearnWith.AI's admission test/s, applying or enrolling for the program, and/ or using the services in any other manner, the signatory, for and on behalf of each user, confirms and agrees: (I) it provides consent to register with and use the website, app and the services; (ii) to abide by these terms and LearnWith.AI's privacy policy and which is incorporated herein by reference; (iii) and represents that: (a) each user is a U.S. Resident; (b) each user meets all eligibility criteria set forth in these terms, including all age and authorization requirements set forth below; (c) signatory has the authority and permission to enter into the terms on his/ her own behalf and on behalf of each user; (d) signatory is responsible for the user’s use of services and for all account-related activities; (e) signatory’s and/ or user’s use of services has not been previously suspended by LearnWith.AI for misuse or wrongful action; and (f) signatory will ensure the each user is in compliance with any applicable laws.
If the signatory does not agree, or does not have the requisite authority or consent to be bound by these terms or do not meet any eligibility criteria set forth below, the signatory and any user that he/ she represents may not access or use the website, app, or services in any way.
1.1 “Account” shall mean a legitimate LearnWith.AI online account for the Applicant and/or the Student created in accordance with these Terms to use the Services through the Website and/ or the App.
1.2 “ Applicant” means the person enrolled in elementary, middle, or high school who has an Account on the Website and for whose benefit the Signatory is applying or has applied for the Program and is using the Services.
1.3 “ Application Data” shall mean information about the Signatory and their Applicant/ Student that is provided to LearnWith.AI as part of the application and admissions process.
1.4 “ Content” means the Website, App and Services, and the information, data, Software, computer code (including source or object code), tools, features, services, and content made available on the Website, App and Services such as educational or guidance videos, instructions, exercises, activities, assignments, and all other elements of Services.
1.5 “ De-Identified Data” means data with all applicable personal information or personally identifiable information covered by applicable data protection law, removed.
1.6 “ Fees” shall mean fees for Services as set forth on the Website or App or as otherwise communicated to the Signatory.
1.7 “ Intellectual Property Rights” means inventions and patents of any type, design rights, utility models or other similar invention rights, copyrights, trademarks, service marks, trade names, trade dress, logos, trade secrets or confidentiality rights, and any other intangible property rights including applications for any of the foregoing, in any country, arising under statutory or common law or by contract and, whether or not perfected, now existing or hereafter filed, issued, or acquired.
1.8 “ Permitted Purpose” shall mean for educational non-commercial purposes for the benefit of the Applicant or the Student, as applicable, in the United States only and for use in accordance with these Terms. The Permitted Purpose is not intended to include use of the Services by any government entity or government user.
1.9 “ Personally Identifiable Data” includes all User Data that personally identifies a prospective or actual Applicant/ Student, or similar information covered by an applicable data protection law but does not include De-Identified Data.
1.10 “ Privacy Policy” shall mean LearnWith.AI’s Privacy Policy available at https://magicacademy.learnwith.ai/privacy-policy . LearnWith.AIs Privacy Policy shall apply to all User Data.
1.11 “ Program” shall mean LearnWith.AI’s after-school Gifted and Talented program which comprises of several elements of coaching services for the benefit of the Student.
1.12 “ Services” shall mean provision of LearnWith.AI’s services such as application process (including login credentials), testing, enrolment, coaching or any other services that LearnWith.AI may offer through its Website, App or otherwise.
1.13 “ Signatory” means the person accessing and using the Website and/ or the App for and on behalf of the Applicant or the Student. The Signatory hereby confirms that he/ she is: (i) an Applicant/ Student over the age of 18; or (ii) the parent or legal guardian of a minor Applicant or Student (“ Parent”). The Signatory agrees that, if required by LearnWith.AI, he/ she will promptly submit proof of age, parenthood, or guardianship, as applicable.
1.14 “ Software” shall mean the software made available to the User through the Services, including but not limited to, all files and images contained in or generated by the software, look, and feel, HTML/CSS, visual design elements, and accompanying data.
1.15 “ Student” means an Applicant who has been accepted to the Program.
