1. Contractual Relationship

1.1. These Terms of Use (“Terms”) govern your access or use, from within the United States of America and its territories and possessions (collectively, “USA”), of the software, website, mobile applications, content, products, or any other offering and service (“Services”, as defined below in Clause 2) made available in USA by Qkids Education Technology Limited and its parents, subsidiaries, representatives, affiliates, officers and directors (collectively, “Vendor”). Please read these Terms carefully, as they constitute a legal agreement between you and Vendor.

1.2. By accessing, using the Services or clicking on the “Accept” button, you confirm your agreement to be bound by these Terms. If you do not agree to these Terms, you may not access or use the Services. These Terms expressly supersede any and all prior oral or written agreements or arrangements between you and Vendor (if any). Vendor may immediately terminate these Terms or any Services with respect to you, or generally cease offering or deny access to the Services or any portion thereof, at any time for any reason.

1.3. Supplemental terms may apply to certain Services, such as policies for a particular products, event, program, activity or promotion, and such supplemental terms will be disclosed to you in separate case-by-case disclosures (e.g., a particular commercial fryer or web page) or in connection with the applicable Service(s). Supplemental terms are in addition to, and shall be deemed a part of, these Terms for the purposes of the applicable Service(s). Supplemental terms shall prevail over these Terms in the event of a conflict with respect to the applicable Service(s).

1.4. Vendor may amend the Terms from time to time. Amendments will be effective upon Vendor’s posting of such updated Terms on its Applications (as defined below in Clause 2), Website (as defined below in Clause 3), or in the amended policies or supplemental terms on the applicable Service(s). Your continued access or use of the Services after such posting confirms your consent to be bound by the amended Terms. If Vendor changes these Terms after the date you first agreed to the Terms (or to any subsequent changes to these Terms), you may reject any such change by cease to use or access to the Service(s) and apply for a refund. Such application must be provided by email from the email address associated with your account to Vendor’s Customer Service Email at info@qkidsacademy.com. In order to be effective, the notice must include your full name and clearly indicate your intent to be refunded, subject to Clause 3.6.

1.5. Vendor’s collection and use of personal information in connection with the Services is described in Vendor’s Privacy Policy located at https://qkids.com/us/. It contains important information about online privacy of children under the age of 13. Please read it carefully before accessing or using the Services.

1.6. Please review the arbitration agreement set forth below in Clause 10 carefully, as it will require you to resolve disputes with Vendor on an individual basis through final and binding arbitration. By accessing or using the Services, you expressly acknowledge that you have read, understand and accept all these Terms and have taken time to consider the consequences of this important decision.

1.7. In these Terms, (i) the words “including” and “include”, and words of similar effect do not limit the general effect of the words which precede them and general words shall not be given a restrictive meaning by reason of the fact that they are followed by particular examples intended to be embraced by the general words; (ii) words importing the singular include the plural and vice versa; (iii) the headings and contents are for reference only and shall be ignored when construing these Terms; and (iv) reference to a Clause is a reference to the clause of or to these Terms and shall have the same force and effect as if expressly set out in the body of these Terms.

2. Services

2.1. The services as offered by Vendor comprise computer (including PC and Macintosh) software and/or mobile applications (including iOS, Android and Wechat micro-App, each, “Application”) and related services (together, “Services”), which enable you to purchase, arrange and schedule online courses, and/or delivery such courses in different packages which contains a certain number of Sessions (as defined in Clause 2.2) and a certain number of free Sessions (if any), including the live online teaching/training services of such Sessions as performed by the independent contractors under agreement with Vendor or certain of Vendor’s affiliates (“Instructors”).

2.2. You may use the Applications to connect the students (as defined in Clause 3.4) with Instructors in the course (“Course”), and each Session of such Course generally takes twenty-five (25) to thirty (30) minutes depending on the nature of such Course (“Session”), unless otherwise provided by Vendor’s Policies (as defined in Clause 3.1).

2.3. Each type of Course, as well as the same type of course during different promotion campaigns, may have different valid term of access and usage in your account, which would vary from a period of thirty (30) days from the day following the date of purchase of the Course, to three hundred and sixty five (365) days (“Valid Term”). The Valid Term shall not be suspended and/or extended unless otherwise provided by Vendor’s Policies. The Valid Term of a new Course purchased during the Valid Term of the same Course in your Account, will be calculated separately from the Valid Term of the existing Course in your Account.

2.4. You understand and agree that Instructors for the Courses you purchased will or will not rotating depending on the nature of Courses. The Instructors may, at their sole discretion, terminate their independent contractor relationship with Vendor at any time. Vendor shall not in any way guarantee the Instructor availability to you and/Users and shall not be held liable for any issues relating to Instructor availability.

3. Access and use of the Services

3.1. Governing Policies The terms and conditions of the Privacy Policy and other policies governing your access and use of the Services (together, “Policies”), which are posted on Vendor’s website at https://qkids.com/us/ (“Website”) and may be amended or supplemented from time to time, are incorporated in this Terms. The Policies are an integral part of these Terms and have the same binding legal effect as this Terms. You voluntarily agreed to this Terms which governs all your activities of while using Services.

