Terms Of Service:
a)Any reference to the singular includes a reference to the plural and vice versa, unless explicitly provided for otherwise; and any reference to the masculine includes a reference to the feminine and vice versa.
b) Headings and captions are used for convenience only and will not affect the interpretation of these Terms of Services.
c) Any reference to a natural person will, unless repugnant to the context, include his heirs, executors and permitted assignees. Similarly, any reference to a juristic person such as Nakshatra Academy will, unless repugnant to the context, include its affiliates, successors and permitted assignees.
2) WEBSITE SERVICES
Nakshatra Academy will provide an annual subscription of Nakshatra Academy Connect plus Website. By accessing this Website, you are agreeing to be bound by these Terms of Services, all applicable laws and regulations, and agree that You are responsible for compliance with any applicable local laws. If you do not agree with any of these terms, you are prohibited from using or accessing this Website. Your continued use of the Website shall constitute your acceptance to the Terms of Service, as revised from time to time. Nakshatra Academy reserves the right to update the Website and / or Services, in order to, inter alia, introduce new features or Services, enhance existing features or Services, improve user experience and performance. You will be required to update the Website with the update packages sent to your devices for download and installation. You hereby agree that Nakshatra Academy will be able to provide support services only if you install all the updates upon receiving notifications while using the Website and its Services.
3) ACCOUNT REGISTRATION AND SECURITY
- a) You must register an account on the Website (an “Account”); b) When you register on the Website and set up your Account, you must: (i) provide accurate and complete information; (ii) promptly update your Account information with any new information that may affect the operation of your Account; (iii) authorize Nakshatra Academy to make any inquiries We consider necessary or appropriate to verify your Account information or the information you provide to us related to any Services you provide via the Website; and (iv) acknowledge and accept any applicable policies, including but not limited to those pertaining to service quality, confidentiality, Educator integrity, anti-harassment and conflict of interest. You will not use false identities or impersonate any other person or use another account that you are not authorized to use on any computer, mobile phone, tablet, or other device (collectively “Device”). You are responsible for safeguarding and maintaining the confidentiality of Your Account information. You agree not to disclose your Account information to any third party and that you are entirely and solely responsible for any and all activities or actions that occur pursuant to the use of your Account on the Website, whether or not you have authorized such activities or actions. You will immediately notify Nakshatra Academy of any unauthorized use of your Account. You may be held liable for losses incurred by Nakshatra Academy due to authorized or unauthorized use of Your Account as a result of Your failure in keeping Your Account Information secure and confidential. c) You agree that this Website and its Services are made available to you on a non-exclusive, non- transferable, non-sublicensable and on a limited license basis and hence, you will not permit, enable, introduce or facilitate other persons to participate in providing Educatoring services from your Account, including others who may be subject to an agreement that is the same or similar to this Agreement. d) If You provide any information that is untrue, inaccurate, not current or incomplete (or becomes untrue, inaccurate, not current or incomplete), or Nakshatra Academy has reasonable grounds to suspect that such information is untrue, inaccurate, not current or incomplete, Nakshatra Academy has the right to suspend or terminate Your Account and refuse any and all current or future use of the Website / Services (or any portion thereof).
4) DUTIES OF A Educator
- a) You will comply with all applicable local, provincial laws, and regulations in connection with your provision of the Services. b) You have specific knowledge of the curriculum, the qualification framework which is applicable to each and every End User and teaching material including but not limited to online content that is unencumbered of any copyright issues. c) You shall keep Nakshatra Academy informed of any issues or problems with each End User, as and when they develop. d) You shall not engage in any activity and/or conversation with the End User other than strictly for the purposes specifically laid down under these Terms as integral constituents of the Services, prior to, during the continuance of, and after each and every session. e) While Using the Website, You shall not- a) use the Services and the assets, either directly and/or indirectly, for sharing of nudity, pornographic or adult material, sexually explicit images or descriptions involving sexual behaviour, or other content deemed offensive by Nakshatra Academy according to community standards and/or Applicable Law, is strictly prohibited. Nakshatra Academy reserves a right to immediate terminate Your account on being notified of any such act performed without any further notice. b) defame, abuse, harass, stalk, threaten or otherwise violate the legal rights of the End User c) conduct or forward surveys, contests that are construed as illegal activities that include but are not limited to gambling activities, pyramid schemes or chain letters; d) falsify or delete any author attributions, legal or other proper notices or proprietary designations or labels of the origin or source of software or other material contained in a file that is uploaded; e) any information provided by You on this site shall not be misleading in any way; f) use any deep-link, robot, spider or other automatic device, program, algorithm or methodology, or any similar or equivalent manual process, to access, acquire, copy or monitor any portion of the Website or content, or in any way reproduce or circumvent the navigational structure or presentation of the Website, to obtain or attempt to obtain any materials, documents or information through any means not specifically made available through the Website; g) reverse engineer, modify, copy, distribute, transmit, display, perform, reproduce, publish, license, create derivative works from, transfer, or sell any information or software obtained from the Website.
