We are always working to improve our Services, so these Terms may need to change along with the Services. We reserve the right to change the Terms at any time. If we do, we will do our best to bring it to your attention by placing a notice on our Website or application, by sending you an email, and/or by some other means, but you are responsible for knowing what the current Terms are.

If you do not agree with the new Terms, then you will no longer be able to use the Services. If you use the Services in any way after a change to the Terms is effective, that means you agree to all of the changes.

Except for changes by us as described here, no other amendments or modifications of these Terms will be effective unless done in writing and signed by both you and us.

SoiSchool takes the privacy of its users very seriously and will appropriately handle personal information of its users in accordance with our SoiSchool’s Privacy Policy.
Please refer to our SoiSchool’s current Privacy Policy.

If you are (i) a child under the age of 20 or (ii) quasi-incompetent person or (iii) incompetent person where your parent or your guardian has not given consent, please do not attempt to register for the Services or send any personal information about yourself to us. We do not collect personal information from the persons under (i), (ii), (iii). If you believe that the persons under (i), (ii), (iii) may have provided us with personal information, please contact us at info@soischool.com.

You may be required to sign up for an account, and select a password and user name (“SoiSchool User ID”). You promise to provide us with accurate and complete information about yourself. You may not select your SoiSchool User ID a name that you do not have the right to use, or another person’s name with the intent to impersonate that person. You may not transfer your account to anyone else without our prior written permission.

You represent and warrant that you are an individual of legal age to form a binding contract. If you ’are agreeing to these Terms on behalf of an organization or entity, you represent and warrant that you are authorized to agree to these Terms on that organization or entity’s behalf and bind them to these Terms (in which case, the references to “you” and “your” in these Terms, except for in this sentence, refer to that organization or entity).

You will only use the Services for your own internal, non-commercial use, not on behalf of or for the benefit of any third party, and only in a manner that complies with all laws that apply to you. If your use of the Services is prohibited by applicable laws, then you are not authorized to use the Services. We shall not be responsible for your use of the Services in a way that violates the law.

You must protect the security of your account and password. You shall be solely responsible for any activity associated with your account.

Your use of the Services is subject to the following additional restrictions:

You represent, warrant, and agree that you will not contribute any Content or User Submission (each of those terms is defined below) or otherwise use the Services or interact with the Services in a manner that:

(a) Infringes or violates the intellectual property rights or any other rights of anyone else (including SoiSchool);

(b) Violates any law or regulation, including any applicable export control laws;

(c) Is harmful, fraudulent, deceptive, threatening, harassing, defamatory, obscene, or otherwise objectionable;

(d) Jeopardizes the security of your SoiSchool account or anyone else’s;

(e) Attempts, in any manner, to obtain the password, account, or other security information from any other users;

(f) Violates the security of any computer network, or cracks any passwords or security encryption codes;

(g) Runs Maillist, Listserv, any form of auto-responder or “spam” on the Services, or any processes that run or are activated while you are not logged into the Services, or that otherwise interfere with the proper working of the Services (including by placing an unreasonable load on the Services’ infrastructure);

(h) “Crawls”, “scrapes”, or “spiders” any page, data, or portion of or relating to the Services or Content (through use of manual or automated means);

(i) Copies or stores any significant portion of the Content;

(j) Decompiles, reverse engineers, or otherwise attempts to obtain the source code or underlying ideas or information of or relating to the Services.

A violation of any of the foregoing is grounds for termination of your right to use or access the Services.

The materials displayed, performed or available on or through the Services, including, but not limited to, texts, graphics, data, articles, photos, images, illustrations, User Submissions, and so forth (all of the foregoing, the “Content”) are protected by copyright and other intellectual property laws. You agree to abide by all copyright notices, trademark rules, information, and restrictions contained in any Content you access through the Services. Moreover, you agree not to use, copy, reproduce, modify, translate, publish, broadcast, transmit, distribute, perform, upload, display, license, sell or otherwise exploit for any purposes any Content not owned by you: (i) without the prior consent of the owner of that Content; and (ii) in a way that violates someone else’s (including SoiSchool’s) rights.

You understand that SoiSchool owns the Services. You shall not modify, publish, transmit, participate in the transfer or sale of, reproduce (except as expressly provided in this Section), create derivative works based on, or otherwise exploit any of the Services.

