Terms and Conditions

1.1 "Account"

Means an individual or organisational account used to access the Services.

1.2 "AI Features"

Means features that use artificial intelligence, machine learning, automated analysis, language models, recommendation systems or related technologies.

1.3 "AI Output"

Means text, questions, answers, summaries, explanations, recommendations, assessments, flashcards, study plans, feedback, images, audio or other material generated or assisted by AI Features.

1.4 "Business Customer"

Means a company, employer, professional body, charity, government body or other organisation that purchases or administers the Services for professional or workplace learning.

1.5 "Child" or "Minor"

Means a person who has not reached the age of legal majority in their country or region.

1.6 "Consumer"

Means an individual who uses or purchases the Services primarily for purposes outside their trade, business, craft or profession.

1.7 "Educational Institution"

Means a school, college, university, academy, tutoring organisation, training provider, local authority or other educational body.

1.8 "Institution"

Means an Educational Institution or Business Customer.

1.9 "Institution Administrator"

Means a person authorised by an Institution to create, manage, supervise or administer Accounts.

1.10 "Learner"

Means an individual who accesses educational material or learning functionality through the Services.

1.11 "Order Form"

Means an order, quotation, subscription confirmation, statement of work, purchase order or other written agreement accepted by BrainStrata and an Institution.

1.12 "Parent"

Means a parent, legal guardian or other person legally authorised to act on behalf of a Child.

1.13 "Platform Content"

Means courses, educational materials, software, designs, databases, questions, assessments, graphics, videos, audio, templates and other materials made available by BrainStrata or its licensors.

1.14 "School Student Data"

Means personal information, education records, learning activity, submissions, assessments, performance information or other data relating to a Learner that is provided through an Educational Institution Account.

1.15 "Services"

Means the BrainStrata website, applications, AI Features, Platform Content and all related services made available by BrainStrata.

1.16 "User", "you" or "your"

Means any person or organisation that accesses or uses the Services.

1.17 "User Content"

Means text, documents, notes, questions, answers, files, images, audio, video, feedback, course materials or other content uploaded, submitted, transmitted or created by a User through the Services.

2.1 Individual users

These Terms apply to individual Users, including adult Learners, university students, Parents and Children.

2.2 Institutions

Institutions may also be subject to an Order Form, data processing agreement, service-level agreement or other written contract with BrainStrata.

2.3 Conflicting documents

Where documents conflict, the following order of precedence applies unless expressly agreed otherwise:

• A signed data processing agreement, but only for data-protection matters;
• A signed Order Form or master services agreement;
• These Terms;
• Any product-specific or feature-specific terms;
• Other policies referenced in these Terms.

2.4 App marketplaces

Where the Services are downloaded through an app marketplace, the marketplace's applicable terms may also apply. These Terms govern the relationship between you and BrainStrata, not between you and the marketplace operator.

3.1 Capacity

You may only accept these Terms if you have the legal capacity and authority to enter into a binding agreement.

3.2 Children

A Child may only use the Services:

• With the involvement and permission of a Parent where required;
• Through an Educational Institution authorised to provide the Services;
• Through a legally permitted child-account process operated by BrainStrata; or
• In another manner permitted by applicable law.

3.3 Organisational authority

A person accepting these Terms for an Institution represents that they:

• Are authorised to bind the Institution;
• Have obtained all necessary internal approvals;
• Have authority to provide access to authorised Users;
• Will ensure that authorised Users comply with these Terms; and
• Have provided all legally required notices and obtained all necessary permissions or consents.

3.4 Accurate age information

Users must provide accurate age or date-of-birth information when requested. Users must not misrepresent their age or assist another person in bypassing age-related protections.

3.5 Restricted persons

You may not use the Services if:

• Applicable law prohibits you from doing so;
• Your Account has previously been permanently terminated for serious misuse;
• You are subject to sanctions or restrictions that prohibit the provision of the Services; or
• You intend to use the Services unlawfully.

4.1 Child protection

BrainStrata intends to provide age-appropriate educational experiences. The best interests, safety and privacy of Children must be considered when Children use the Services.

4.2 Children under 13 in the United States

A Child under 13 may not independently create an Account that collects personal information unless BrainStrata has implemented a legally compliant consent or authorisation process.

Where required, BrainStrata may require:

• Verifiable parental consent;
• Authorisation from an Educational Institution where legally permitted;
• Parent or Institution-managed account creation;
• Age-assurance measures; or
• Additional information reasonably necessary to confirm authorisation.

4.3 Children in the United Kingdom

Where UK data-protection law requires parental authorisation for a particular form of consent-based processing, BrainStrata may require Parent approval for Users under the applicable age.

The ability of a Child to consent to one form of data processing does not necessarily mean that the Child has legal capacity to enter every type of contract or purchase a paid subscription.

4.4 Other countries

Minimum ages and parental-consent requirements differ between countries. BrainStrata may apply different registration processes, features or restrictions according to the User's location and age.