1.16 “ User” shall mean the Signatory, Applicant or Student, using the Services.
1.17 “ User Data” means data, information, graphics, links, web pages, signs, images, software and code, files, texts, photos, audio or video, sounds, visual works, musical works, works of authorship, notes, questions or comments, communications, and components created, provided, submitted, uploaded, posted, published, e-mailed, transmitted or otherwise made available by a User through its use of the Website, App and Services, including but not limited to any academic data, browser history or screen data of any User, and Application Data. The User Data listed in foregoing sentence is not all-inclusive; the Privacy Policy includes additional descriptions and will be updated from time to time with additional descriptions of User Data that is collected and used by LearnWith.AI in connection with the Service.
2.1 Eligibility. The Services are available solely to the Applicant/ Student and/or the Signatory who have an Account allowing access to use the Services. The Account may only be registered by a Signatory. The Signatory automatically assumes any responsibility for any use of the Website, App and/ or Services by any User and for the compliance with these Terms. ANY SERVICES UTILIZED HEREUNDER ARE TO BE USED SOLELY FOR THE PERMITTED PURPOSE. The Signatory may not access the Services if the Signatory is, or is acting on behalf of, a direct competitor of LearnWith.AI, except with LearnWith.AI’s prior written consent.
2.2 Updated Terms. LearnWith.AI may, in its sole discretion, refuse to offer the Services to any person or entity and change the eligibility criteria at any time. LearnWith.AI reserves the right to update and change these Terms and the Privacy Policy from time to time without notice. The revised Terms and Privacy Policy will be effective when posted. Any new features that augment or enhance the current Services including the release of new tools and resources, or future updates or other additions to the existing tools or Services are subject to these Terms. The User’s continued use of the Services after any such changes will constitute the Signatory’s consent to the changes.
2.3. Login Information. Each User shall have login credentials which shall comprise of a username and password or any other secured details or questions associated with retrieving such credentials. The Signatory shall be responsible for ensuring the confidentiality of login credentials and of the User’s Account or for the loss or disclosure of login credentials.
2.4 Application Process. Upon acceptance of these terms and submission of an application through the Website, the admission test/s link will be sent to the Signatory immediately. The Signatory is free to withdraw the application at any time prior to the Applicant taking LearnWith.AI admission test/s. LearnWith.AI may make Applicant’s test scores available to the Signatory, upon request, however, LearnWith.AI has the sole right to and discretion in selecting Students from Applicants and deny admission to any Applicant who has not been selected. LearnWith.AI shall not be liable for any application or admission or enrolment related determinations made and the signatory hereby, releases and absolves LearnWith.AI from any and all claims or liabilities hereunder.
2.5 Coaching Services. LearnWith.AI uses commercially reasonable efforts to carefully craft its courses and curriculum and to select the coaches based on their area of expertise and level of experience. Coaches are hired on an independent and as needed basis and the views, feedback, ideas, or information shared by coaches are their own responsibility and do not reflect the opinions of LearnWith.AI in any manner whatsoever. LearnWith.AI may cancel a course or remove a coach at any time, at its sole discretion. The Signatory acknowledges that coaching services are only an aid for motivation and guidance and not a guarantee for any particular result.
2.6 Rewards. From time to time LearnWith.AI may, at LearnWith.AI's sole discretion, provide financial or other rewards to Students. All aspects of any such rewards or reward programs (including selection of the recipient(s) and amount of any such reward) are entirely discretionary to LearnWith.AI. Signatory irrevocably represents that the Student has been enrolled with LearnWith.AI solely to receive the Services and has not and will never expect or rely upon any such possible rewards from LearnWith.AI under any circumstance. Signatory (I) shall ensure that no claim is ever brought by user against any LearnWith.AI or any person claiming any right by user to receive any reward, and (ii) is solely responsible for any tax liability that may result from receipt of any rewards and will indemnify and defend LearnWith.AI against any damages or claims resulting from the forgoing.
