Terms of Service

1Introduction

We believe it is important to set out what you can expect from us when you use EMBASE Pro Suit services, and what we expect from you.

These Terms of Service reflect how our business works, the laws that apply to our company, and certain things we have always believed to be true. They define our relationship with you as you use our services, and cover the following topics:

• What you can expect from us, which describes how we provide and develop our services
• What we expect from you, which establishes certain rules for using our services
• Content in our services, which describes the intellectual property rights in the content you find in our services, whether it belongs to you, to us, or to others
• Problems and disagreements, which describes your other legal rights and what to expect if someone violates these terms

Understanding these terms is important because, by using our services, you agree to them.

We also publish a Privacy Policy. It is not part of these terms, but we encourage you to read it to understand how you can update, manage, export and delete your information.

Service provider

You are contracting with:

Age requirements

If you are under 18 years of age, you must have the consent of your parent or legal guardian before providing any information about yourself, your parents or other family members through the application, and before using an EMBASE Pro Suit account. Please ask your parent or legal guardian to read these terms with you.

If you are a parent or legal guardian and you allow your child to use the services, these terms apply to you and you are responsible for your child’s activity on the services.

2Relationship with EMBASE

These terms define the relationship between you and EMBASE. Broadly, we give you permission to use our services if you agree to follow these terms. When we say “EMBASE”, “we”, “us” or “our”, we mean EMBASE Pro Suit Private Limited.

What you can expect from us

A broad range of useful services

We provide a broad range of services that are subject to these terms, including:

• Apps for students, teachers and managers
• Platforms such as live classes, notifications and cloud storage
• Integrated services, such as those embedded in other companies’ payment apps or sites

Our services are designed to work together, making it easier for you to move from one activity to the next.

Improvements to our services

We constantly develop new technologies and features. For example, we invest in artificial intelligence that uses machine learning to detect and block spam and malware and to provide features such as simultaneous translation. As part of this, we sometimes add or remove features, increase or decrease limits, and start or stop offering services.

If we make material changes that negatively affect your use of our services, or stop offering a service, we will give you reasonable advance notice and an opportunity to export your content from your EMBASE Pro Suit account. The exceptions are urgent situations, such as preventing abuse, responding to legal requirements, or addressing security and operability issues.

What we expect from you

Follow these terms and service-specific additional terms

The permission we give you to use our services continues as long as you meet your responsibilities under:

• these terms, and
• service-specific additional terms, which may, for example, include additional age requirements

We also make policies, help centres and other resources available to answer common questions and set expectations, including our Privacy Policy, copyright help, safety information and the other policy pages on our website. Although we give you permission to use our services, we retain all intellectual property rights we have in them.

Respect others

Many of our services allow you to interact with others. To keep a respectful environment for everyone, you must:

• comply with applicable laws, including export control, sanctions and human trafficking laws
• respect the rights of others, including privacy and intellectual property rights
• not abuse or harm others or yourself, or threaten or encourage such harm, for example by misleading, defrauding, defaming, bullying, harassing or stalking others
• not abuse, harm, interfere with or disrupt the services

Service-specific additional terms and policies give further detail about appropriate conduct. If you find that others are not following these rules, you can report abuse through our contact channel. If we act on a report of abuse, we provide a fair process as described in Taking action in case of problems.

Permission to use your content

Some of our services let you upload, submit, store, send, receive or share your content. You have no obligation to provide any content and are free to choose what you provide. If you upload or share content, make sure you have the necessary rights to do so and that the content is lawful.

License

Your content remains yours, which means you keep any intellectual property rights you have in it. For example, you have intellectual property rights in the creative content you make, such as reviews you write. You may also share someone else’s creative content if they have given you permission.

We need your permission where your intellectual property rights restrict our use of your content. You give EMBASE that permission through this license.

What is covered

This license covers your content if it is protected by intellectual property rights.

What is not covered

This license does not affect your privacy rights. It is only about your intellectual property rights, and it does not cover:

• publicly available factual information that you provide, such as corrections to the address of an institution. This is considered common knowledge that everyone is free to use.
• feedback that you offer, such as suggestions to improve our services. Feedback is covered under About these terms.