4.5 Parent responsibilities

A Parent who authorises a Child's use agrees to:

• Supervise the Child's use where appropriate;
• Explain these Terms in a manner the Child can understand;
• Ensure that account information is accurate;
• Prevent unauthorised purchases;
• Review relevant privacy and safety information;
• Contact BrainStrata if the Parent believes the Child's Account is being misused; and
• Be responsible for the Child's conduct to the extent permitted by law.

4.6 Child-facing explanations

BrainStrata may provide simplified explanations, notices or child-friendly summaries. These materials are intended to improve understanding but do not replace these Terms.

4.7 Protective action

BrainStrata may restrict features, disable communications, remove material, suspend an Account or contact a Parent or Institution where reasonably necessary to protect a Child.

4.8 Parental access

A Parent may have rights to review, correct or request deletion of a Child's personal information, subject to applicable law and any rights held by an Educational Institution.

4.9 No targeted advertising to Children

BrainStrata will not use personal information from Children for behavioural or targeted advertising.

4.10 Child data and general-purpose AI training

BrainStrata will not use personal information contained in Child Accounts or School Student Data to train general-purpose artificial intelligence models unless:

• The use has been clearly disclosed;
• All legally required permissions have been obtained;
• The relevant Parent or Institution has expressly authorised the use where applicable;
• The use is consistent with the purpose for which the information was collected; and
• Applicable law permits the use.

5.1 Institution responsibility

An Educational Institution is responsible for deciding whether the Services are suitable for its Learners, curriculum, safeguarding requirements and legal obligations.

5.2 Approval before use

Educators must not require Learners to use BrainStrata unless the Educational Institution has approved the use where such approval is required.

5.3 Required permissions

The Educational Institution represents that it has:

• Authority to provide School Student Data to BrainStrata;
• Provided all required privacy notices;
• Obtained all required Parent, guardian or Learner permissions;
• Established an appropriate lawful basis for processing;
• Complied with applicable education and student-privacy laws; and
• Limited the information provided to what is reasonably necessary.

5.4 Service-provider role

Where BrainStrata processes School Student Data on behalf of an Educational Institution, BrainStrata will process that information:

• To provide and support the Services;
• On the documented instructions of the Institution;
• For purposes authorised by the Institution;
• As otherwise required by law; and
• In accordance with any applicable data processing agreement.

5.5 FERPA-related use

Where the US Family Educational Rights and Privacy Act applies and BrainStrata is treated as a school official or outsourced service provider, BrainStrata will only use relevant education-record information for the educational or institutional purposes authorised by the Educational Institution and applicable agreement.

5.6 Institution control

An Educational Institution may be able to:

• Create and remove Accounts;
• View Learner activity and progress;
• Assign courses or activities;
• Review submissions and AI interactions;
• Control available features;
• Reset login credentials;
• Export authorised data; and
• Request deletion of Institution-managed Accounts.

5.7 Institution instructions and individual requests

Learners should understand that information submitted through an Institution Account may be accessible to authorised Institution personnel.

Where BrainStrata receives a data request concerning an Institution Account, BrainStrata may refer the request to the Educational Institution where the Institution is responsible for responding.

5.8 Institution administrator obligations

Institution Administrators must:

• Only access data they are authorised to access;
• Protect administrator credentials;
• Promptly remove access for people who no longer require it;
• Avoid using Learner information for unrelated purposes;
• Comply with safeguarding requirements; and
• Notify BrainStrata of suspected unauthorised access.

5.9 No sale of School Student Data

BrainStrata will not sell School Student Data.

5.10 No targeted advertising using School Student Data

BrainStrata will not use School Student Data to deliver targeted advertising to Learners.

5.11 Education records and retention

School Student Data will be retained in accordance with the applicable agreement, Privacy Policy and lawful instructions from the Educational Institution.

5.12 Additional data processing agreement

BrainStrata may require an Educational Institution to enter into a data processing agreement before particular data, integrations or administrative features are enabled.

6.1 Professional learning

Business Customers may use the Services for employee education, training, onboarding, skills development and related professional-learning purposes.

6.2 Administrator access

A Business Customer may access information relating to Users under its organisational Account, including assigned content, activity, completion information and performance metrics.

6.3 Notice to personnel

The Business Customer is responsible for notifying employees, contractors and other personnel about:

• The information available to the Business Customer;
• The purposes for which the Services are being used;
• Applicable monitoring or assessment;
• Relevant internal policies; and
• Any consequences associated with completion or non-completion.

6.4 Employment decisions

BrainStrata's AI Outputs, learner profiles and performance metrics must not be used as the sole basis for hiring, dismissal, promotion, disciplinary action or another decision producing a significant effect on an individual.

A qualified human decision-maker must independently review relevant information.

6.5 No employment relationship

BrainStrata does not become the employer, agent, educator or professional adviser of any User merely by providing the Services.

7.1 Registration information

You must provide complete, current and accurate information when creating an Account.

7.2 Account confidentiality

You are responsible for keeping login credentials confidential and for activities conducted through your Account, except to the extent caused by BrainStrata's breach of duty.

7.3 Personal accounts

Unless BrainStrata expressly permits otherwise, Accounts are personal and must not be sold, transferred, rented or shared.