The Services may allow you to copy or download certain Content; please remember that just because this functionality exists, does not mean that all the restrictions above do not apply – they do!

Anything you post, upload, share, store, or otherwise provide through the Services is your “User Submission.” Some User Submissions are viewable by other users. In order to display your User Submissions on the Services, and to allow other users to enjoy them (where applicable), you grant us certain rights in those User Submissions. Please note that all of the following licenses are subject to our Privacy Policy to the extent that they relate to User Submissions that are also your personally-identifiable information.

You retain all ownership rights in your User Submissions. For all User Submissions, you hereby grant SoiSchool a license to translate, modify (for technical purposes, for example making sure your content is viewable on an iPhone as well as a computer), reproduce, and otherwise act with respect to such User Submissions, in each case to enable us to operate the Services as described in more detail below.

If you store a User Submission in your own personal SoiSchool account, in a manner that is not viewable by any other user except you (a “Personal User Submission”), you grant SoiSchool the license above, as well as a license to display, perform, and distribute your Personal User Submission for the sole purpose of making that Personal User Submission accessible to you and providing the Services necessary to do so.

If you share a User Submission only in a manner that only certain specified users can view (for example, a private message to one or more other users) (a “Limited Audience User Submission”), then you grant SoiSchool the licenses above, as well as a license to display, perform, and distribute your Limited Audience User Submission for the sole purpose of making that Limited Audience User Submission accessible to such other specified users, and providing the Services necessary to do so. Also, you grant such other specified users a license to access that Limited Audience User Submission, and to use and exercise all rights in it, as permitted by the functionality of the Services.

If you share a User Submission publicly on the Services, in a manner that more than just you or certain specified users can view, or if you provide us (in a direct email or otherwise) with any feedback, suggestions, improvements, enhancements, or feature requests relating to the Services (each of the foregoing, a “Public User Submission”), then you grant SoiSchool the licenses above; a license to display, perform, and distribute your Public User Submission for the purpose of making that Public User Submission accessible to all SoiSchool users and providing the Services necessary to do so; and all other rights necessary to use and exercise all rights regarding the Public User Submission in connection with the Services or in connection with SoiSchool’s business, provided that SoiSchool will try to notify you if it uses your Public User Submission for any reason other than other than those provided above. Also, you grant all other users of the Services a license to access that Public User Submission, and to use and exercise all rights in it, as permitted by the functionality of the Services.

You agree that the licenses you grant are royalty-free, perpetual, sublicensable, irrevocable, and worldwide. When you delete your SoiSchool account, we will stop displaying your User Submissions (other than Public User Submissions, which may remain fully available) to other users (if applicable), but you understand and agree that it may not be possible to completely delete your User Submissions from SoiSchool’s records, and that your User Submissions may remain viewable elsewhere to the extent that they were copied or stored by other users.

Finally, you understand and agree that SoiSchool, in performing the required technical steps to provide the Services to our users (including you), may need to make changes to your User Submissions to conform and adapt those User Submissions to the technical requirements of connection networks, devices, services, or media, and the foregoing licenses include the rights to do so.

To learn how to report potentially infringing content, please refer to our Copyright Policy.

Any information or content publicly posted or privately transmitted through the Services is the sole responsibility of the person from whom such content originated, and you access all such information and content at your own risk. We are not liable for any errors or omissions in that information or content or for any damages or loss you might suffer in connection with it. We cannot control and have no duty to take any actions regarding how you may interpret and use the Content or what actions you may take as a result of having been exposed to the Content, and you hereby release us from all liability for you have acquired or not acquired Content through the Services. We can’t guarantee the identity of any users with whom you interact in using the Services and are not responsible for which users gain access to the Services.

You are responsible for all Content you contribute, in any manner, to the Services, and you represent and warrant you have all rights necessary to do so, in the manner in which you contribute it. You shall keep all your registration information accurate and current. You are responsible for all your activities in connection with the Services.

The Services may contain links or connections to third party websites or services that are not owned or controlled by SoiSchool. When you access third party websites or use third party services, you accept that there are risks in doing so, and that SoiSchool is not responsible for such risks. We encourage you to be aware when you leave the Services and to read the terms and conditions and privacy policy of every third party website or service that you visit or use.

