Terms and Conditions For Teachers

TEACHER PLATFORM AGREEMENT

IMPORTANT LEGAL NOTICE

PLEASE READ THIS AGREEMENT CAREFULLY.

THIS AGREEMENT CONSTITUTES A LEGALLY BINDING CONTRACT BETWEEN YOU (“TEACHER”) AND AI FACULTY.

BY CLICKING “I AGREE”, REGISTERING AN ACCOUNT, ACCESSING THE PLATFORM, UPLOADING CONTENT, PROVIDING EDUCATIONAL SERVICES, ACCEPTING STUDENTS, RECEIVING PAYMENTS OR OTHERWISE USING THE PLATFORM, YOU ACKNOWLEDGE THAT YOU HAVE READ, UNDERSTOOD AND AGREE TO BE BOUND BY THIS AGREEMENT.

IF YOU DO NOT AGREE TO THESE TERMS, YOU MUST NOT ACCESS OR USE THE PLATFORM.

1. PARTIES

This Teacher Platform Agreement (“Agreement”) is entered into between:

AI Faculty, a digital education technology platform owned, operated, licensed and managed by VSynergize Outsourcing Private Limited, together with its present and future:

Parent Companies
Subsidiaries
Affiliates
Associate Companies
Group Companies
Sister Concerns
Successors
Assigns
Investors
Shareholders
Directors
Officers
Employees
Consultants
Contractors
Agents
Vendors
Technology Partners
AI Model Providers
Cloud Providers
Payment Partners
Resellers
Distributors
Licensees

(collectively referred to as the “Company Group”)

AND

The individual or legal entity registering as a Teacher on the Platform.

2. DEFINITIONS

For purposes of this greement:

Platform: means the AI Faculty website, applications, APIs, software, dashboards, AI systems, mobile applications, future products and services.

Teacher: means any individual, institution, trainer, professor, tutor, educator, mentor, consultant or organization using the Platform.

Student: means any learner registered with AI Faculty.

Content: means every file, document, lesson, note, quiz, image, presentation, video, audio, prompt, answer key, assessment, worksheet, question bank, syllabus, curriculum, simulation, code, software or material uploaded or created.

AI Content: means any output generated wholly or partly by AI Faculty.

Derivative Works: means any modification, translation, summary, adaptation, improvement, quiz, flashcard, AI tutor, recommendation, lesson plan, workflow, assessment or educational resource created from any uploaded content.

Company IP: means all intellectual property owned by the Company Group including:

Software
AI Models
LLMs
Prompt Libraries
Databases
Workflows
Architecture
Algorithms
Voice Models
Brand
Logo
Designs
Analytics
Business Processes
Documentation
Trade Secrets
Customer Lists
Learning Graphs
Student Analytics
Adaptive Learning Systems
Recommendation Engines and every improvement thereto.

3. ACCEPTANCE

The Teacher acknowledges that clicking “I Agree” constitutes: an electronic signature, acceptance of this Agreement, execution of a legally enforceable contract under the Information Technology Act, 2000 (India), and consent to electronic records and communications.

No physical signature shall be required.

4. ELIGIBILITY

The Teacher represents and warrants that:

they are at least 18 years of age;
they have the legal capacity to enter into this Agreement;
all registration information is true, accurate, and complete;
they possess all licences, qualifications, and permissions required to provide educational services;
entering into this Agreement does not breach any other agreement or legal obligation.

The Company may require identity verification, educational credentials, tax information, or other documentation at any time.

5. ACCOUNT REGISTRATION AND SECURITY

The Teacher shall:

maintain accurate account information;
keep login credentials confidential;
immediately notify AI Faculty of unauthorized access or suspected security incidents;
not create multiple accounts to evade restrictions;
not share or transfer their account without written approval.

The Company may suspend, restrict, or terminate any account for security, fraud prevention, legal compliance, policy violations, or other legitimate business reasons.

6. LIMITED PLATFORM LICENCE

Subject to this Agreement, the Company grants the Teacher a limited, revocable, non-exclusive, non-transferable, non-sublicensable licence to access and use the Platform solely for its intended educational purposes.

