Terms of Service

By accessing or using ScholaRise, or by signing an order form, statement of work or invoice that references these Terms, you agree to be bound by these Terms. Where you accept these Terms on behalf of a School, you represent that you are authorised to bind that School (see Section 2).

These Terms, together with the Privacy Policy, the Security page, any Data Processing Addendum, and each order form or invoice agreed between Edulae and the Customer, constitute the entire agreement between the parties for the Service (the “Agreement”). Where there is a direct conflict, a signed order form or Data Processing Addendum prevails over these Terms for the subject matter it covers, and these Terms prevail over the Privacy Policy and Security page on commercial and contractual matters.

We may update these Terms from time to time as described in Section 18 (Changes to the terms). The version in force is the one published at the time you access the Service or as stated in your order form.

Edulae

Edulae Technologies Private Limited, a company incorporated under the Companies Act, 2013, with its registered office at Paonta Sahib, Sirmaur District, Himachal Pradesh, India [to confirm: full registered address] [to confirm: CIN], being the operator of ScholaRise and the provider of the Service.

Service / ScholaRise

The ScholaRise school-management platform, including its web and mobile applications, application programming interfaces, related documentation, updates and support, made available by Edulae on a subscription basis.

Customer / School

The Indian K-12 school, or the trust, society or other body that operates it, that subscribes to the Service under an order form or invoice, and on whose behalf and instructions the student, parent and staff data is processed. The School is the Data Fiduciary in respect of that data under the Digital Personal Data Protection Act, 2023.

Authorised Users

The individuals the Customer permits to access the Service under the Customer's account, which may include school staff and administrators, and — where the Customer enables such access — parents or guardians and students. The Customer is responsible for the acts and omissions of its Authorised Users.

Customer Data

All data, records and content that the Customer or its Authorised Users enter into, upload to, or generate through the Service, including the personal data of students, parents or guardians and staff, academic records, attendance, fee and finance records, and communications. Customer Data does not include Edulae's platform, software or anonymised or aggregated statistics derived in a manner that does not identify any individual or the Customer.

Subscription

The Customer's right to access and use the Service for the term and on the plan, pricing and usage limits set out in the applicable order form or invoice (including any per-student or annual model), as renewed or amended from time to time.

Capitalised terms used but not defined here — including “Data Principal”, “Data Fiduciary”, “Data Processor” and “personal data” — have the meanings given to them in the Digital Personal Data Protection Act, 2023 and the rules thereunder.

Authority to bind the School

The Service is offered only to schools and the trusts, societies or bodies that operate them, and to their Authorised Users. The person who creates the School's account or accepts an order form represents and warrants that they are duly authorised to enter into the Agreement on behalf of the School and to bind it to these Terms.

Account security

• The Customer is responsible for configuring user roles and permissions, and for keeping all login credentials confidential.
• The Customer is responsible for all activity that occurs under its account and its Authorised Users' credentials, except to the extent caused by Edulae's breach of these Terms.
• The Customer must notify us promptly at security@edulae.com if it suspects any unauthorised access to or use of the account or any compromise of credentials.

Authorised Users — staff, parents and students

The Customer decides which staff, parents or guardians and students may access the Service, and at what level. Where parents, guardians or students are given access, the Customer is responsible for informing them of the applicable terms of use, for the accuracy of the data it makes available to them, and for the lawful basis on which their personal data is processed (see Sections 4 and 7).

Subject to these Terms and to payment of the applicable fees, Edulae grants the Customer a limited, non-exclusive, non-transferable, non-sub-licensable right, during the Subscription term, to access and use the Service for the Customer's internal school-administration purposes, for the number of students or users and within the plan set out in the order form.

Updates and availability

We may modify, improve or update the Service from time to time. We will not materially reduce the core functionality of a paid plan during the Subscription term without reasonable notice. Section 10 (Warranties & disclaimers) sets out the basis on which the Service is provided.