5) RIGHT OF NAKSHATRA ACADEMY & EDUCATOR
- a) Educators include such persons who are creating “Educatorials” like video Educatorials, audio clips, documents for educational purposes and using Website’s options to upload, display, publish, share and educate. As an Educator with the Educatorials on the Website, you warrant to Nakshatra Academy that: a. You are the owner or license holder of all the copyright in the Educatorials b. The Educatorials do not infringe on any trademark, copyright, patents, moral rights, or any rights of privacy and/or publicity or any other intellectual property rights of any person or entity. c. The Educatorials are by no means harmful or hateful in nature and do not disparage, insult or malign any person, people, races, religion, gender. d. The Educatorials are not in contradiction to any applicable laws. b) Educator agrees and acknowledges that Nakshatra Academy has no role or control and assumes no responsibility whatsoever for the Educatorials. By posting any such Educatorials on the Website, You are personally liable for any and all liability arising therefrom. You also agree that Nakshatra Academy has the right to review the content but not an obligation to assess if the same is contrary to the Terms of Service and / or any applicable laws. Further, Nakshatra Academy may remove any content from the Website and/ or disable, terminate block, or suspend the Account in its sole discretion including the instances where a notice is received by Nakshatra Academy that such Educatorials breach any intellectual property of any third party. c) Nothing in this Agreement shall restrict Nakshatra Academy from expanding to other commercial markets in any manner whatsoever, including but not limited to in collaboration with other third party partners and/or Educators. d) Notwithstanding anything contained herein, Nakshatra Academy shall have a unilateral right to terminate this Agreement. e) Subject to Applicable Law, Nakshatra Academy reserves the right to ask for more information from the Educator which is directly connected to the Services (including but not limited to reference checks, educational qualification checks etc.) f) Nakshatra Academy reserves its right to monitor and/or record the use of all or any part of any data relating to the session held.
6) DECLARATIONS, REPRESENTATIONS, WARRANTIES AND COVENANTS
- a) each Party hereby represents and warrants that it has the legal right, power and authority to enter into, deliver and perform this Agreement and any other documents executed in connection with or pursuant thereto. b) the Educator specifically covenants that he/she shall keep confidential all information of the End User and shall contact such other parties in relation to the education of the End User only if given written permission by the End User to do so. c) notwithstanding anything contained herein, the Educator does not have the right to assign any of his/her duties or obligations to any other organization under this Agreement. d) the Educator represents and warrants that he has the full right to provide Nakshatra Academy with the intellectual property rights envisaged under this Agreement; e) the Educator undertakes to maintain a healthy working relationship with the End User; f) the Educator shall comply with all applicable laws in the course of performing its obligations under this Agreement; g) the Educator represents that he/she has no criminal antecedents or convictions and/ or any criminal action is pending against him/her; and h) the Educator shall under no circumstances discuss or share any personal information with the End User nor shall he/she entertain such discussions on the part of the End User. The sessions shall be specific to the subject of the Educator and under all circumstances shall be for educative purposes. All renewals of education sessions with the End User should be through Nakshatra Academy ’s platform and follow the same process.
7) THIRD PARTY CONTENTS
8) INTELLECTUAL PROPERTY
- a) Nakshatra Academy shall own all right, title and interest (including patent rights, copyrights, trade secret rights, mask work rights, trademark rights and all other rights of any sort throughout the world) relating to any and all inventions (whether or not patentable), works of authorship, mask works, designations, designs, know- how, content of the Website, ideas and information which are subject matter of services (collectively referred to as “Intellectual Properties”). b) the Educator will hold in confidence and not disclose or, except in performing its duties under this Agreement, use any Intellectual Properties of Nakshatra Academy . c) Upon termination and as otherwise requested by Nakshatra Academy , the Educator will promptly return to Nakshatra Academy all items and copies containing or embodying Intellectual Properties, if any. d) notwithstanding anything contained in this Agreement, Intellectual Properties include all rights of paternity, integrity, disclosure and withdrawal and any other rights that may be known as or referred to as “moral rights,” “artist’s rights,” “droit moral,” or the like.