No ownership or intellectual property rights are transferred to the Teacher.

7. INTELLECTUAL PROPERTY OWNERSHIP (Version 1 – Company Ownership Model)

The Teacher expressly agrees that, to the fullest extent permitted by applicable law:

all Content uploaded, submitted, created, recorded, or otherwise made available through the Platform shall immediately become the exclusive property of the Company Group;
the Teacher irrevocably assigns to the Company Group all worldwide rights, title, and interest in such Content, including all copyrights and other intellectual property rights capable of assignment;
the Teacher waives, to the extent permitted by law, any moral rights or similar rights that could restrict the Company’s use of the Content.

The Company Group shall have the unrestricted right to:

modify;
translate;
adapt;
reproduce;
publish;
commercialize;
sublicense;
distribute;
license;
combine with other works;
create derivative works;
use for AI training and improvement (subject to applicable law and disclosed policies);
retain and exploit the Content after termination.

No royalties shall be payable unless expressly agreed in writing.

8. COMPANY INTELLECTUAL PROPERTY

The Teacher acknowledges that all rights in:

the AI Faculty platform,
software,
source code,
object code,
APIs,
AI models,
machine learning systems,
prompts,
workflows,
recommendation engines,
adaptive learning engines,
assessment systems,
branding,
trade names,
logos,
user interfaces,
documentation,
databases,
learning analytics,
business methods,
future improvements,

are and shall remain the exclusive property of the Company Group.

No licence is granted except as expressly stated in this Agreement

9. AI RIGHTS AND USE OF CONTENT

The Teacher acknowledges and agrees that AI Faculty is an artificial intelligence powered educational platform and that artificial intelligence constitutes a core feature of the Platform.

The Teacher irrevocably authorizes the Company Group to use, analyze, process, store, transform, adapt, reproduce, translate, convert, improve, combine, summarize, tokenize, vectorize, index, retrieve, classify, annotate, categorize, commercialize, and otherwise utilize any Content uploaded by the Teacher for the operation, maintenance, enhancement, development, testing, optimization, security, commercialization, and future evolution of the Platform and its services.

Without limitation, the Company Group may use such Content to:

generate quizzes;
generate assessments;
generate flashcards;
create lesson plans;
create adaptive learning pathways;
create study notes;
create summaries;
generate question banks;
generate mock examinations;
generate voice-based learning;
generate videos and animations;
translate educational material;
personalize learning experiences;
improve AI models;
improve recommendation engines;
improve tutoring systems;
improve analytics;
create future educational products and services.

The Teacher acknowledges that AI-generated outputs may be similar or identical to outputs generated for other users and that such similarity shall not create any ownership claim against the Company Group.

The Company Group shall have no obligation to identify the source of AI-generated outputs.

10. STUDENT OWNERSHIP AND CUSTOMER RELATIONSHIP

The Teacher acknowledges that all Students registered through the Platform are customers and users of AI Faculty.

The Company Group shall exclusively own and control:

student accounts;
customer relationships;
user profiles;
learning history;
assessment history;
AI interactions;
engagement analytics;
performance analytics;
platform activity;
behavioral analytics;
payment history;
communication history;
learning recommendations;
adaptive learning models;
customer lifetime value;
platform-generated educational records.

Nothing contained in this Agreement shall be interpreted as creating any ownership rights of the Teacher over students or their platform accounts.

The Teacher shall not claim ownership over students introduced through the Platform.

11. NON-CIRCUMVENTION

The Teacher agrees that during the term of this Agreement and for twenty-four (24) months following termination, the Teacher shall not, with respect to students introduced through the Platform:

solicit payment outside the Platform;
divert students away from AI Faculty;
encourage students to terminate their Platform subscriptions;
provide competing services outside the Platform for the purpose of avoiding Platform fees;
request direct payment;
provide alternative payment methods;
encourage cancellation of Platform memberships.

Any breach shall entitle the Company Group to recover damages, equitable relief, injunctive relief, and any unpaid Platform commissions, subject to applicable law.