Roadmap, beta and preview features

We may make available features that are labelled as beta, preview, experimental, early-access or similar, and may describe planned features on a roadmap. Such features and roadmap items are provided “as is” and “as available”, may be changed or withdrawn at any time, and are not part of the committed Service. The Customer must not rely on any roadmap statement, beta feature or future functionality in deciding to subscribe.

Ownership of Customer Data

As between the parties, the Customer (or the relevant Data Principals) owns all Customer Data. Edulae claims no ownership of Customer Data. The Customer grants Edulae a limited licence to host, process, transmit, display and back up Customer Data only as necessary to provide, secure and support the Service and to comply with law.

Processing on the School's instructions

Edulae processes Customer Data as a Data Processor on the Customer's documented instructions, for the purposes of providing the Service. Edulae will implement reasonable security practices and procedures aligned with the Information Technology Act, 2000 and the SPDI Rules, 2011, and the security measures described on our Security page. Edulae will not sell Customer Data, and — consistent with the Digital Personal Data Protection Act, 2023 — will not track, behaviourally monitor or direct targeted advertising at children, will not use children's data to build advertising or behavioural profiles, and will not undertake processing of a child's data that is likely to cause a detrimental effect on the child.

Lawful basis and consent

The Customer is responsible, as Data Fiduciary, for issuing the notices and obtaining the consents or establishing the legitimate uses required under the Digital Personal Data Protection Act, 2023 for the personal data it enters into the Service — including the verifiable consent of a parent or lawful guardian for the data of children. The Customer must only upload data it is lawfully entitled to process.

Privacy Policy and Data Processing Addendum

Our processing of personal data is further described in the Privacy Policy, which forms part of this Agreement. A Data Processing Addendum recording the parties' respective obligations as Data Fiduciary and Data Processor is available to Customers [to confirm: DPA on request], and where executed will govern the processing of Customer Data.

Data export on termination

During the Subscription term, and for a reasonable period after termination as stated in Section 13, the Customer may export its Customer Data in a commonly used machine-readable format using the export tools provided in the Service or by written request to support@edulae.com. After that period, Edulae may delete Customer Data in accordance with Section 13 and the Privacy Policy.

The Customer agrees to pay the fees for the Service as set out in the applicable order form or invoice. Fees are typically charged on a per-student and/or annual basis, as stated in the order form. In keeping with the Consumer Protection (E-Commerce) Rules, 2020, the key commercial terms are set out below; the order form or invoice is the authoritative source of pricing for each Customer.

All fees are payable in Indian Rupees unless the order form states otherwise. Except as set out in Section 6A (Refunds & cancellation) or as required by law, fees once paid are non-refundable, and payment obligations are non-cancellable.

6A. Refunds & cancellation

ScholaRise is a subscription business service. Refund and cancellation entitlements are governed by the order form and the following policy [to confirm: refund terms]:

• Subscription fees for a paid term are generally non-refundable once the term has begun, except where a refund is required by law or expressly agreed in the order form [to confirm: refund terms].
• The Customer may cancel renewal of its Subscription by giving the notice stated in Section 6 above; cancellation takes effect at the end of the then-current paid term, and the Service remains available until then.
• Where Edulae terminates for its own convenience without cause, it will refund any prepaid fees for the unused portion of the then-current term on a pro-rata basis.
• Refunds, where due, are made to the original payment method or by bank transfer within a reasonable time, and may be processed through the relevant payment gateway.