Scope

This license is:

• limited to India, which means it is valid anywhere in India
• non-exclusive, which means you can license your content to others
• royalty-free, which means there are no fees for this license

Rights

This license allows EMBASE to:

• host, reproduce, distribute, communicate and use your content, for example to save it on our systems and make it accessible from anywhere
• publish, publicly perform or publicly display your content, if you have made it visible to others
• modify and create derivative works from your content, such as reformatting or translating it
• sublicense these rights to:
  • other users, to allow the services to work as designed, such as enabling you to share content with the students and teachers you choose
  • our contractors who have signed agreements consistent with these terms, only for the limited purposes described under Purpose below

Purpose

This license is for the limited purpose of:

• operating and improving the services, which means allowing them to work as designed and creating new features and functionality. This includes using automated systems and algorithms to analyse your content:
  • for spam and malware
  • to recognise patterns in data, such as determining when to suggest a new course in EMBASE Pro Suit to keep related content together
  • to customise our services for you, such as providing recommendations and personalised content
  This analysis occurs as content is sent, received and stored.
• using content you have shared publicly to promote the services. For example, to promote an EMBASE Pro Suit app we might quote a review you wrote, or show a screenshot of an app you offer in an app store.
• developing new technologies and services for EMBASE consistent with these terms

Duration

This license lasts for as long as your content is protected by intellectual property rights. If you remove content covered by this license from our services, our systems will stop making it publicly available within a reasonable time. There is one exception:

• If you already shared your content with an institution domain before removing it, for example a lesson that the institution then copied or shared again, that lesson or coursework may continue to appear in the institution’s EMBASE Pro Suit account even after you remove it from yours.

3Using our services

You may use our services only in line with these terms, any service-specific additional terms and applicable law. Where an institution provides your account, the institution decides which modules you can use and what your role and permissions are.

Your account

• Provide accurate information when you register or when an institution registers you, and keep it up to date.
• Keep your username, password and one-time passwords confidential, and protect access to your device.
• You are responsible for activity that takes place under your account. Tell us promptly at isms@embase.in if you suspect unauthorised access.
• Do not share your account, impersonate another person, or access accounts or data that are not yours.

Acceptable use

• Do not attempt to probe, scan or test the vulnerability of the services, or bypass security or access controls.
• Do not upload malware, or send spam or unsolicited bulk messages through the services.
• Do not scrape, copy or extract content or data that does not belong to you, or use the services to build a competing product.
• Do not use the services for any unlawful purpose.

Institution-managed services

When an institution uses EMBASE to manage admissions, academics, examinations, finance, HR or other records, the institution decides how those records are used. Questions about academic records, attendance, marks, fees or employment should go to the institution first. Our Privacy Policy explains how responsibilities are divided.

Service availability

We aim to keep the services available and reliable, but we may carry out maintenance or updates that cause temporary interruptions, and some factors are outside our control. Where a service agreement with your institution sets specific service levels, those levels apply.

4Content in our services

Your content

Content you or your institution upload to the services remains yours or theirs, subject to the license in section 2. You are responsible for your content and for having the rights needed to share it.

Our content

The services include content that belongs to EMBASE, such as software, designs, text, graphics, logos, trademarks and documentation. All rights in that content are reserved. You may not copy, modify, distribute, sell or create derivative works from it except as these terms or applicable law allow.

Other people’s content

Content shared by other users, institutions or third parties belongs to them or their licensors. Use it only as the services and the owner permit.

Copyright and takedown

If you believe content in our services infringes your intellectual property rights, write to legal@embase.in with details of the work, the location of the content and your contact information. We will review the notice and act in accordance with applicable law.

5Software in our services

License to use our software

Some services include software that we provide, such as web applications and mobile apps. We give you a personal, non-exclusive, non-transferable, revocable licence to use that software as part of the services, for the permitted purposes and for as long as you comply with these terms.

Restrictions

Unless applicable law or a written agreement with us allows it, you may not:

• copy, modify, sell, lease, sublicense or distribute the software
• reverse engineer, decompile or attempt to extract the source code of the software
• remove or alter any proprietary notices
• use the software to circumvent security, licensing or usage limits

Updates and third-party components

The software may update automatically to improve security, performance or features. Some components are provided under third-party or open-source licences. Those licences apply to those components and nothing in these terms limits your rights under them.

6Problems and disagreements

By law, you have the right to (1) a certain quality of service and (2) ways to fix problems if things go wrong. These terms do not limit or take away those rights. For example, if you are a consumer, you continue to enjoy all legal rights granted to consumers under applicable law.

Warranty

We provide our services using reasonable skill and care. If we do not meet the quality level described in this warranty, you agree to tell us and we will work with you to try to resolve the issue.

Disclaimers

The only commitments we make about our services, including the content in them, their specific functions, and their reliability, availability or ability to meet your needs, are (1) described in the Warranty section, (2) stated in the service-specific additional terms, or (3) provided under applicable law. We make no other commitments.

Unless required by law, we do not provide implied warranties, such as implied warranties of merchantability, fitness for a particular purpose and non-infringement.