7.4 Institution-managed accounts

Institution Administrators may create or manage Accounts for authorised Users. An Institution-managed Account must not be reassigned in a manner that exposes one User's information to another.

7.5 Unauthorised use

You must promptly notify BrainStrata if you become aware of:

• Unauthorised Account access;
• Compromised credentials;
• Suspected impersonation;
• Unauthorised payment activity; or
• A security vulnerability.

7.6 Verification

BrainStrata may require identity, authority, age, Institution or payment verification where reasonably necessary.

7.7 Multiple Accounts

BrainStrata may restrict the creation of multiple Accounts intended to evade limits, suspensions, fees or safety controls.

8.1 Educational platform

BrainStrata is an AI-supported learning platform that may provide:

• Educational courses and learning materials;
• AI-generated explanations and tutoring;
• Questions, quizzes and assessments;
• Flashcards and revision activities;
• Adaptive learning recommendations;
• Knowledge-gap analysis;
• Personalised learning plans;
• Progress and performance dashboards;
• Course creation and upload tools;
• Notes-to-study-material features;
• Teacher and Institution administration tools;
• Communication or community features;
• Voice, text, image or document-based interactions; and
• Third-party integrations.

8.2 Feature availability

Not every feature is available to every User, plan, age group, Institution, country or device.

8.3 Personalisation

BrainStrata may use permitted information about learning activity, pace, past responses, preferences and performance to personalise content and recommendations.

8.4 Learner profiles

A learner profile is an estimated representation of learning behaviour or understanding. It may include inferred strengths, weaknesses, preferences, knowledge gaps, misconceptions, progress or recommended next steps.

A learner profile is not a complete or objective measurement of a person's intelligence, capability or potential.

8.5 No guaranteed curriculum coverage

Unless expressly stated in an Order Form, BrainStrata does not guarantee that Platform Content covers every requirement of a particular curriculum, examination, professional standard or qualification.

9.1 Nature of AI Outputs

AI Features operate using automated and probabilistic systems. AI Outputs may be incomplete, inaccurate, outdated, misleading, repetitive or unsuitable for a particular context.

9.2 Verification required

Users must independently verify important information and should consult qualified educators or appropriate professionals where necessary.

9.3 No guaranteed accuracy

BrainStrata does not guarantee that:

• An AI Output is factually correct;
• An explanation is complete;
• A generated question has one unambiguous answer;
• A recommendation is appropriate for every Learner;
• A learner profile accurately reflects actual knowledge;
• AI-generated citations are accurate or genuine; or
• AI Output will produce a particular educational result.

9.4 Human oversight

Educators, Parents, Institutions and Business Customers must apply appropriate human oversight when AI Outputs affect a Child or another individual.

9.5 High-impact decisions

AI Outputs must not be used as the sole basis for:

• Formal grading;
• Academic admission or exclusion;
• Disciplinary action;
• Employment decisions;
• Medical, legal or financial decisions;
• Safeguarding determinations; or
• Decisions producing legal or similarly significant effects.

9.6 Professional advice

The Services do not provide medical, legal, financial, psychological or other regulated professional advice.

9.7 Emergency situations

BrainStrata is not an emergency service. Users must contact local emergency services or an appropriate safeguarding authority in an emergency.

9.8 Inputs

You are responsible for the legality, accuracy and appropriateness of information submitted to AI Features.

You must not submit confidential, restricted or personal information unless you are authorised to do so and understand how it will be processed.

9.9 Use of AI Outputs

Subject to these Terms and applicable law, you may use AI Outputs generated specifically in response to your lawful inputs for personal, educational or internal business purposes.

9.10 Similar outputs

Due to the nature of AI systems, other Users may receive outputs that are identical or similar to an AI Output provided to you.

BrainStrata does not promise that AI Outputs are unique.

9.11 Third-party rights

You are responsible for reviewing AI Outputs before publishing, distributing or commercially using them. AI Outputs may inadvertently resemble or include material associated with third-party rights.

9.12 Safety systems

You must not disable, bypass, test for the purpose of defeating, or interfere with AI safety controls.

9.13 Changes to models

BrainStrata may change AI providers, models, configurations and safety systems as the technology develops.

10.1 Learning support

BrainStrata is intended to support learning rather than replace independent thought, teaching, supervision or academic work.

10.2 Academic rules

Users must follow the academic-integrity rules of their school, university, awarding body or course provider.

10.3 Prohibited misconduct

You must not use the Services to:

• Submit AI-generated work as entirely your own where prohibited;
• Cheat during an examination or controlled assessment;
• Obtain unauthorised answers;
• Impersonate another Learner;
• Falsify completion or performance records;
• Circumvent plagiarism or AI-detection systems;
• Complete work on behalf of another person where prohibited; or
• Facilitate academic misconduct.

10.4 Institution responsibility

Institutions remain responsible for establishing rules regarding appropriate AI use, attribution, assessment and academic integrity.

10.5 No qualification or accreditation

Unless BrainStrata expressly states otherwise, completion of a BrainStrata course does not award an accredited qualification, licence or professional status.