12. NON-SOLICITATION

During the term of this Agreement and for twenty-four (24) months thereafter, the Teacher shall not knowingly solicit for employment or engagement any employee, contractor, consultant, software developer, AI engineer, data scientist, business partner, sales representative, or executive of the Company Group without prior written consent.

Nothing in this clause is intended to prohibit responses to general public advertisements or other activities that are not specifically directed at Company Group personnel.

13. PLATFORM PAYMENTS

All payments shall be processed exclusively through payment mechanisms approved by AI Faculty.

The Company may:

determine subscription pricing;
determine commission structures;
revise revenue sharing policies prospectively;
deduct applicable taxes;
deduct GST where applicable;
deduct TDS where required by law;
deduct payment gateway charges where disclosed;
deduct refunds;
deduct chargebacks;
deduct penalties arising from Teacher breaches.

The Company’s books and records shall be prima facie evidence of transactions unless the Teacher disputes them within thirty (30) days of the relevant statement.

14. TAXATION

The Teacher shall be solely responsible for:

GST registration, where applicable;
income tax;
professional tax;
business registrations;
invoicing obligations;
maintenance of books of account;
statutory filings.

The Company may deduct taxes where required by law.

15. CONTENT WARRANTIES

The Teacher represents and warrants that:

the Teacher has full legal authority to upload all Content;

the Content does not infringe any copyright, trademark, patent, trade secret, database right, privacy right, publicity right, or any other intellectual property right of any third party;

the Content does not violate any law;

the Content does not contain defamatory, obscene, unlawful, or misleading material;

the Content does not contain malware or malicious code;

the Content does not violate any educational board regulations or institutional policies.

16. COPYRIGHT INFRINGEMENT

If the Company receives any complaint alleging infringement,

the Company may immediately:

remove the Content;
suspend the Teacher;
freeze payments;
terminate the account;
disclose relevant information to authorities where legally required.

The Teacher shall fully indemnify the Company Group against all losses, claims, liabilities, settlements, damages, costs, and reasonable legal expenses arising from such infringement.

17. CONFIDENTIAL INFORMATION

The Teacher acknowledges that the following constitute Confidential Information:

AI models;
prompts;
algorithms;
pricing;
customer lists;
student analytics;
business strategies;
investor information;
software architecture;
source code;
APIs;
datasets;
security procedures;
financial information;
technical documentation;
product roadmaps;
acquisition plans;
research;
inventions;
trade secrets.

The Teacher shall maintain strict confidentiality during and after the term of this Agreement and shall not disclose or use such information except as necessary to perform under this Agreement.

18. REVERSE ENGINEERING

The Teacher shall not:

copy the Platform;
reverse engineer the Platform;
decompile software;
scrape Platform data;
extract AI prompts;
replicate workflows;
benchmark the Platform for a competing service;
use automated tools to harvest content;
attempt to discover source code;
interfere with Platform security.

19. PRIVACY

The Teacher shall comply with all applicable privacy and data protection laws.

The Teacher shall not:

download student databases;
export student information except through authorized Platform functionality;
share student data with third parties without lawful authority;
retain student personal data longer than necessary for the authorized educational purpose.

The Company may process personal data in accordance with its Privacy Policy and applicable law

20. COMPANY'S RIGHT TO MONITOR

The Company Group may, but is under no obligation to:

monitor Teacher activity;
review uploaded Content;
review AI interactions;
monitor communications conducted through the Platform;
audit educational quality;
investigate complaints;
investigate fraud;
investigate copyright violations;
investigate misuse of the Platform.

Failure to monitor shall not create any liability.

21. SUSPENSION OF ACCOUNT

Without prejudice to any other rights or remedies available under this Agreement or applicable law, the Company Group may suspend, restrict, limit, or disable the Teacher’s account, with or without prior notice, where it reasonably believes that:

the Teacher has breached this Agreement;
the Teacher has violated applicable law;
any uploaded Content infringes third-party rights;
fraudulent, misleading, abusive, or unlawful activity has occurred;
the Platform or other users are exposed to security risks;
suspension is necessary to protect the integrity of the Platform, users, or the Company Group.