3.2. Network Access and Devices. You are responsible for obtaining the data network access necessary to use the Services. Your network’s data rates and fees may apply if you access or use the Services from your device. You are responsible for acquiring and updating compatible hardware or devices necessary to access and use the Services and Applications and any updates thereto. Vendor does not guarantee that the Services, or any portion thereof, will function on any particular hardware or devices. In addition, the Services may be subject to malfunctions and delays inherent in the use of the Internet and electronic communications, which Vendor shall not in any way be responsible for.

3.3. User Accounts. Unless a specific Service permits otherwise, you must be at least 18 years of age to register, obtain and maintain an active personal user Services account (“Account”), before further access to and/or use of Services. Account registration requires you to submit to Vendor certain personal information, such as your valid cellphone number (to activate your Account), Account username, email and others. Please note that your failure to maintain accurate, complete and up-to-date Account information may result in your inability to access or use the Services. In any and all events, you shall be responsible for and shall indemnify Vendor from any losses or damages resulting from the inaccurate, misleading or ambiguous information provided by you. You are responsible for all activity that occurs under your Account, and you agree to maintain the security and secrecy of your Account username and password at all times. Unless otherwise permitted by Vendor in writing, you may only possess one Account.

3.4. Purchase of Courses Before purchasing Courses from Vendor, you shall (i) have read, understood and accepted these Terms and Policies; (ii) agreed to read and accept any updates, amendments, or supplements to these Terms and Policies, which may be posted from time to time on Website and/or Applications; and (iii) have successfully registered an Account.

You understand that use of the Services may result in charges to you for the services or goods you receive (“Fees”). Vendor will receive and/or enable your payment of the applicable Fees for Services provided via a third-party payment service provider (e.g., Paypal). Fees will be inclusive of applicable taxes where required by applicable law. If you elect to access or use the Services that involve payment of Fees, you shall agree to make the full payment of such Fees and all taxes associated with such access or use, before receiving and using the Service(s). You hereby represent and warrant that you are fully authorized to provide payment method(s) to a third-party payment service provider to charge such Fees and hereby authorize a third-party payment service provider to charge such Fees on a regular basis as they are due on behalf of Vendor.

You could purchase several different packages of Courses for one or more students under your parental and/or legal guardian (“Students”). All Students under your account share all available Sessions for Course(s) in your Account. You shall not transfer the Account to any other person or use another person’s Account at any time. As a parent or a legal guardian of a student (collectively with Student, “Users”), you are fully responsible for (i) all the conduct of such Student; (ii) controlling such Student’s access to and use of the Services; and (iii) the consequences of such Student’s any misconduct.

3.5. Normal Sessions and Changes to Sessions For a particular Course, Vendor will assess a Student’s academic level based on information of the Student’s academic background as collected upon Account registration, and assist Users to determine the appropriate level for the Student. The Student will start the Course from the level as determined by Vendor and the Users accordingly.

Users may use the Applications to arrange, schedule a Session available in the Account, subject to the availability of the Instructors. Once such scheduled Session is confirmed, the Student shall attend the Session accordingly.

 If a Student cannot attend a scheduled Session on the time as confirmed and listed in the Account, Users may cancel or reschedule such Session at least twenty-four (24) hours in advance. If Users fail to cancel or reschedule such Session at least twenty-four (24) hours in advance, the Student will be deemed as “no-show” for this Session. Each “no-show” will result in deduction of one Session from the Sessions number of remaining Course(s) package in your Account.

If a Student fails to attend a Session on the scheduled starting time but attends the Session during the scheduled time period, this Session shall be concluded upon the scheduled ending time, and the Users cannot request that the ending time of the Session be postponed or prolonged. This Session will be deemed as completed and will be deducted from the Sessions number of remaining Course(s) package in your Account.

If a Student are unable to complete the Session as a result of User’s system outages occurred after a scheduled Session has started, this Session will be deemed as completed and will be deducted from the Sessions number of remaining Course(s) package in your Account.

If a Student cannot complete a scheduled Session due to reasons attributable to Vendor and/or the Instructor of the Session, which include but are not limited to, (i) the Instructor is late for over five (5) minutes, (ii) the Instructor cancels the Session or stops teaching prior to the scheduled ending time for any reason not attributable to the Users; or (iii) Vendor’s Applications or Services experience system outrages, you may reschedule such Session, and such Session will not be deducted from the Sessions number of remaining Course(s) package in your Account.

Other than the right to reschedule the same Session as provided herein, you acknowledge and agree that Vendor and/or the Instructor shall not liable for: (a) the unavailability of the Session during the scheduled time period; (b) any loss of materials, data or any other information or materials caused by such system outages; (c) the resultant delay, mis-delivery, or non-delivery of data or any other information or materials caused by such system outages; or (d) any outages caused by any third parties, including without limitation, any companies or servers hosting the Session, any internet service providers, any third-party platforms, or any internet facilities and networks.