11.1 Limited licence

Subject to these Terms and payment of applicable Fees, BrainStrata grants you a limited, personal, non-exclusive, non-transferable, non-sublicensable and revocable right to access and use the Services for their intended purpose.

11.2 Consumer use

Consumers may use the Services for personal educational purposes.

11.3 Institution use

Institutions may permit the number and category of Users authorised by the applicable plan or Order Form to use the Services.

11.4 Restrictions

Except where applicable law expressly permits it, you must not:

• Copy, sell, licence or redistribute the Services or Platform Content;
• Reverse engineer, decompile or attempt to discover source code;
• Circumvent access, payment, usage or security restrictions;
• Scrape or extract data using automated means;
• Create a competing dataset, service or model using Platform Content;
• Use the Services to train or improve a competing AI system;
• Remove copyright, trade mark or proprietary notices;
• Frame or mirror the Services without permission;
• Resell Account access;
• Use bots or scripts that place an unreasonable load on the Services; or
• Use the Services beyond the authorised number of Users.

11.5 Reservation of rights

All rights not expressly granted are reserved by BrainStrata and its licensors.

12.1 Ownership

As between you and BrainStrata, you retain ownership of your original User Content.

12.2 Licence to BrainStrata

You grant BrainStrata a worldwide, non-exclusive, royalty-free licence to host, store, reproduce, format, transmit, display, modify and otherwise process User Content only as reasonably necessary to:

• Provide the Services;
• Generate requested outputs;
• Maintain and secure the Services;
• Prevent abuse;
• Provide support;
• Comply with law;
• Enforce these Terms; and
• Improve the Services as described in the Privacy Policy and applicable settings.

12.3 Institution-owned content

Where User Content belongs to an Institution, the licence is granted by the Institution and applies only for the purposes authorised by the applicable agreement.

12.4 Your assurances

You represent that:

• You own User Content or have permission to submit it;
• Its use by BrainStrata under these Terms will not violate third-party rights;
• It does not contain unlawfully disclosed confidential information;
• It does not contain malware or harmful code; and
• It complies with these Terms.

12.5 Sensitive information

You should not upload unnecessary sensitive information, including health information, financial details, government identifiers or highly confidential records.

12.6 Content removal

BrainStrata may remove or restrict User Content that:

• Violates these Terms;
• Creates a safety or legal risk;
• Infringes intellectual property;
• Is reported by an Institution responsible for the Account;
• Is no longer required to provide the Services; or
• Must be removed under applicable law.

12.7 Backups

Users are responsible for retaining copies of important User Content. BrainStrata is not intended to be the sole storage location for important records.

12.8 Aggregated and de-identified information

BrainStrata may create and use aggregated or de-identified information for analytics, security, research and service improvement, provided it is not reasonably capable of identifying an individual.

13.1 Illegal activity

Commit, encourage, facilitate or conceal illegal activity.

13.2 Harm to Children

Exploit, groom, sexualise, endanger, threaten or otherwise harm a Child.

Any sexual content involving a Child is strictly prohibited and may be reported to the appropriate authorities.

13.3 Harassment and abuse

Harass, bully, threaten, stalk, humiliate or intimidate another person.

13.4 Hate or discrimination

Promote hatred, dehumanisation or unlawful discrimination against a protected group or individual.

13.5 Violence

Promote or facilitate serious violence, terrorism or violent criminal activity.

13.6 Self-harm

Encourage, instruct or assist suicide, self-harm or eating-disorder behaviour.

13.7 Sexual content

Distribute unlawful sexual content, non-consensual intimate material or sexually exploitative content.

13.8 Privacy violations

Collect, disclose, identify or misuse personal information without authority.

13.9 Impersonation

Impersonate another person or falsely represent an affiliation, qualification or authority.

13.10 Cybersecurity abuse

Create or distribute malware, phishing, credential theft, destructive code or instructions intended to compromise systems.

13.11 Platform interference

Probe, scan or test the vulnerability of the Services without written authorisation.

13.12 Automated extraction

Scrape, crawl, harvest or systematically extract Platform Content, User information or AI Outputs except through an authorised interface.

13.13 Spam

Send unsolicited promotional messages, repetitive content or deceptive communications.

13.14 Intellectual-property infringement

Upload or distribute material that infringes copyright, trade marks, database rights, confidentiality or other rights.

13.15 Fraud and manipulation

Manipulate assessments, referrals, payments, reviews, usage limits, certificates or performance records.

13.16 Unauthorised commercial use

Use consumer access to provide a paid service to third parties, resell content or operate a competing service.

13.17 Safety-control circumvention

Attempt to circumvent moderation, age gates, parental controls, access restrictions or content filters.

13.18 Excessive use

Use the Services in a way that disrupts performance or creates unreasonable technical costs.

14.1 Availability

BrainStrata may provide discussions, comments, direct communications, shared classrooms, questions and answers or other interactive features.

14.2 Public information

Users must understand whether content is private, Institution-visible, group-visible or public before posting.

14.3 Child privacy defaults

Where appropriate, Children's profiles and communications may be restricted or private by default.

14.4 No contact exploitation

Adults must not use BrainStrata to seek inappropriate private contact with Children.