2.7 Personal Information. Personal information regarding the User is collected, stored, and shared in accordance with the Privacy Policy. The Signatory agrees that he/ she has read and agrees to such data use as set forth in these Terms and in the Privacy Policy.
3.1 Except as expressly required by applicable law, the Privacy Policy or otherwise agreed to byLearnWith.AI in writing: (i) LearnWith.AI has no obligation to store any User Data; and (ii) LearnWith.AI has no responsibility or liability for: (a) the deletion or accuracy of any Content, including User Data, (b) the failure to store, transmit or receive transmission of Content, including User Data, or (c) the security, privacy, storage or transmission of information or other communications originating with or involving use of the Services, or in connection with the marketing of such Services.
3.2 LearnWith.AI will only collect and use User Data as described in the Privacy Policy, necessary to fulfill its duties and provide and improve the Services. LearnWith.AI may also create and use De-Identified Data from data made available through the Services, in accordance with these Terms and LearnWith.AI’s Privacy Policy. LearnWith.AI agrees not to attempt to re-identify De-Identified Data. Subject to applicable law, by making available any User Data to LearnWith.AI, including on or through the Services, the Signatory grants to LearnWith.AI a nonexclusive license to view, download, reproduce, modify, create derivative works of, distribute and display Personally Identifiable Data solely for the purposes of: (i) providing the Services; and/ or (ii) creating, using, and disclosing De-Identified Data about the User for development, research, or other purposes.
3.3 LearnWith.AI will maintain and implement administrative, physical, and technical safeguards designed to secure Personally Identifiable Data from unauthorized access, disclosure, or use. LearnWith.AI will have a security incident response plan and will notify the User and the Signatory in the event required by such plan or applicable law.
3.4 LearnWith.AI will not: (i) sell Personally Identifiable Data; (ii) use any Personally Identifiable Data to advertise or market to third parties; or (iii) use Personally Identifiable Data except as stated herein, in accordance with the Privacy Policy or as necessary for the Services, provided that LearnWith.AI shall not violate an applicable data protection law. From time to time, LearnWith.AI may conduct direct advertising or marketing but shall de-identify any Personally Identifiable Data used in connection with such efforts. LearnWith.AI will make Personally Identifiable Data available upon a verified request by the Signatory who provided such Personally Identifiable Data or who would otherwise have verified authority to receive such Personally Identifiable Data. When Personally Identifiable Data is no longer needed for the provision of the Services, or as otherwise required by applicable law, at the request of the User or Signatory, as applicable, LearnWith.AI will destroy or de-identify all Personally Identifiable Data in its possession, and in the possession of any subcontractors or agents to which LearnWith.AI transferred Personally Identifiable Data, if legally permitted.
3.5 Signatory expressly authorizes LearnWith.AI to collect, use and disclose Personally Identifiable Data and User Data about the User to the extent reasonably necessary in connection with the Services. Such information is further described in the Privacy Policy, and includes, without limitation, name, address, email, academic data, admission information and other information as necessary or disclosed. The information authorized includes, without limitation: (i) browser history and screen data on computers used for educational activities for LearnWith.AI; (ii) purchase history in connection with the redemption of rewards, through a debit card or otherwise; (iii) geolocation information; (iv) biometric identifiers, biometric information and other biometric data to study and improve learning; and (v) video recordings in connection with coaching.
3.6 Where the Children’s Online Privacy Protection Act (COPPA) applies because Applicant and/ or Student is under 13, Signatory acknowledges that it is aware of the parental/ legal guardian, Applicant and Student rights under COPPA and has informed itself about the LearnWith.AI’s personal information and data practices, including, without limitation, by reading the Privacy Policy. Signatory expressly authorizes the collection of information in accordance with this Section 3 and the Privacy Policy.
4.1 Electronic Communications. LearnWith.AI may offer webmail or internal email system, message boards or other forms of communications through the Website or App to the Users. The Signatory may opt out from receiving emails or other communications by choosing “UNSUBSCRIBE” and by changing the Signatory’s subscription settings at any time.