During the Valid Term of a Course, if a Student could not take the Course for certain period of time, you may submit a written request for a leave of absence for the Student to Vendor’s Customer Service at info@qkidsacademy.com. If Vendor approves the request, the Valid Term of the Course will be extended by the days in the request for leave. In any event, no more than two (2) requests for absence of leave shall be submitted by you during the Valid Term of a Course, and the maximum extension to the Valid Term of a Course shall not exceed sixty (60) days.

3.6. Payment Refund During the Valid Term of any purchased Course, subject to Vendor’s Policies in connection with refund, you are entitled to a refund of the payment for such Course by filing a written request for refund to Vendor’s Customer Service at info@qkidsacademy.com. If you request a refund for a purchased Course and a Student in your Account have attended one or more Session(s) for such Course prior to the request, you are entitled to a refund of the payment for the remaining Sessions, subject to the formula as shown below.

Amount of refund = the amount paid for the Course – the number of completed Sessions as schedule (including Sessions in which “no-shows” of Students) × the price per Session at the time of purchase

You shall pay for any bank transaction fees and/or taxes incurred in connection with the refund, which will be deducted from the payment to you in advance. The refund payment will be arranged within two (2) weeks from the approval date of the refund request. The refund will be made to the same account and in the same manner from which the payment was made. Vendor will notify you upon the refund application being submitted to the relevant bank/third-party online payment service provider. The time period of successful receipt of the refund transfer may vary depending on the different manner of transfer, which Vendor could not guarantee.

Any free Sessions given to Users (if any) at the time of purchase of Course(s) can only be used after the Student completes all the paid Sessions. All the free Sessions will be canceled automatically upon your request of refund of relevant Course. All the free Sessions should not be monetized at all time.

Please note that if Vendor believe or have the reason to believe, in its sole discretion that you are abusing the refund policy in these Terms, Vendor is entitled to unilaterally suspend or terminate your Account and refuse or restrict any and all current or future use of the Services, without any liability to Vendor.

4. Represents, warrants and covenants

4.1. Users represent, warrant and covenant the following: During the use of the Services, you and Users in your Account will not (i) upload, post or otherwise transmit any unsolicited or unauthorized advertising, promotional materials, junk mail, spam, chain letters, pyramid schemes or any other form of solicitation (commercial or otherwise); (ii) conduct, perform, post or provide any inappropriate, offensive, racist, hateful, sexist, pornographic, false, misleading, incorrect, infringing, defamatory or libelous content or information; (iii) copy, modify, reverse engineer, reproduce, distribute, publicly display, publicly perform, communicate to the public, create derivative works from, deface, tarnish, mutilate, hack, interfere with, or otherwise use and exploit Vendor’s Applications, Website, any and all content, Vendor’s Materials (as defined in Clause 6), the Services or Courses except as permitted by these Terms; (iv) frame or embed the Services to circumvent the Services; (v) engage in any and all activities that Vendor knows or should have reasonably known having adversely affect toward the normal operation of the Services, Applications, Website and/or Vendor’s reputation; (vi) solicit, collect, probe, or ask for any private information of other Students, Users and/or Instructors, including but not limited to personal information, contact information, personal network or financial status; (vii) disparage Vendor and/or Instructors’ performance, or distribute any false or misleading statement in any social media, we-media, newspaper and any other form of mass media, or take and/or commit to take any action/omission which could reasonably be expected to adversely affect the personal or professional reputation of Vendor, its employees and/or Instructors; (vii) sell, assign or transfer any part or all of the purchased Course in the Account to any third-party in any manner; (viii) impersonate another User or gain unauthorized access to another User’s account for the Services.

4.2. Vendor represents, warrants and covenants the following: Vendor reserves the right and shall be entitled, at its sole discretion, without any liabilities, to terminate, suspend, modify, or delete (i) any Application(s), Account(s), Website, Course(s) and/or Service(s); (ii) Users access to Application(s), Website, Account(s), Course(s) and/or Service(s).

If Vendor found and/or have reasonable believe at any time that Users breach or violate any of these Terms, Policies, applicable laws, administrative rules and regulations, as may or may not be posted on Applications, Website from time to time, Vendor may take immediate action based on the nature of such misconducts and principles of proportionality and appropriateness, without prior notice to you and/or Users. In such cases. Vendor shall not be liable for refund of any Courses you may have purchased nor for any other use of the Services associated with your Account. For avoidance of any doubt, you understand, acknowledge and agree that it will not be compensated nor be eligible for any refund under any circumstances for any such access lost, terminate, suspend, modify, or delete of your Account to the Application(s), Account(s), Website, Course(s) and/or Service(s), including without limitation to the Courses purchased by you.

Upon your written requested, Vendor should provide you with reasonable technical support services during regular business hours of Vendor.

5. Personal Information and Confidentiality

Any information collected by Vendor in connection with the use of the Services is subject to the Privacy Policy at https://qkids.com/us/.

6. Intellectual Property

7. Non-Solicitation

8. Liability for Breach of these Terms

9. Disclaimers; Limitation of Liability; Indemnity

10. Arbitration Agreement

11. Miscellaneous