14.5 Moderation

BrainStrata may use automated systems and human review to detect, restrict or remove content that may violate these Terms.

14.6 No obligation to publish

BrainStrata is not required to host, retain or distribute User Content merely because it was submitted.

14.7 Reporting

Users may report inappropriate content or conduct through available reporting tools or contacting us via email.

14.8 Account action

Depending on seriousness, BrainStrata may:

• Issue a warning;
• Remove content;
• Restrict a feature;
• Disable communications;
• Suspend an Account;
• Permanently terminate an Account;
• Notify an Institution or Parent; or
• Report conduct where legally required or reasonably necessary to protect a person.

15.1 Ownership

The Services and Platform Content are owned by BrainStrata or its licensors and are protected by applicable intellectual-property laws.

15.2 BrainStrata property

BrainStrata property includes:

• Software and source code;
• Product architecture;
• AI workflows and prompts;
• Learning systems and recommendation methods;
• Databases and data structures;
• User-interface designs;
• Logos and branding;
• Course structures;
• Original educational materials;
• Analytics systems;
• Documentation; and
• Improvements and derivative works.

15.3 Trade marks

"BrainStrata", associated logos and product names are trade marks or branding assets of BrainStrata. No right to use them is granted except with written permission.

15.4 Course access

Purchasing a subscription gives access to Platform Content during the applicable access period. It does not transfer ownership.

15.5 Downloads

Where downloads are enabled, downloaded Platform Content remains subject to these Terms and may only be used for the permitted purpose.

15.6 Institution materials

BrainStrata does not claim ownership of original Institution materials merely because they are uploaded to the Services.

Feedback

If you provide suggestions, ideas, feature requests or feedback, you grant BrainStrata a worldwide, perpetual, irrevocable, royalty-free and transferable right to use, adapt and implement that feedback without restriction or payment.

This clause does not transfer ownership of unrelated confidential Institution materials.

17.1 Pricing

Fees, billing periods, included features and usage limits will be shown at checkout, in the applicable plan description or in an Order Form.

17.2 Payment authorisation

By providing a payment method, you authorise BrainStrata and its payment providers to charge applicable Fees, taxes and authorised recurring payments.

17.3 Accurate billing information

You must provide accurate billing and payment information and promptly update it when it changes.

17.4 Taxes

Fees may exclude taxes unless expressly stated otherwise. You are responsible for taxes lawfully imposed on your purchase, except taxes based on BrainStrata's net income.

17.5 Currency

Payments will be made in the currency displayed at checkout or specified in the Order Form. Your payment provider may charge currency-conversion or transaction fees.

17.6 Failed payments

If payment fails, BrainStrata may:

• Retry the payment;
• Request an alternative method;
• Restrict paid features;
• Suspend access; or
• Terminate the subscription.

17.7 Institution invoices

Unless an Order Form states otherwise, Institution invoices are due within 30 days of the invoice date.

17.8 Disputed invoices

An Institution must notify BrainStrata of a good-faith invoice dispute within 15 days of receipt and must pay undisputed amounts when due.

17.9 Price changes

BrainStrata may change subscription prices by giving reasonable advance notice. A change will normally take effect at the next renewal unless applicable law requires otherwise.

18.1 Subscription term

A paid subscription continues for the period selected at purchase.

18.2 Automatic renewal

Where disclosed at purchase, subscriptions automatically renew for successive billing periods unless cancelled before the renewal date.

18.3 Renewal charge

The renewal price will be the price communicated to you before renewal, subject to applicable law.

18.4 Cancellation

You may cancel through the Account settings or another cancellation method made available by BrainStrata.

18.5 Effect of cancellation

Unless law or the applicable plan provides otherwise, cancellation prevents future renewal but does not immediately terminate access. Access normally continues until the end of the paid period.

18.6 Renewal reminders

BrainStrata will provide renewal notices and reminders where required by law.

18.7 Institution subscriptions

Institution subscriptions are governed by the applicable Order Form. Reducing authorised User numbers may only take effect on renewal unless otherwise agreed.

19.1 Trial terms

A free trial may be subject to eligibility requirements, duration limits and feature restrictions.

19.2 Conversion to paid subscription

Where clearly disclosed, a trial may convert to a paid subscription unless cancelled before the trial ends.

19.3 One trial per User

BrainStrata may limit promotional trials to one per person, household, payment method or Institution.

19.4 Changes and withdrawal

BrainStrata may change or withdraw a promotion where permitted by law, but will not retrospectively charge a User contrary to the offer accepted.

19.5 Abuse

BrainStrata may cancel promotional access obtained through misrepresentation, automated account creation or other abuse.

20.1 Mandatory rights

Nothing in these Terms excludes a Consumer's non-excludable statutory rights.

20.2 Cooling-off rights

Depending on location and the nature of the purchase, a Consumer may have a statutory period in which to cancel a distance contract.

20.3 Immediate access

Where a Consumer requests immediate access to digital content or services during a statutory cancellation period, BrainStrata may request:

• Express consent for supply to begin immediately; and
• Acknowledgement of any effect that immediate supply has on cancellation rights.