The Educator agrees to keep all technical and non-technical information, which Nakshatra Academy may have acquired before or after the date of this Agreement in relation to the technology, customers, business, operations, financial conditions, assets or affairs of the other Party resulting from negotiating this Agreement; or exercising its rights or performing its obligations under this Agreement; or which relates to the contents of this Agreement (or any agreement or arrangement entered into pursuant to this Agreement), including but not limited to business plans, business forecasts, research, technology and financial information, procurement requirements, purchasing requirements, manufacturing, Customer lists, sales and merchandising efforts, marketing plans, experimental work, development, design details, specifications, engineering, copyrights, trade secrets, proprietary information, know-how, processes, equipment, algorithms, software programs, software source documents, and information in any way related to the current, future and proposed business, products and Services of either of the Parties confidential or any other information designated as confidential from time to time. Notwithstanding anything in the foregoing to the contrary, confidential information shall not include information which: (i) was known by the Educator prior to receiving the confidential information from Nakshatra Academy ; (b) becomes rightfully known to the Educator from a third-party source not known (after diligent inquiry) by the Educator to be under an obligation to Nakshatra Academy to maintain confidentiality; (c) is or becomes publicly available through no fault of or failure to act by the Educator in breach of this Agreement; (d) is required to be disclosed in a judicial or administrative proceeding, or is otherwise requested or required to be disclosed by law or regulation; and (e) is or has been independently developed by employees, consultants or agents of the Educator without violation of the terms of this Agreement or reference or access to any confidential information.
During the term of this Agreement and for a period of 36 months following the termination of this agreement, The Educator shall not, directly or indirectly, in any manner whatsoever engage in any capacity with any business competitive with Nakshatra Academy ’s current lines of business of creating, developing, providing or selling Website and Services, in partial or full, or any business then engaged in by Nakshatra Academy , any of its subsidiaries or any of its affiliates for the own benefit or for the benefit of any person or entity other than Nakshatra Academy or any subsidiary or affiliate.
Educator will not (either directly or indirectly) solicit (other than general solicitations through newspapers or other media of general circulation not targeted at such Customers/employees of Nakshatra Academy ) any employees or Customers of Nakshatra Academy ; (ii) Educator will not hire any person, who is or was an employees of Nakshatra Academy or is or was a Customer of Nakshatra Academy , regardless of any solicitation activities, such Person is an employee or a Customer of Nakshatra Academy or any of its affiliates until Nakshatra Academy or its affiliates have been legally wounded/liquidated up under the applicable law ; and (iii) Educator will not, directly or indirectly, on its behalf or on behalf of or in conjunction with any Person or legal entity, recruit, solicit, or induce, or attempt to recruit, solicit, or induce, any non-clerical employee, officer, director, independent contractor, advisor, consultant or otherwise with whom it had personal contact or supervised while performing his/her work, to terminate their employment relationship with Nakshatra Academy and/or its Affiliate(s). The Parties agrees and undertakes that from the Effective Date and during the Term or anytime after the expiration of this Agreement, they shall not directly or indirectly, on their own behalf or on behalf of others, solicit, recruit, or induce or attempt to persuade any person now or at any time hereafter engaged by the other Party and/or its Affiliate(s) as an employee, officer, director, independent contractor, advisor, consultant or otherwise, to terminate their employment with, or otherwise cease their relationship with the other Party and/or its Affiliate(s).
- a) Either party shall have the right to terminate this Agreement by giving a thirty (30) days prior notice of termination. b) notwithstanding anything contained under this Agreement, Nakshatra Academy shall have right to terminate this Agreement at any time during the Term by giving the Educator thirty (30) days’ notice in writing without any obligation or liability whatsoever. Nakshatra Academy will also have the absolute right to terminate this Agreement with immediate effect, if the Educator commits a breach of this Agreement without any obligation or liability whatsoever. c) In the event of any termination of this Agreement, Educator shall promptly and forthwith make payments of all the commission accrued or due to Nakshatra Academy . d) on termination of this Agreement: a) Educator shall return to the Nakshatra Academy all things belonging to Nakshatra Academy ; and b) any rights or obligations of the Educator existing at the time of expiration or termination, which, by their nature, survive the expiration or termination of this Agreement and such other provision as specifically identified in this Agreement, shall survive.