The Customer and its Authorised Users must use the Service lawfully and only as permitted by these Terms. The Customer must not, and must not permit any person to:

• copy, modify, translate, decompile, reverse engineer, disassemble or otherwise attempt to derive the source code of the Service, except to the extent this restriction is prohibited by applicable law;
• rent, lease, sell, sub-license, resell or otherwise make the Service available to any third party, or use it to provide a service bureau or similar offering, except as expressly permitted in the order form;
• scrape, crawl, harvest or use bots or automated means to access or extract data from the Service other than through interfaces we provide for that purpose;
• upload or transmit any content that is unlawful, defamatory, obscene, infringing, harmful to minors, or that violates the rights of any person, or that contravenes the Information Technology Act, 2000 and the rules thereunder;
• introduce any virus, malware or harmful code, or attempt to gain unauthorised access to, disrupt, or test the vulnerability of the Service or its infrastructure without our prior written consent;
• use the Service in any way that infringes intellectual property or other rights, or that breaches any applicable law, including data-protection law.

The School's responsibility for its users and its data

The Customer is responsible for the conduct of its Authorised Users and for ensuring they comply with these Terms. The Customer is solely responsible for the Customer Data it uploads, including its accuracy and for having a lawful basis to process it under the Digital Personal Data Protection Act, 2023 and the rules thereunder. Edulae does not monitor or review Customer Data in the ordinary course, but may act on it where required by law or to enforce these Terms.

Edulae and its licensors own all right, title and interest in and to the Service, including the ScholaRise software, platform, design, documentation, trademarks and all related intellectual property rights. No rights are granted to the Customer except the limited licence expressly set out in Section 4. The Customer must not remove or obscure any proprietary notices in the Service.

Feedback

If the Customer or any user provides suggestions, ideas or feedback about the Service, Edulae may use that feedback to improve and develop the Service without restriction or obligation. The Customer grants Edulae a perpetual, irrevocable, worldwide, royalty-free licence to use such feedback for that purpose. This does not give Edulae any right to Customer Data beyond Sections 4 and 5.

Each party may receive non-public information of the other that is marked or reasonably understood to be confidential (“Confidential Information”). Customer Data is the Customer's Confidential Information. Each party will protect the other's Confidential Information using at least reasonable care, will use it only to perform under this Agreement, and will not disclose it except to its personnel and advisers who need it and are bound by similar obligations.

Confidentiality does not apply to information that is or becomes public through no fault of the receiving party, was lawfully known before disclosure, is independently developed, or is lawfully obtained from a third party. A party may disclose Confidential Information where required by law or a competent authority, giving reasonable prior notice to the other party where lawfully permitted.

Edulae warrants that it will provide the Service with reasonable skill and care and substantially in accordance with its documentation, and that it will use reasonable security practices aligned with the Information Technology Act, 2000 and the SPDI Rules, 2011.

Except for the express warranty above, and to the maximum extent permitted by applicable law, the Service is provided “as is” and “as available”. Edulae does not warrant that the Service will be uninterrupted, timely, error-free or completely secure, or that it will meet every requirement of the Customer. Edulae does not warrant or take responsibility for the accuracy of Customer Data, which the Customer controls. Roadmap, beta and preview features are provided without any warranty, as stated in Section 4.

To the extent any warranty cannot be excluded under applicable Indian law, it is limited to the minimum extent required by that law. Nothing in these Terms excludes any right of a consumer that cannot lawfully be excluded.

To the maximum extent permitted by applicable law, neither party will be liable to the other for any indirect, incidental, special, consequential or punitive damages, or for any loss of profits, revenue, goodwill, business or anticipated savings, or for loss or corruption of data beyond the cost of restoring it from the most recent available backup, arising out of or in connection with the Agreement, even if advised of the possibility of such loss.

To the maximum extent permitted by applicable law, each party's total aggregate liability arising out of or in connection with the Agreement (whether in contract, tort including negligence, or otherwise) will not exceed the total fees paid or payable by the Customer to Edulae for the Service in the twelve (12) months immediately before the event giving rise to the claim.

Nothing in these Terms limits or excludes either party's liability for death or personal injury caused by its negligence, for fraud or fraudulent misrepresentation, for a party's payment obligations, or for any other liability that cannot be limited or excluded under applicable Indian law. These limits apply to the fullest extent permitted by the Indian Contract Act, 1872 and other applicable law.