Liabilities

For all users

These terms limit our responsibilities only as far as applicable law allows. They do not limit EMBASE’s liability for death or personal injury, fraud, fraudulent misrepresentation, gross negligence or wilful misconduct.

Other than the rights and responsibilities described in this section, EMBASE is not responsible for any other losses unless they are caused by our breach of these terms or service-specific additional terms.

For business users and organisations only

If you are a business user or organisation, then to the extent allowed by applicable law:

• You will indemnify EMBASE and its directors, officers, employees and contractors against third-party legal proceedings, including actions by government authorities, arising out of or relating to your unlawful use of the services or your violation of these terms or service-specific additional terms. This indemnity covers any liability or expense arising from claims, losses, damages, judgments, fines, litigation costs and legal fees.
• EMBASE is not responsible for:
  • loss of profits, revenues, business opportunities, goodwill or anticipated savings
  • indirect or consequential loss
• EMBASE’s total liability arising out of or relating to these terms is limited to the greater of (1) INR 5,000 or (2) 100% of the fees you paid to use the relevant services in the 12 months before the breach.

If you are legally exempt from certain responsibilities, including indemnification, those responsibilities do not apply to you under these terms. For example, these terms do not override government immunities.

7Taking action in case of problems

Before taking any action described below, we will give you advance notice when reasonably possible, explain the reason for our action, and give you an opportunity to fix the problem, unless we reasonably believe that doing so would:

• cause harm or liability to a user, a third party or EMBASE
• violate the law or the order of a legal enforcement authority
• compromise an investigation
• compromise the operation, integrity or security of our services

Removing your content

If we reasonably believe that any of your content (1) breaches these terms or service-specific additional terms or policies, (2) violates applicable law, or (3) could harm our users, third parties or EMBASE, we reserve the right to take down some or all of it in accordance with applicable law. Examples include child sexual abuse material, content that facilitates human trafficking or harassment, and content that infringes someone else’s intellectual property rights.

Suspending or terminating your access

EMBASE may suspend or terminate your access to the services, or delete your EMBASE Pro Suit account, if:

• you materially or repeatedly breach these terms or service-specific additional terms or policies
• we are required to do so to comply with a legal requirement or court order
• we reasonably believe your conduct causes harm or liability to a user, a third party or EMBASE, for example by hacking, phishing, harassing, spamming, misleading others, or scraping content that does not belong to you

If you believe your account has been suspended or terminated in error, you can appeal by writing to legal@embase.in.

You are always free to stop using our services at any time. If you do, we would appreciate knowing why so that we can keep improving them.

8Disputes, governing law and courts

To contact EMBASE, write to legal@embase.in or use the contact details in section 1.

The laws of Kerala and India govern all disputes arising out of or relating to these terms, service-specific additional terms or any related services, regardless of conflict-of-laws rules. These disputes will be resolved exclusively in the courts of Kerala, India, and you and EMBASE consent to the personal jurisdiction of those courts.

To the extent that applicable local law prevents certain disputes from being resolved in a Kerala court, you may file those disputes in your local courts. Likewise, if applicable local law prevents your local court from applying Indian law, those disputes will be governed by the applicable local laws of your country, state or other place of residence.

9About these terms

By law, you have certain rights that cannot be limited by a contract like these terms. These terms are in no way intended to restrict those rights.

These terms describe the relationship between you and EMBASE Pro Suit Private Limited. They do not create any legal rights for other people, institutions or organisations, even if others benefit from that relationship.

We have used examples from our services to make these terms easy to understand, but not every service mentioned may be available to you.

If these terms conflict with the service-specific additional terms, the additional terms govern for that service. If a particular term is found invalid or unenforceable, this does not affect any other term. If you do not follow these terms and we do not act right away, that does not mean we give up any rights, including the right to act later.

Feedback

If you give us feedback or suggestions to improve our services, we may use them without any obligation to you.

Updates to these terms

We may update these terms and service-specific additional terms (1) to reflect changes in our services or how we do business, for example when we add or remove services, features, technologies, pricing or benefits, (2) for legal, regulatory or security reasons, or (3) to prevent abuse or harm.

If we materially change these terms or service-specific additional terms, we will give you reasonable advance notice and the opportunity to review the changes, except (1) when we launch a new service or feature, or (2) in urgent situations, such as preventing ongoing abuse or responding to legal requirements. If you do not agree to the new terms, you should remove your institution’s content and stop using the services. You can also end your relationship with us at any time by closing your EMBASE Pro Suit account.

Fees and refunds

• Transaction fees on any payment are borne by the cardholder.
• Fees once paid are non-refundable for any reason, or under any other clause of EMBASE Pro Suit Private Limited’s terms.