Terms and Conditions

TERMS OF SERVICE AGREEMENT

Suhbah School Online Educational Services

Effective Date:

This Terms of Service Agreement (“Agreement”) is a legally binding contract between you (the "User," "you," or "your") and Suhbah School LLC, operating as Suhbah School ("Suhbah School," "we," "us," or "our"). This Agreement governs your access to and use of all services offered by Suhbah School, including the website located at, our learning management system (LMS), and all proprietary educational materials, courses, or content offerings (collectively, the "Service" or "Content Offerings").

BY ACCESSING OR USING THE SERVICE IN ANY MANNER, YOU ACKNOWLEDGE THAT YOU HAVE READ, UNDERSTOOD, AND AGREE TO BE BOUND BY THESE TERMS OF SERVICE AND OUR PRIVACY POLICY, WHICH IS INCORPORATED HEREIN BY REFERENCE. YOU FURTHER ACKNOWLEDGE THAT THESE TERMS REPRESENT THE COMPLETE AND EXCLUSIVE STATEMENT OF THE AGREEMENT BETWEEN US.7

1. Introduction and Definitions

1.1. Modification of Terms: We reserve the right to modify these Terms at any time. We will provide notice of material changes by posting the updated Terms on the Service. Your continued use of the Service after such modifications constitutes your acceptance of the revised Terms.

1.2. Definitions:

• Content Offerings: All proprietary educational materials provided through the Service, including courses, videos, quizzes, text, documents, software, and images. 8

• User-Generated Content (UGC): Any publicly viewable image, text, post, comment, video, or audio uploaded by a User onto the Service. 9

2. User Accounts and Eligibility (The Age Filter)

2.1. Account Registration: You must provide accurate and complete registration information. You are solely responsible for maintaining the confidentiality of your account credentials (User Name and Password) and are responsible for all activities that occur under your account. 10

2.2. User Eligibility (Minors):

• Adult Users: Users must be at least 18 years of age to register an account and purchase Content Offerings. 11

• Users Under 18 (Ages 4-16): Because the Service is designed for children ages 4-16, a student's parent or legal guardian must register the account, agree to these Terms on the student’s behalf, and be responsible for the student's compliance.

• Verifiable Parental Consent (VPC): If a student is under the age of 13, the parent or legal guardian must provide Verifiable Parental Consent (VPC) as required by our Privacy Policy, in strict compliance with the Children's Online Privacy Protection Act (COPPA). 5

• International Users: For students located in the European Union/EEA, consent handling will comply with the relevant national age of digital consent under the General Data Protection Regulation (GDPR). 12

2.3. User Conduct and Prohibited Uses: You agree not to use the Service to:

a. Engage in any illegal activity, harassment, or dissemination of spam. 13

b. Share your account credentials or allow unauthorized third parties to access the Content Offerings. 14

c. Post, transmit, or otherwise make available any content that is harmful, abusive, defamatory, or violates any third party's intellectual property rights. 13

d. Use the Service for any unauthorized commercial purpose. 8

2.4. Termination for Misconduct: Suhbah School LLC reserves the right to terminate a User’s access immediately, without notice, for violation of this Section 2 or any other policy abuse, to safeguard the community and protect the integrity of the Service. 13

3. Intellectual Property and Content Licensing

3.1. Ownership: All Content Offerings, intellectual property (IP) rights, copyrights, trademarks, logos, and methodologies associated with the Service are the exclusive property of Suhbah School LLC and its licensors. Accessing the Service does not transfer ownership rights to you. 8

3.2. Limited License Granted to You: Subject to your strict compliance with these Terms, Suhbah School LLC grants you a non-exclusive, non-transferable, limited, and revocable license, without the right to sublicense, to access and use the Content Offerings "as-is" via the LMS strictly for your personal, non-commercial, educational use only.10 Suhbah School LLC expressly reserves all other rights not specifically granted herein.

3.3. Content Restrictions: You are strictly forbidden from the following actions:

a. Copying, reproducing, redistributing, editing, modifying, or creating derivative works from the Content Offerings. 14

b. Sharing or distributing course content, including reprinting articles or commingling any portion of the training with other information. 14

c. Attempting to circumvent any technical measures we employ to protect the Content Offerings (e.g., password protection, Digital Rights Management (DRM), watermarking, or encryption). 16

3.4. Enforcement: Any violation of these content restrictions will result in the immediate and permanent cessation of access to all Service components and the termination of your license, pursued to the fullest extent permitted by law. 14

4. User-Generated Content (UGC)

4.1. UGC Ownership: You retain ownership of any intellectual property rights you hold in the UGC you submit to the Service.