The Customer will indemnify and hold harmless Edulae from and against third-party claims, and reasonable costs, damages and expenses (including reasonable legal fees) arising from: (a) the Customer Data, including any claim that it infringes rights or was processed without a lawful basis or required consent; (b) the Customer's or its Authorised Users' use of the Service in breach of these Terms or applicable law; or (c) the Customer's breach of its data-protection obligations as Data Fiduciary.

Edulae will indemnify and hold harmless the Customer from and against third-party claims, and reasonable costs, damages and expenses (including reasonable legal fees), to the extent arising from a claim that the ScholaRise platform itself (excluding Customer Data and third-party services) infringes the intellectual property rights of a third party in India.

The party seeking indemnity will promptly notify the other of the claim, allow the indemnifying party to control the defence and settlement (provided no settlement imposes a non-indemnified obligation on the indemnified party without consent), and provide reasonable cooperation. Indemnity obligations are subject to Section 11 (Limitation of liability).

Suspension

Edulae may suspend the Service, in whole or in part, where: (a) fees are overdue and remain unpaid after reasonable notice; (b) the Customer's or a user's use poses a security risk, may harm Edulae's systems or other customers, or is unlawful; or (c) suspension is required by law. Where practicable, Edulae will give prior notice and limit the suspension to what is reasonably necessary, and will restore the Service promptly once the cause is resolved.

Termination

• Either party may terminate the Agreement for material breach by the other if the breach is not cured within thirty (30) days of written notice describing it.
• Either party may terminate immediately on written notice if the other becomes insolvent, enters liquidation or is unable to pay its debts as they fall due.
• Edulae may terminate for non-payment that remains uncured after the notice period.
• The Customer may decline renewal as set out in Section 6.

Effect of termination and data handling

On termination or expiry: (a) the Customer's right to access the Service ends; (b) accrued payment obligations remain due; and (c) Edulae will make Customer Data available for export for a period of thirty (30) days [to confirm: data-export window], after which Edulae may delete or anonymise Customer Data in accordance with the Privacy Policy and applicable law, unless retention is required by law. Sections that by their nature should survive (including Definitions, Intellectual Property, Confidentiality, Warranties & disclaimers, Limitation of liability, Indemnity, Governing law & dispute resolution, and General) survive termination.

The Service integrates with third-party services that the Customer chooses to enable — for example, payment gateways for fee collection, WhatsApp and other messaging providers, and Google services. These services are provided by the relevant third parties and are governed by their own terms and privacy policies. The Customer is responsible for reviewing and complying with those terms, and Edulae is not responsible for the acts, omissions, availability or content of third-party services.

Where a third-party service processes personal data on the Customer's behalf, the Customer remains the Data Fiduciary for that data. Charges levied by third parties (such as payment-gateway fees) are separate from Edulae's fees unless the order form states otherwise.

Neither party is liable for any delay or failure to perform (other than a payment obligation) caused by events beyond its reasonable control, including acts of God, natural disasters, epidemics or pandemics, war, civil unrest, government action, strikes, failure of telecommunications or internet infrastructure, power outages, or failure of third-party hosting or network providers. The affected party will notify the other and use reasonable efforts to resume performance. If a force-majeure event continues for more than sixty (60) days, either party may terminate the affected Subscription on written notice.

This Agreement is governed by and construed in accordance with the laws of India, without regard to conflict-of-laws principles.

The parties will first attempt to resolve any dispute arising out of or in connection with this Agreement amicably through good-faith discussions, escalated to senior representatives of each party.