4.2 Mobile Communications. If the Signatory has opted to receive text messages or phone calls from LearnWith.AI, the Signatory agrees to receiving User-related and Services-related information at the mobile number provided to LearnWith.AI via text messages or SMS, which may be subject to additional applicable data rates and/ or surcharges. The Signatory may opt out of receiving messages by replying STOP to any message.
4.3 Recordings. For quality assurance, training, and improvement of Services, interactions between the User and LearnWith.AI and coaches will be audio and video recorded using Zoom or a similar recording tool.
4.4 Photography and Video Release. Unless the Signatory specifically and expressly opts out of photography or video release by emailing contact@learnwith.ai, LearnWith.AI and its affiliates will have the right to use the User Data such as collected images and videos in accordance with the terms of license as mentioned under Section 6.2 hereinbelow. The User acknowledges that any photographs or video/audio recordings of the Signatory and/or the Student shall remain property of LearnWith.AI. Due to the prevalence of mobile and web recording devices, the Signatory also acknowledge that other Students accessing the Services may record or make screen captures of the Services, including of other attendees, and post their own content created from their access of the Services on social media platforms. LearnWith.AI disclaims all liability for the capture of the User’s image by other attendees who have access to the Services in any multimedia format.
5.1 Fees. LearnWith.AI will charge Fees for the Signatory’s purchases as communicated to the Signatory through the Website, the App or as indicated on the list of Services, as well as transaction fees, and/ or the applicable taxes. The Fees shall be automatically and immediately charged to the payment card (credit or debit) that LearnWith.AI has on file for the Signatory upon acceptance to the Program or upon confirmation of purchase. The Signatory will be fully responsible for all Fees arising out of the use of such Services. LearnWith.AI, further, reserves the right to alter any Fees or pricing terms from time to time, and to suspend the Signatory’s Account if any payment is not timely made.
In case, there is a short charging by LearnWith.AI for Services or transaction fee or any other fee or costs because of a technical error or other reason, LearnWith.AI reserves the right to deduct, charge or claim the balance subsequent to the transaction and notify the Signatory.
5.2 Cancellation and Refunds: The enrollment and the coaching services can be cancelled by the Signatory at any time upon notice to LearnWith.AI. Upon such cancellation, the Signatory shall not be charged Fees for the billable month subsequent to cancellation, however, no refunds or discounts shall be made for the month of cancellation, regardless of whether any Services have been rendered or not.
6.1 Content. During the term of activated Services and subject to payment of all Fees, LearnWith.AI hereby grants to User a limited, non-exclusive, non-assignable, non-transferable, non-sub-licensable right and license to use the Content solely for the Permitted Purpose.
6.2 User Data. LearnWith.AI claims no intellectual property rights over the User Data. However, the User grants LearnWith.AI a license to use the User Data. By posting, downloading, displaying, performing, transmitting, or otherwise distributing User Data to the Website, App, the Services or to LearnWith.AI (“ Sharing User Data”), the User is granting LearnWith.AI and its affiliates and their respective officers, directors, employees, consultants, agents, and representatives a worldwide, perpetual, irrevocable (except pursuant to Privacy Policy), transferable, assignable, fully paid-up, royalty-free right and license to use User Data in connection with the operation of the Services, including without limitation, (i) a right to copy, import, host, transfer, distribute, transmit, publicly display, publicly perform, reproduce, edit, translate, reformat, promote the Services in any media including the Website and App, email communications, written impact report or promotional material as well as in social media, and (ii) prepare derivative works of, and otherwise exploit User Data, in whole or in part, in any media formats and through any media channels now known or hereafter developed, SOLELY TO THE EXTENT CONSISTENT WITH APPLICABLE LAWS AND WITH THE PRIVACY POLICY. The User will not be compensated for any User Data. By Sharing User Data, the User warrants and represents that he/ she owns the rights to the User Data or are otherwise authorized to post, distribute, display, perform, transmit, or otherwise distribute User Data.