SoiSchool has no control over, and assumes no responsibility for, the content, accuracy, privacy policies, practices of, or opinions expressed in any third party websites or by any third party that you interact with through the Services. In addition, SoiSchool will not and cannot monitor, verify, censor or edit the content of any third party websites or services. By using the Services, you agree to indemnify, defend and hold us harmless from every liability that arises from your use of third party websites or services.

Your interactions with organizations or individuals found on or through the Services, including payment, delivery of goods or services, and any other terms, conditions, warranties or representations associated with such dealings, are solely between you and such organizations or individuals. You should make whatever investigation you feel necessary or appropriate before proceeding with any online or offline transaction with any of these third parties. You agree that SoiSchool shall not be responsible or liable for any loss or damage of any sort incurred as the result of any such dealings.

If there is a dispute between participants on Services, or between users and any third party, you agree that SoiSchool is under no obligation to become involved. In the event that you have a dispute with one or more other users, you release SoiSchool, its officers, employees, agents, and successors from claims, demands, and damages of every kind or nature, known or unknown, suspected or unsuspected, disclosed or undisclosed, arising out of or in any way related to such disputes and/or our Services.

We are always trying to improve the Services, so they may change over time. We may suspend or discontinue any part of the Services, or we may introduce new features or impose limits on certain features or restrict access to parts or all of the Services. We shall try to give you notice when we make a material change to the Services that would adversely affect you, but this is not always practical. Similarly, we reserve the right to remove any Content from the Services at any time, for any reason (including, but not limited to, if someone alleges you contributed that Content in violation of these Terms), in our sole discretion, and without notice.

Many of the SoiSchool Services are currently free. If you choose to buy or enroll in any classes, sessions, programs, and/or other services that SoiSchool may offer (the “Program”), you will be charged a fee (the “Tuition Fees”) in full in advance through the method of payment you provide upon enrollment in the Priced Services and we (or a third-party service provider) may accept and process payments on your behalf, for which we may charge additional fees. Fees are non-refundable.
You may cancel your classes and/or sessions at any time, but again, no refunds will be granted for the Tuition Fees paid.

In addition, we reserve the right to charge for certain or all Services in the future, including new Services that we add. We will notify you before any Services you are then using begin carrying a fee, and if you wish to continue using such Services, you must pay all applicable fees for such Services.

You are free to do that at any time by contacting us at info@soischool.com. As such, please refer to our Privacy Policy, as well as the licenses above, to understand how we treat the information you have provided to us after you stop using our Services.

SoiSchool is also free to terminate (or suspend access to) your use of the Services or your account, for any reason in our sole discretion, including your breach of these Terms. SoiSchool has the sole right to decide whether you are in violation of any of the restrictions set forth in these Terms.

Account termination may result in the destruction of any Content associated with your account, so keep that in mind before you decide to terminate your account. We will try to provide advance notice to you prior to the termination of your account so that you are able to retrieve any important User Submissions you may have stored in your account (to the extent allowed by law and these Terms), but we may not do so if we determine it would be impractical, illegal, not in the interest of someone’s safety or security, or otherwise harmful to the rights or property of SoiSchool.

If you have deleted your account by mistake, please contact us immediately at info@soischool.com – we will, without incurring any liability to us, try to help, but unfortunately, we do not promise that we can recover or restore anything.

Provisions that, by their nature, should survive termination of these Terms shall survive termination. By way of example, all of the following will survive termination: any obligation you have to pay us or indemnify us, any limitations on our liability, any terms regarding ownership or intellectual property rights, and terms regarding disputes between us.

These Terms apply to your use of all the Services, including the iPhone, iPod Touch, and iPad applications available via the Apple, Inc. (“Apple”) App Store (the “Application”), but the following additional terms also apply to the Application:

(a) Both you and SoiSchool acknowledge that the Terms are concluded between you and SoiSchool only, and not with Apple, and that Apple is not responsible for the Application or the Content;

(b) The Application is licensed to you on a limited, non-exclusive, non-transferrable, and non-sublicensable basis. The application is solely to be used in connection with the Services for your private, personal, and non-commercial use, subject to all the terms and conditions of these Terms as they are applicable to the Services;

(c) You will only use the Application in connection with an Apple device that you own or control;

(d) You acknowledge and agree that Apple has no obligation whatsoever to furnish any maintenance and support services with respect to the Application;