During suspension, the Company may withhold payouts that are reasonably connected to the matter under investigation until it is resolved.

22. TERMINATION

The Teacher may terminate this Agreement by closing the account in accordance with the Platform procedures.

The Company Group may terminate or discontinue the Teacher’s access immediately if:

the Teacher materially breaches this Agreement;
fraudulent activity is detected;
repeated copyright complaints are received;
continued access presents legal, regulatory, security, or reputational risk;
the Platform or service is discontinued.

Termination shall not affect:

accrued payment obligations;
confidentiality obligations;
intellectual property rights assigned or licensed under this Agreement;
indemnity obligations;
dispute resolution provisions;
provisions expressly stated to survive termination.

23. COMPANY DISCRETION

The Teacher acknowledges that the Company Group may, in its sole business discretion (subject to applicable law):

modify Platform features;
introduce new services;
discontinue existing services;
revise pricing;
modify commission structures prospectively;
change subscription plans;
introduce new AI technologies;
introduce additional verification requirements.

The Company will endeavor to provide reasonable notice of material changes where appropriate.

24. REPRESENTATIONS AND WARRANTIES

The Teacher represents and warrants that:

all information provided is accurate;
all uploaded Content is lawful;
the Teacher has all necessary rights or permissions to upload such Content;
no Content violates the rights of any third party;
educational qualifications represented are truthful;
the Teacher shall comply with applicable laws and professional standards.

25. DISCLAIMER OF WARRANTIES

The Platform is provided on an “AS IS” and “AS AVAILABLE” basis.

To the maximum extent permitted by law, the Company Group disclaims all warranties, express or implied, including warranties relating to:

uninterrupted availability;
merchantability;
fitness for a particular purpose;
non-infringement;
accuracy or completeness of AI-generated outputs;
uninterrupted or error-free operation.

The Teacher acknowledges that AI-generated educational material should be reviewed by a qualified educator before use where appropriate.

26. AI DISCLAIMER

The Teacher acknowledges that:

artificial intelligence may generate inaccurate, incomplete, outdated, or incorrect responses;
AI outputs are probabilistic and should not be treated as infallible;
AI Faculty does not guarantee that AI-generated material will satisfy the requirements of any examination board, regulator, accreditation authority, institution, or employer;
the Teacher remains responsible for reviewing educational material before sharing it with students.

27. LIMITATION OF LIABILITY

To the fullest extent permitted by law:

The Company Group shall not be liable for:

indirect damages;
consequential damages;
incidental damages;
special damages;
punitive damages;
loss of profits;
loss of goodwill;
loss of business opportunity;
loss of data;
business interruption.

Except where liability cannot be excluded under applicable law, the aggregate liability of the Company Group arising out of this Agreement shall not exceed the total amount actually paid by the Teacher to the Company during the twelve (12) months immediately preceding the event giving rise to the claim.

Nothing in this Agreement excludes liability where such exclusion is prohibited by law.

28. INDEMNITY

The Teacher agrees to defend (where appropriate), indemnify, and hold harmless the Company Group, including:

AI Faculty;
VSynergize Outsourcing Private Limited;
VSynergize Global Solutions LLC;
parent companies;
subsidiaries;
affiliates;
successors;
assigns;
directors;
officers;
employees;
consultants;
contractors;
technology partners;
licensors;
vendors;
investors;
shareholders;
agents;
authorized representatives,

from and against any claims, losses, liabilities, damages, penalties, fines, settlements, judgments, costs, and reasonable legal expenses arising out of or relating to:

the Teacher’s Content;
infringement of third-party rights;
breach of this Agreement;
negligent or wrongful acts or omissions of the Teacher;
violation of applicable law by the Teacher.

The Company shall notify the Teacher of any claim for which indemnification is sought and permit the Teacher a reasonable opportunity to participate in the defense, except where immediate action is reasonably necessary.

29. FORCE MAJEURE

The Company Group shall not be liable for delay or failure in performance caused by events beyond its reasonable control, including:

natural disasters;
pandemics;
cyber-attacks;
acts of government;
internet outages;
cloud service failures;
telecommunications failures;
labor disputes;
war;
civil unrest.