If the dispute is not resolved within thirty (30) days of one party notifying the other in writing, it will be referred to and finally resolved by arbitration under the Arbitration and Conciliation Act, 1996 and the rules thereunder, as amended. The arbitration will be conducted by a sole arbitrator appointed by mutual agreement of the parties; failing agreement within thirty (30) days of a request to appoint, the arbitrator will be appointed in accordance with Section 11 of that Act [to confirm: appointment mechanism — must allow neither party to appoint the sole arbitrator unilaterally, as a unilateral appointment is not enforceable under Indian law]. The seat of arbitration will be [to confirm: seat, e.g. Paonta Sahib or Shimla], Himachal Pradesh, India, which alone will carry supervisory jurisdiction over the arbitration; the venue of hearings may be agreed by the parties or the arbitrator; and the language of the arbitration will be English. The arbitral award will be final and binding on the parties.

Subject to the arbitration agreement above, the courts at [to confirm: court location, e.g. Sirmaur/Shimla, Himachal Pradesh] will have exclusive jurisdiction, and either party may seek urgent interim or conservatory relief from those courts.

In accordance with the Information Technology Act, 2000 and the rules thereunder, and the Consumer Protection (E-Commerce) Rules, 2020, Edulae has designated a Grievance Officer to address complaints regarding the Service or the handling of personal data.

• Grievance Officer: [to confirm: name and designation of the Grievance Officer]
• Email: grievance@edulae.com
• Telephone: [to confirm: contact telephone number]
• Address: Edulae Technologies Private Limited, Paonta Sahib, Sirmaur District, Himachal Pradesh, India [to confirm: full registered address]

In keeping with the Consumer Protection (E-Commerce) Rules, 2020, the Grievance Officer will acknowledge a complaint within forty-eight (48) hours of receipt and endeavour to redress it within one (1) month of receipt, or within such other timelines as applicable law may prescribe. Complaints specifically about the processing of personal data are also addressed in the Privacy Policy, and a Data Principal may, after exhausting our grievance mechanism, approach the Data Protection Board of India.

We may update these Terms from time to time to reflect changes in the Service, in law, or in our business. Where a change is material, we will give the Customer reasonable prior notice by email to its registered contact or by notice within the Service. The “last updated” date at the top of this page reflects the current version.

Continued use of the Service after a change takes effect constitutes acceptance of the updated Terms. If the Customer does not agree to a material change, it may decline renewal as set out in Section 6 before the change applies to a new term.

• Assignment: The Customer may not assign or transfer the Agreement without Edulae's prior written consent. Edulae may assign the Agreement to an affiliate or in connection with a merger, acquisition or sale of assets, on notice to the Customer.
• Severability: If any provision is held invalid or unenforceable, the remaining provisions continue in full force, and the invalid provision is modified to the minimum extent necessary to make it enforceable while preserving its intent.
• Waiver: A failure or delay in exercising any right is not a waiver of that right, and no waiver is effective unless in writing.
• Entire agreement: The Agreement (these Terms, the Privacy Policy, the Security page, any Data Processing Addendum, and the order form or invoice) is the entire agreement between the parties on its subject matter and supersedes all prior understandings.
• Notices: Notices to Edulae must be sent to hi@edulae.com (with operational or support notices to support@edulae.com). Notices to the Customer will be sent to its registered account contact. Notices are deemed received on the next business day after sending by email.
• Relationship: The parties are independent contractors; nothing in the Agreement creates a partnership, agency, joint venture or employment relationship.
• No third-party beneficiaries: Except as expressly stated, the Agreement does not confer rights on any person who is not a party to it.

ScholaRise is operated by Edulae Technologies Private Limited. For questions about these Terms, please contact us:

Company

Edulae Technologies Private Limited [to confirm: CIN] [to confirm: GSTIN]

Registered office

Paonta Sahib, Sirmaur District, Himachal Pradesh, India [to confirm: full registered address]

Telephone

[to confirm: contact telephone number]

General enquiries

hi@edulae.com

Support

support@edulae.com

Privacy / data protection

privacy@edulae.com

Grievance Officer

grievance@edulae.com [to confirm: name and designation of the Grievance Officer]

Security

security@edulae.com