6.3 Prohibited Activities. The rights granted to the User in the Terms are subject to the following restrictions. THE USER SHALL NOT:
6.4 Third Party Links. Links to third party sites are provided solely for the User’s convenience. LearnWith.AI has not reviewed these third-party websites and does not control and is not responsible for these websites or their content or availability. If the User decides to access any third-party sites linked to the Website, App, or Services, or Content, the User does so entirely at the User’s own risk.
7.1 Content. LearnWith.AI retains all right, title and interest in and to the Content and its trademarks, including but not limited to the licensed educational content, Website, App and Services and any derivatives thereof, including any Intellectual Property Rights contained and/or made available therein or in connection thereto. The User agrees not to remove, obscure, or alter any notices of Intellectual Property Rights or disclaimers appearing in or on the Website, App and Services. The look and feel of the Website, App and Services is owned by LearnWith.AI. The User may not duplicate, copy, or reuse any portion of the Content or visual design elements without express written permission from LearnWith.AI, unless otherwise expressly agreed. Subject to the Terms and subject to receipt of all payments, LearnWith.AI grants the User a limited license to access, view, download, print or reproduce certain portions of the Services, as designated by LearnWith.AI for the sole purpose of using the Services for the Permitted Purpose.
LearnWith.AI may make certain Software available to the User that are deemed to be licensed to the User by LearnWith.AI, for the User’s personal use and only for the Permitted Purpose. LearnWith.AI does not transfer either the title or the Intellectual Property Rights to the Software, and LearnWith.AI retains full and complete title to the Software as well as all Intellectual Property Rights therein.
7.2 Feedback. All suggestions, solutions, improvements, corrections, reviews, ratings, and other contributions provided by the User regarding the Services will be owned by LearnWith.AI, and the User hereby agrees that all such rights shall be deemed to be assigned to LearnWith.AI upon provision of such material to LearnWith.AI. Nothing in these Terms will preclude LearnWith.AI from using in any manner or for any purpose it deems necessary, the know-how, techniques, or procedures acquired or used by LearnWith.AI in the performance of the Services.
7.3 Reservation of Rights. LearnWith.AI, its licensors, suppliers, and service providers reserve all rights not granted in the Terms.
8.1 The Signatory acknowledges that:
8.2 Any and all content, including but not limited to, software, services, website, app, confidential information and any other technology or materials provided by LearnWith.AI to user are provided “as is” and without warranty of any kind. LearnWith.AI makes no warranties, express or implied, including express or implied warranties of merchantability, fitness for a particular purpose, and noninfringement. Neither LearnWith.AI (nor any of its subsidiaries, affiliates, suppliers or licensors) warrants or represents that the services will be uninterrupted, error-free, or secure. Signatory acknowledge that there are risks inherent in internet connectivity that could result in the loss of user’s privacy, data, confidential information, and property. LearnWith.AI shall not be responsible for any conduct or misconduct, omissions, negligence, or non-compliance with any of the terms on the part of any users or third parties or for any external events that are beyond the reasonable control of LearnWith.AI.
The Signatory agrees to defend, indemnify, and hold LearnWith.AI, including its corporate parent(s), subsidiaries, affiliates, and their respective officers, directors, employees, consultants, agents, partners and licensors, harmless from and against any and all damages, costs, liabilities, expenses (including, without limitation, reasonable attorneys’ fees), and settlement amounts incurred in connection with any claim arising from or relating to: (i) the User’s use of, or inability to use, the Website, App, Services, and Content; (ii) the User’s violation of these Terms; (iii) the User’s actual or alleged violation of any rights including Intellectual Property Rights or privacy rights of a third party including other users; (iv) the User Data; or (v) the User’s violation of any applicable laws, rules or regulations. LearnWith.AI reserves the right, at our own expense, to employ separate counsel and assume the exclusive defense and control of any matter otherwise subject to indemnification by the Signatory in which event he/ she will fully cooperate with LearnWith.AI in asserting any available defenses. The Signatory agrees that the provisions in this section will survive termination of the Terms.