30. ELECTRONIC RECORDS

The Teacher agrees that:

electronic records shall constitute valid evidence;
Platform logs, audit logs, server records, transaction records, and electronic communications maintained in the ordinary course of business may be relied upon as evidence, subject to applicable law;
clicking “I Agree” constitutes legally valid acceptance.

31. ASSIGNMENT

The Company Group may assign, novate, transfer, or otherwise deal with this Agreement in connection with:

mergers;
acquisitions;
internal restructuring;
financing;
sale of business;
transfer of Platform operations.

The Teacher may not assign or transfer this Agreement without the Company’s prior written consent.

32. SEVERABILITY

If any provision of this Agreement is held invalid, illegal, or unenforceable, the remaining provisions shall continue in full force and effect.

Where possible, the invalid provision shall be interpreted or modified to achieve its intended commercial purpose while complying with applicable law.

33. WAIVER

No delay or failure by the Company Group in exercising any right shall constitute a waiver of that right.

Any waiver must be in writing and signed by an authorized representative of the Company.

34. ENTIRE AGREEMENT

This Agreement, together with the Privacy Policy, Acceptable Use Policy, Revenue Sharing Policy, Copyright Policy, AI Usage Policy, and any schedules incorporated by reference, constitutes the entire agreement between the parties regarding the Teacher’s use of the Platform.

35. GOVERNING LAW

This Agreement shall be governed by and construed in accordance with the laws of India.

36. DISPUTE RESOLUTION

The parties shall first attempt to resolve disputes through good-faith negotiations.

If the dispute is not resolved within thirty (30) days, it shall be referred to arbitration under the Arbitration and Conciliation Act, 1996.

Seat of Arbitration: Pune, Maharashtra
Venue: Pune, Maharashtra (unless otherwise agreed)
Number of Arbitrators: One
Language: English

Nothing in this clause prevents either party from seeking interim or injunctive relief from a court of competent jurisdiction where necessary.

37. JURISDICTION

Subject to the arbitration clause, the courts at Pune, Maharashtra shall have exclusive jurisdiction over all matters arising out of or relating to this Agreement that are not required to be resolved through arbitration.

38. NOTICES

The Company may provide notices through:

the Platform;
registered email;
SMS;
in-app notifications;
other electronic means reasonably designed to bring the notice to the Teacher’s attention.

The Teacher shall keep contact information updated.

39. SURVIVAL

The following provisions shall survive termination:

Intellectual Property
AI Rights
Confidentiality
Indemnity
Limitation of Liability
Dispute Resolution
Governing Law
Jurisdiction
Payment Obligations
Audit Rights
Record Retention
Any provision intended by its nature to survive.

SCHEDULE A – ACCEPTABLE USE POLICY

The Teacher shall not:

upload unlawful, infringing, defamatory, obscene, or misleading content;
impersonate another person or institution;
upload malware or malicious code;
interfere with Platform security;
scrape or harvest Platform data;
reverse engineer the Platform;
circumvent payment systems;
misuse student data;
engage in academic fraud;
use the Platform to build a competing service using confidential information.

SCHEDULE B – COPYRIGHT COMPLAINTS

The Company may:

investigate complaints;
temporarily remove allegedly infringing content;
request supporting documentation;
restore content where appropriate;
permanently remove content after substantiated complaints;
terminate repeat infringers.

SCHEDULE C – PRIVACY

The Teacher shall comply with the Platform Privacy Policy and all applicable data protection laws.

The Teacher shall process student personal data only as authorized and shall implement reasonable security measures.

SCHEDULE D – REVENUE SHARING

Revenue sharing, commissions, payout schedules, deductions, taxes, and refund policies shall be governed by the Company’s published policies as updated from time to time with reasonable notice where appropriate.

FINAL ACKNOWLEDGEMENT

By clicking “I Agree”, the Teacher acknowledges that they:

Have read and understood this Agreement.
Have had the opportunity to seek independent legal advice.
Agree to be bound by its terms.
Consent to electronic execution.
Agree to comply with all Platform policies incorporated by reference.