20.4 Statutory remedies

Where digital content or services fail to conform to applicable consumer law, Consumers may have rights to repair, replacement, repeat performance, price reduction, refund or other remedies.

20.5 Non-refundable amounts

Except where required by law or expressly stated otherwise, Fees already paid are non-refundable merely because:

• The User changed their mind after the applicable cancellation period;
• The User did not use the Services;
• The User failed to cancel before renewal;
• An Account was restricted for violation of these Terms; or
• A particular optional feature was changed.

20.6 Duplicate or unauthorised charges

Users must promptly report suspected duplicate or unauthorised charges.

20.7 Institution refunds

Institution refunds and credits are governed by the applicable Order Form.

21.1 Privacy Policy

BrainStrata's collection and use of personal information is described in its Privacy Policy.

The Privacy Policy forms part of the framework governing use of the Services but does not reduce any rights provided by applicable data-protection law.

21.2 Data processing agreements

Institutions may be required to enter into a separate data processing agreement where BrainStrata processes personal information on their behalf.

21.3 International processing

Personal information may be processed in countries other than the User's country, subject to legally required safeguards described in the Privacy Policy or applicable data processing agreement.

21.4 User choices

Depending on the User's location and Account type, Users may have rights to request access, correction, deletion, restriction, portability or objection.

21.5 Institution-managed information

An Institution may control certain information associated with an Institution Account. BrainStrata may need to act on the Institution's instructions rather than directly on a Learner's request.

21.6 Privacy settings

Users and Administrators are responsible for reviewing and appropriately configuring available privacy and sharing settings.

21.7 Data minimisation

Users should only provide personal information reasonably required for the intended educational purpose.

22.1 Safeguards

BrainStrata will maintain reasonable administrative, organisational and technical measures designed to protect personal information and the Services.

22.2 No absolute guarantee

No internet service, transmission method or storage system can be guaranteed to be completely secure.

22.3 User obligations

Users must not:

• Share passwords;
• Leave Accounts accessible on shared devices;
• Attempt to access another person's information;
• Disable security controls; or
• Delay reporting suspected compromise.

22.4 Institution security

Institutions are responsible for security within their own devices, networks, identity systems and administrative processes.

22.5 Security testing

Users must obtain written authorisation before conducting penetration testing, vulnerability scanning or security research against the Services.

23.1 Integrations

The Services may interact with third-party AI providers, cloud services, payment processors, content providers, authentication systems, video services or learning-management systems.

23.2 Separate terms

Third-party products may be governed by separate terms and privacy policies.

23.3 No control

BrainStrata is not responsible for third-party services that are not controlled by BrainStrata.

23.4 Institution-enabled integrations

An Institution is responsible for deciding whether to enable a third-party integration and for ensuring that it is authorised to transfer relevant information.

23.5 Links

Links to external websites are provided for convenience and do not necessarily constitute endorsement.

23.6 Third-party content

Third-party educational materials may be subject to additional restrictions imposed by their owners.

24.1 Availability

BrainStrata aims to keep the Services available but does not guarantee uninterrupted or error-free operation.

24.2 Maintenance

Access may be interrupted for maintenance, upgrades, security work or technical issues.

24.3 Feature changes

BrainStrata may add, modify, replace or remove features where reasonably necessary to:

• Improve the Services;
• Address security concerns;
• Comply with law;
• Respond to third-party changes;
• Prevent misuse; or
• Manage technical and commercial requirements.

24.4 Material reduction

Where a paid Consumer service is materially reduced during a paid period, BrainStrata will provide any remedy required by applicable law.

24.5 Beta features

Features identified as beta, experimental, preview or early access may be incomplete, change without notice and be subject to additional risks.

24.6 Usage limits

BrainStrata may apply reasonable limits to storage, AI requests, uploads, processing, API use or other resources.

24.7 Emergency action

BrainStrata may make immediate changes where necessary to respond to security, safety, legal or operational emergencies.

25.1 Grounds for action

BrainStrata may restrict, suspend or terminate access where it reasonably believes:

• These Terms have been materially or repeatedly breached;
• An Account creates a security or safety risk;
• Fees remain unpaid;
• Access is unauthorised;
• Fraud or illegal activity has occurred;
• Use threatens Children or other Users;
• Continued provision would violate law;
• A third-party dependency prevents continued service; or
• An Institution has requested removal of an Institution-managed Account.

25.2 Proportionate action

Where reasonably possible, BrainStrata will consider the seriousness, frequency and impact of the conduct before permanently terminating an Account.

25.3 Notice

BrainStrata may provide notice and an opportunity to remedy a breach where appropriate. Immediate action may be taken for serious safety, security, payment or legal concerns.

25.4 Institution-wide suspension

BrainStrata may suspend an Institution Account if the Institution materially breaches an applicable agreement or fails to pay undisputed Fees.

25.5 Child protection

BrainStrata may take immediate protective action without advance notice where a Child may be at risk.

25.6 Legal obligations

BrainStrata may preserve information or restrict an Account where legally required.

26.1 Individual closure

An individual User may close their Account through available settings or by contacting support.