(e) In the event of any failure of the Application to conform to any applicable warranty, including those implied by law, you may notify Apple of such failure; upon notification, Apple’s sole warranty obligation to you will be to refund to you the purchase price, if any, of the Application;

(f) You acknowledge and agree that SoiSchool , and not Apple, is responsible for addressing any claims you or any third party may have in relation to the Application;

(g) You acknowledge and agree that, in the event of any third party claim that the Application or your possession and use of the Application infringes its intellectual property rights, SoiSchool, and not Apple, will be responsible for the investigation, defense, settlement and discharge of such infringement claim;

(h) Both you and SoiSchool acknowledge and agree that, in your use of the Application, you will comply with any applicable third party terms of agreement which may affect or be affected by such use; and

(i) Both you and SoiSchool acknowledge and agree that Apple and Apple’s subsidiaries are third party beneficiaries of these Terms, and that upon your acceptance of these Terms, Apple will have the right (and will be deemed to have accepted the right) to enforce these Terms against you as the third party beneficiary hereof.

<u>Warranty Disclaimer.</u> Neither SoiSchool nor its affiliates, officers, representatives, agents, licensors or suppliers makes any representations or warranties concerning any content contained in or accessed through the Services, and we will not be responsible or liable for the accuracy, copyright compliance, legality, or decency of material contained in or accessed through the Services. We (and our affiliates, officers, representatives, agents, licensors and suppliers) make no representations or warranties regarding suggestions or recommendations of services or products offered or purchased through the Services. THE SERVICES AND CONTENT ARE PROVIDED BY SOISCHOOL (AND ITS AFFILIATES, OFFICERS, REPRESENTATIVES, AGENTS, LICENSORS AND SUPPLIERS) ON AN “AS-IS” BASIS, WITHOUT WARRANTIES OR ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, OR THAT USE OF THE SERVICES WILL BE UNINTERRUPTED OR FREE OF ERROR, DEFECTS OR VIRUSES OR OTHER HARMFUL COMPONENTS. WE ACCEPT NO RESPONSIBILITY FOR OR LIABILITY IN RESPECT OF SUCH INTERRUPTION, ERRORS, DEFECTS, VIRUSES OR HARMFUL COMPONENTS.

<u>Limitation of Liability.</u> to the fullest extent allowed by applicable law, under no circumstances and under no legal theory (including, without limitation, tort, contract, strict liability, or otherwise) shall soischool (or its affiliates, officers, representatives, agents, licensors or suppliers) be liable to you or to any other persons or any third party for

(a) any indirect, special, incidental, or consequential damages of any kind, including damages for lost of profits, loss of goodwill, work stoppage, accuracy of results, or computer failure or malfunction; or

(b) ANY MATTER BEYOND OUR REASONABLE CONTROL OR FORCE MAJEURE EVENTS.
SoiSchool’s liability whether arising out of any tort, contract, strict liability, any breach of contract or statutory duty under these Terms shall be limited to the lower amount between (i) Baht 3,000, or (ii) the amounts paid by you to SoiSchool in connection with the Services in the three (3) month period preceding this applicable claim.

<u>Indemnity.</u>

You agree to indemnify and hold SoiSchool, its affiliates, officers, agents, employees, and partners harmless from and against all claims, liabilities, damages (actual and consequential), losses and expenses (including attorneys’ fees) arising from or in any way related to any third party claims relating to (a) your use of the Services (including any actions taken by a third party using your account), and (b) your violation of these Terms. In the event of such a claim, suit, or action (“Claim”), we will attempt to provide notice of the Claim to the contact information we have for your account (provided that failure to deliver such notice shall not eliminate or reduce your indemnification obligations hereunder).

<u>Assignment.</u>

You may not assign, delegate or transfer these Terms or your rights or obligations hereunder, or your Services account, in any way (by operation of law or otherwise) without SoiSchool’s prior written consent. However, we may transfer, assign, or delegate these Terms and our rights and obligations without your consent.

<u>Governing Law and Dispute Settlement. </u>

These Terms shall be governed by, interpreted and construed under the laws of Thailand. Any dispute arising from or relating to the subject matter of these Terms shall be settled by Thai Courts.