10.1 Direct Damages. To the maximum extent permitted by applicable law, in no event will LearnWith.AI be liable under any theory of liability, whether in an equitable, legal, or common law action arising hereunder for contract, strict liability, indemnity, tort (including negligence), attorneys fees and costs, or otherwise, for damages which, in the aggregate, exceed the total amount of fees paid by the signatory for the service during the three-month period immediately preceding the date of signatory’s claim.
10.2 Indirect Damages. To the maximum extent permitted by applicable law, in no event will LearnWith.AI be liable for any special, incidental, indirect, exemplary, punitive, or consequential damages of any kind and however caused including, but not limited to, attorneys fees and costs, business interruption or loss of profits, business opportunities, or goodwill. 10.3 The foregoing limitations apply even if notified of the possibility of such damage and notwithstanding the failure of essential purpose of any remedy.
11.1 Term. These Terms will be in effect from the time that the Services are activated and will continue until the termination or expiration of the User’s Account in accordance with the Terms.
11.2 Termination. These Terms and any usage rights granted hereunder may be terminated by LearnWith.AI at any time upon five (5) days written notice to the Signatory for LearnWith.AI’s convenience. The User’s usage rights granted hereunder may be suspended by LearnWith.AI immediately if the User violates these Terms. In addition, LearnWith.AI may terminate the User’s Account immediately in its sole discretion in the event that the User violates any restrictions stated in these Terms.
11.3 Reinstatement. Following suspension, LearnWith.AI will work in good faith to determine whether to reinstate the User’s access to (and any associated licenses to) the Services or permanently terminate the User’s Services.
11.4 Consequences. Termination of Terms and/ or User’s Account will not relieve the Signatory’s obligation to pay any amounts owed by the Signatory under these Terms. Termination of any Services includes removal of access to such Services and barring of further use of the Service. Upon termination of these Terms, the User shall no longer access the Services and shall not circumvent any security mechanisms contained therein. Termination of all Services may also include deletion of the User’s login credentials such as password and the User Data.
12.1 Governing Law and Venue. The laws of the State of Texas, USA govern the interpretation of these Terms, regardless of conflict of laws principles. The United Nations Convention on Contracts for the International Sale of Goods (1980) and the Uniform Computer Information Transactions Act (UCITA) are hereby excluded in their entirety from application to these Terms. The parties agree that the federal and state courts located in Travis County, Texas, USA will have exclusive jurisdiction for any dispute arising under, out of, or relating to these Terms. Mediation will be held in Austin, Texas, USA. The Signatory agrees that, to the maximum extent permitted under applicable law, any claim or cause of action the User may have arising out of or related to these Terms must be filed by the Signatory within one (1) year after such claim or cause of action arose or be forever barred.
12.2 General. The User may not assign these Terms, or otherwise transfer any usage rights created hereunder whether by operation of law, change of control, or in any other manner, without the prior written consent of LearnWith.AI. LearnWith.AI will not be liable to the Signatory for any delay or failure of LearnWith.AI to perform its obligations hereunder if such delay or failure arises from any cause or causes beyond the reasonable control of LearnWith.AI. Such causes will include, but are not limited to, acts of God, floods, fires, loss of electricity or other utilities. Any provision that by its nature is intended to survive the termination of these Terms will survive termination of these Terms. Any notice required under these Terms shall be given in writing and will be deemed effective upon delivery to the party to whom addressed. All notices shall be sent to such address as the parties may designate in writing. Any notice of material breach will clearly define the breach including the specific contractual obligation that has been breached. These Terms and any other terms incorporated by reference herein constitute the entire agreement between the parties regarding the subject matter hereof and supersedes all proposals and prior discussions and writings between the parties with respect to the subject matter contained herein. Headings are for reference purposes only, have no substantive effect, and will not affect the interpretation hereof. Each provision of these Terms is a separately enforceable provision. If any provision of these Terms is determined to be or becomes unenforceable or illegal, such provision will be reformed to the minimum extent necessary for these Terms to remain in effect in accordance with its terms as modified by such reformation.