26.2 Subscription cancellation

Closing an Account does not necessarily cancel an external app-store subscription. Users must follow the applicable cancellation process.

26.3 Institution Accounts

A Learner may be unable to independently delete an Account managed by an Institution. Requests may need to be directed to the Institution.

26.4 Outstanding payments

Termination does not remove an obligation to pay Fees that became due before termination.

Effects of termination

• The licence granted under these Terms ends;
• The User must stop accessing the Services;
• Unpaid amounts remain payable;
• BrainStrata may delete or anonymise information in accordance with its retention policies;
• Institution data will be handled under the applicable agreement; and
• Provisions intended to survive termination will remain effective.

Provisions surviving termination

The following provisions survive termination where applicable:

• Intellectual-property provisions;
• Payment obligations;
• Disclaimers;
• Limitations of liability;
• Indemnities;
• Dispute provisions;
• Confidentiality obligations; and
• Any other provision that by its nature should survive.

28.1 Reporting infringement

A rights holder who believes material available through BrainStrata infringes copyright should send a written notice containing:

• Identification of the copyrighted work;
• Identification and location of the allegedly infringing material;
• Contact information for the complainant;
• A statement of good-faith belief that the use is unauthorised;
• A statement that the information supplied is accurate;
• A statement made under penalty of perjury where required; and
• A physical or electronic signature.

28.2 Counter-notice

A User whose content is removed may submit a counter-notice where permitted by applicable law.

28.3 Repeat infringement

BrainStrata may terminate Accounts belonging to repeat intellectual-property infringers in appropriate circumstances.

29.1 Confidential Information

"Confidential Information" means non-public information disclosed by one party to the other that is identified as confidential or should reasonably be understood to be confidential.

29.2 Protection

Each party will:

• Use the other party's Confidential Information only to perform the agreement;
• Apply reasonable measures to protect it;
• Disclose it only to personnel and service providers who need access and are bound by confidentiality obligations; and
• Not disclose it to third parties except as authorised or required by law.

29.3 Exclusions

Confidential Information does not include information that:

• Is publicly available without breach;
• Was lawfully known without restriction;
• Is received lawfully from another source;
• Is independently developed without use of the Confidential Information; or
• Is approved for release.

29.4 Required disclosure

A party may disclose Confidential Information where legally required, provided it gives notice where legally permitted.

29.5 School Student Data

School Student Data will be treated as confidential information regardless of whether it is marked confidential.

30.1 Consumer rights preserved

Nothing in this section excludes guarantees or rights that cannot lawfully be excluded.

30.2 General disclaimer

To the maximum extent permitted by law, the Services are provided on an "as available" basis.

30.3 No educational-result guarantee

BrainStrata does not guarantee:

• Improved grades;
• Examination success;
• Course completion;
• Employment;
• Admission to an institution;
• Professional certification;
• Retention of knowledge; or
• Any particular educational or commercial outcome.

30.4 No substitute for educators

The Services do not replace qualified teachers, lecturers, tutors, safeguarding personnel or professional judgement.

30.5 User-created material

BrainStrata does not endorse all User Content and is not responsible for opinions expressed by Users.

30.6 Compatibility

BrainStrata does not guarantee compatibility with every device, browser, network, accessibility tool or third-party integration.

30.7 External information

BrainStrata is not responsible for changes to external curricula, examinations, laws, standards or third-party content after material is produced.

31.1 Liability that is not excluded

Nothing in these Terms excludes or limits liability where doing so would be unlawful, including liability for:

• Death or personal injury caused by negligence where it cannot be excluded;
• Fraud or fraudulent misrepresentation;
• Deliberate misconduct where liability cannot be excluded;
• Breach of non-excludable statutory rights; or
• Any other liability that applicable law does not permit the parties to exclude.

31.2 Consumers

Where you are a Consumer, BrainStrata is responsible for loss or damage that is a foreseeable result of BrainStrata's breach of these Terms or failure to use reasonable care and skill.

BrainStrata is not responsible for loss that:

• Was not foreseeable;
• Was caused by inaccurate information supplied by you;
• Could reasonably have been avoided by following instructions;
• Results from unauthorised Account access caused by your failure to protect credentials; or
• Relates to business activity carried out through a consumer plan.

31.3 Businesses and Institutions

To the maximum extent permitted by law, BrainStrata will not be liable to a Business Customer or Institution for:

• Loss of profit;
• Loss of revenue;
• Loss of business;
• Loss of anticipated savings;
• Loss of goodwill;
• Loss of opportunity;
• Business interruption;
• Indirect or consequential loss; or
• Loss arising from reliance on an unverified AI Output.

31.4 Liability cap for Businesses and Institutions

To the maximum extent permitted by law, BrainStrata's total aggregate liability arising from or connected with the Services will not exceed the total Fees paid or payable by the relevant Business Customer or Institution to BrainStrata during the 12 months immediately preceding the event giving rise to the claim.

Where no Fees were paid, BrainStrata's total aggregate liability will not exceed USD $100.

31.5 Multiple claims

Multiple claims arising from the same or related events do not increase the applicable liability cap.