<u>Miscellaneous.</u>

You will be responsible for paying, withholding, filing, and reporting, all taxes, VAT, duties, and other governmental assessments associated with your activity in connection with the Services, provided that SoiSchool may, in its sole discretion, do any of the foregoing on your behalf or for itself as it sees fit.

The failure of either you or us to exercise, in any way, any right herein shall not be deemed a waiver of any further rights hereunder.

If any provision of these Terms is found to be unenforceable or invalid, that provision will be limited or eliminated, to the minimum extent necessary, so that these Terms shall otherwise remain in full force and effect and enforceable.

You and SoiSchool agree that these Terms are the complete and exclusive statement of the mutual understanding between you and SoiSchool, and that it supersedes and cancels all previous written and oral agreements, communications and other understandings relating to the subject matter of these Terms.

You hereby acknowledge and agree that you are not an employee, agent, partner, or joint venture of SoiSchool, and you do not have any authority of any kind to bind SoiSchool in any respect whatsoever.

Except as expressly set forth in the section above regarding the Apple Application, you and SoiSchool agree there are no third-party beneficiaries intended under these Terms.

<u>Program Payment Terms</u>

One of the services offered by SoiSchool is the educational program described here (the “Program”). The Program provides the ability for SoiSchool to establish tuition, fees, and other miscellaneous payments (“Tuition Fees”) and enable parents and guardians of their students (“Parents”) to make Tuition Fee payments. Parents and Schools are collectively referred to herein as “Users” and the services provided by SoiSchool to Parents (including, without limitation, tuition payment services through the Tuition Program) shall be referred to collectively as the “School Services”.

These terms of service (the “Program Terms”) are a binding contract between you (“you,” or “your”) and SoiVentures Co., Ltd. (“SoiSchool,” “we,” “us” or “our”). You must agree to and accept all of the Program Terms, or you do not have the right to use the Program. Your use of the Program in any way means that you agree to all of these Program Terms, and these Program Terms will remain in effect while you use the Program. These Program Terms include the provisions in this document, as well as those in the Privacy Policy and the SoiSchool Terms of Use.

Parents are solely responsible for determining whether to enroll their dependents in the Program and whether to make payments to SoiSchool through the Program. Similarly, SoiSchool is solely responsible for determining whether to elicit or accept payments from Parents through the Program.

By creating your User account and using the Program, you expressly acknowledge that you understand this Agreement and accept all of its terms. If you do not agree to be bound by the terms and conditions of this Agreement, you may not use or access the Program.

As a Parent, you agree that any amounts charged by SoiSchool (each, a “Charge”) are established by SoiSchool in its sole discretion and, in some cases, may be mandatory. Charges include Tuition Fees and other applicable processing fees, surcharges, and taxes. You are responsible for reviewing the SoiSchool’s tuition and fee policies and shall be responsible for all Charges incurred under your User account regardless of your awareness of such Charges or the amounts thereof. Where required by law, SoiSchool will collect applicable taxes. As between you and SoiSchool, all Charges are non-refundable. This no-refund policy shall apply at all times regardless of your decision to terminate usage of the Program.

All Charges are facilitated through a third-party payment processing service. By registering your account and using the Program, you agree to Omise’s policy. We may replace our third-party payment processing services without informing you.

At SoiSchool, we are committed to using the best technology and providing the highest levels of security. We take your trust very seriously and know how important it is that SoiSchool be fast, secure, and reliable. We have done the research and are confident that SoiSchool offers the very best technology and security in the industry.

Data Security

All personal information is stored by Amazon Web Services (AWS), one of the most-trusted, highly secure, cloud-based data storage solutions. Our Website uses Secure Sockets Layer (SSL) to protect your data with 256-bit encryption and industry standard authentication mechanisms to ensure that your data stays secure.

Information Access

A student’s SoiSchool information is only accessible to the school/daycare and assigned parents/guardians. At the school, the administrator has control over access by staff members.

Privacy of Information

SoiSchool takes data security and privacy very seriously. Our engineers have worked hard to protect and encrypt your personal information, which helps keep it secure. We do not sell personal information to any third parties and we will only use your information in accordance with our Privacy Policy.

Billing & Banking Information

SoiSchool does not store any confidential banking information and has included the highest levels of encryption on bank transfers. No one at our company or externally has any access to any customer banking records.

What if I have additional questions?

If you have any questions or concerns regarding these or similar topics, please send an email to info@soischool.com.