4.2. License Granted to Suhbah School: By submitting UGC, you grant Suhbah School LLC a perpetual, worldwide, non-exclusive, royalty-free, fully sublicensable, and transferable right and license to use, reproduce, modify, adapt, publish, distribute, and display your UGC in connection with the operation and improvement of the Service and related businesses. 17

4.3. Monitoring and Removal: Suhbah School LLC reserves the right, but not the obligation, to monitor, screen, edit, or remove any UGC at its sole discretion, especially in cases of suspected IP infringement or violation of these Terms. 15

5. Financial Terms, Payment, and Refund Policy

5.1. Fees and Charges: You agree to pay all registration fees and charges incurred in connection with your User account (including any applicable taxes) at the rates in effect when the charges were incurred. You are responsible for any charges incurred to access the training, such as fees charged by internet access providers. 14

5.2. Automatic Renewal (Recurring Subscription): If you purchase a recurring subscription or membership, the following terms apply, in compliance with consumer protection laws: 19

• Clear Disclosure: By purchasing a subscription, you understand and agree that your subscription will automatically renew at the then-current price until actively canceled by you.

• Cancellation Policy: You must cancel your subscription **** before the renewal date to avoid being charged for the next period.

• Clear Notice: We will provide you with a clear and conspicuous notice of the automatic renewal terms, the amount to be charged, and the cancellation policy before the initial purchase and prior to each renewal. 19

5.3. Refund Policy: Due to the proprietary, instant, and immediate access provided to all Content Offerings upon purchase, and the digital nature of the services, ALL FEES AND CHARGES ARE NON-REFUNDABLE. Suhbah School LLC maintains a strict NO REFUND policy. You acknowledge and agree that once payment is made, there are no circumstances under which you will be entitled to a refund, chargeback, or credit. 20

6. Disclaimers and Limitation of Liability

6.1. General Disclaimer: The Service and Content Offerings are provided "as-is" and "as-available," without warranties of any kind, either express or implied. 10

6.2. No Academic Credit Disclaimer: Participation in or completion of Content Offerings does not confer any academic credit, diploma, or degree as they are not certified or accredited. Suhbah School LLC has no obligation to seek recognition of the courses by any educational institution or accreditation organization. 8

6.3. No Professional Advice Disclaimer: The Content Offerings are for educational and informational purposes only and are not intended to serve as professional advice. Suhbah School LLC does not provide legal, financial, tax, or investment advice. 21

6.4. Limitation of Liability (Financial Cap):SUHBAH SCHOOL LLC’S TOTAL LIABILITY to the User, whether in contract, tort, or otherwise, shall NOT EXCEED the amount paid by the Customer under this Agreement in the twelve (12) months preceding the event giving rise to the claim. 22

6.5. Exclusion of Damages: IN NO EVENT SHALL SUHBAH SCHOOL LLC BE LIABLE FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, PUNITIVE, OR EXEMPLARY DAMAGES, including, but not limited to, damages for loss of profits, data loss, or business interruption, arising from your use of the Service, even if Suhbah School LLC has been advised of the possibility of such damages. 4

6.6. Indemnification: You agree to defend, hold harmless, and indemnify Suhbah School LLC, its officers, employees, and agents, against any and all claims, suits, costs, expenses, and damages (including reasonable attorneys' fees) arising directly or indirectly from your use of the Service, violation of these Terms, or any misconduct. 23

7. Governing Law and Dispute Resolution

7.1. Governing Law and Jurisdiction: These Terms shall be governed by and construed in accordance with the laws of the State of Texas and New Mexico/United States, without regard to its conflict of law principles. Any legal disputes arising from these Terms will be resolved exclusively in the state or federal courts located in Texas and New Mexico 1

7.2. Mandatory Binding Arbitration and Class Action Waiver:

• Binding Arbitration: Any dispute, controversy, or claim arising out of or relating to this Agreement, or the breach thereof, shall be settled by confidential, binding arbitration administered by the American Arbitration Association (AAA) or JAMS in accordance with its rules. The arbitration shall take place in Texas. 24

• Waiver of Class Action: You and Suhbah School LLC agree that any arbitration or legal proceeding shall be conducted on an individual basis only and not in a class, consolidated, or representative action. 3

8. General Provisions

8.1. Entire Agreement: This Agreement, together with the Privacy Policy, constitutes the entire agreement between you and Suhbah School LLC concerning the Service and supersedes all prior or contemporaneous communications and proposals. 7