31.6 Institution responsibility

BrainStrata is not responsible for:

• An Institution's educational decisions;
• An Institution's safeguarding failures;
• An Institution's unauthorised disclosure of information;
• Employment or academic decisions made by an Institution;
• Instructions given by an Institution Administrator; or
• Institution systems and integrations outside BrainStrata's control.

Indemnity

To the extent permitted by law, a Business Customer or Institution will defend, indemnify and hold harmless BrainStrata, its affiliates, officers, directors and personnel against third-party claims, damages, liabilities and reasonable legal costs arising from:

• User Content supplied by that Institution;
• The Institution's unlawful instructions;
• Failure to obtain required permissions or consents;
• Unauthorised provision of personal information;
• The Institution's violation of applicable education, employment or privacy laws;
• Misuse of AI Outputs for significant decisions;
• Use of the Services contrary to these Terms; or
• Infringement caused by Institution-provided materials.

BrainStrata obligations

BrainStrata will:

• Promptly notify the Institution of the claim;
• Provide reasonable cooperation at the Institution's expense; and
• Allow the Institution to control the defence and settlement, provided no settlement admits wrongdoing or imposes obligations on BrainStrata without BrainStrata's consent.

Consumer exclusion

This section does not apply to individual Consumers acting outside a business or professional capacity.

33.1 Informal resolution

Before commencing formal proceedings, the parties should attempt in good faith to resolve the dispute by contacting Brainstrata and providing:

• The User's name and Account information;
• A description of the dispute;
• Relevant documents; and
• The requested resolution.

33.2 Business Customers and Institutions

Unless an Order Form states otherwise, these Terms and disputes involving a Business Customer or Institution are governed by the laws of the State of Delaware, without regard to conflict-of-law principles.

The state and federal courts located in Delaware will have exclusive jurisdiction over such disputes.

33.3 Consumers

Where you are a Consumer, the governing-law provision applies only to the extent that it does not deprive you of mandatory protections available under the law of your habitual residence.

A Consumer may bring proceedings in any court available under applicable consumer law.

33.4 No restriction on regulators

Nothing in these Terms prevents a User from contacting a competent regulator, consumer-protection authority, data-protection authority or law-enforcement body.

33.5 Injunctive relief

BrainStrata may seek urgent injunctive or equitable relief where necessary to prevent misuse of intellectual property, confidential information, security systems or the Services.

34.1 Updates

BrainStrata may update these Terms to reflect:

• Changes to the Services;
• New features;
• Changes in law;
• Security or safety requirements;
• Changes to third-party dependencies; or
• Legitimate business requirements.

34.2 Notice of material changes

BrainStrata will provide reasonable notice of material changes through email, Account notifications or the Services.

34.3 Effective date

Updated Terms will state their effective date.

34.4 Existing paid periods

Where required by law, a materially adverse change will not apply to an existing paid Consumer period without appropriate notice or consent.

34.5 Rejection of changes

If you do not agree to updated Terms, you must stop using the Services and cancel before the changes take effect.

35.1 Electronic communications

You agree that BrainStrata may provide contractual notices electronically, including by email, Account notification or publication within the Services.

35.2 Contact details

You must maintain accurate contact information.

35.3 Institution notices

Notices to an Institution may be sent to the billing, administrative or legal contact associated with its Account.

Export controls and sanctions

You must not use, export, re-export, transfer or provide access to the Services in violation of applicable export-control or sanctions laws.

You represent that you are not prohibited from receiving the Services under applicable sanctions or trade restrictions.

Accessibility

BrainStrata aims to make the Services accessible to a broad range of Learners.

38.1 Entire agreement

These Terms and applicable documents identified in Section 2 constitute the entire agreement concerning the Services and replace prior discussions or representations concerning the same subject.

38.2 No waiver

Failure to enforce a provision does not waive the right to enforce it later.

38.3 Severability

If a provision is held invalid or unenforceable, it will be interpreted or modified to the minimum extent necessary, and the remaining provisions will remain effective.

38.4 Assignment by Users

You may not assign or transfer your rights or obligations without BrainStrata's written consent.

38.5 Assignment by BrainStrata

BrainStrata may assign these Terms in connection with a merger, acquisition, corporate reorganisation, financing or sale of all or substantially all relevant assets, provided that Consumer rights are not unlawfully reduced.

38.6 No partnership

These Terms do not create a partnership, joint venture, employment, fiduciary or agency relationship.

38.7 Third-party rights

Except where expressly stated, no person other than the parties has a right to enforce these Terms.

38.8 Force majeure

BrainStrata is not liable for delay or failure caused by events beyond its reasonable control, including natural disasters, war, civil disorder, government action, labour disputes, internet outages, cloud-provider failures, cyberattacks or utility failures.

This provision does not exclude statutory Consumer remedies where they apply.

38.9 Headings

Headings are for convenience and do not affect interpretation.

38.10 Language

If these Terms are translated, the English version will control to the extent permitted by law, unless mandatory local law requires otherwise.

38.11 Electronic acceptance

Electronic acceptance, including selecting an acceptance box, creating an Account or signing an Order Form electronically, has the same effect as a physical signature where legally recognised.