Terms & Conditions

USER AGREEMENT – TERMS & CONDITIONS FOR BUYER AND SELLER

By downloading the Application from the AppStore, and any update thereto (as permitted by this  User Agreement/terms and Conditions), You indicate that You agree to be bound by all of the  terms and conditions of this User Agreement, and that You accept this User Agreement  (“hereinafter to be referred as Agreement”).  

The parties of this Agreement acknowledge that any Appstore is not a Party to this Agreement and  is not bound by any provisions or obligations with regard to the Application, such as warranty, liability, maintenance and support thereof. Chalk - FZCO, not Appstore, is solely responsible for  the User Application and the content thereof.  

This Agreement may not provide for usage rules for the Application that are in conflict with the  latest App Store Terms of Service. Chalk - FZCO acknowledges that it had the opportunity to  review said terms and this Agreement is not conflicting with them.  

All rights not expressly granted to You are reserved.  

1. DEFINITIONS 

a) "Application" means the application for mobile, tablet, and other smart devices and  application program interfaces provided by the Platform.  

b) "Chalk - FZCO", "we", "us”, "our", “Platform”, “Application” or “App” means the  Company registered as CHALK –FZCO and the App that belongs to Chalk – FZCO  

c) "Chalk - FZCO Product" means the Application of "Chalk - FZCO", the Site  "_________________" and any other website that is operated by Chalk - FZCO.

d) "Member Content" means all content, such as text, photos, audio, video, or other materials  and information, that a Member posts, uploads, publishes, submits, transmits, includes in  their Member profile.  

e) "Sites" means the Website of Chalk - FZO, including but not limited to _______________  f) "Student" means a Member that purchases the Services of a Teacher through our Platform.  g) "Teacher" means a Member that provides Services through our Platform.  

h) "Teacher Services" means all services delivered by Teachers as described in the Terms  and conditions as well as Privacy Policy of this App.  

2. THE APPLICATION 

Chalk - FZCO (hereinafter: Application) is a piece of software created to The application  is created in order to provide online tutorial services to clients. We provide Members with  access to and use of the Chalk - FZCO Platform, which is an online venue where:  

a) Members can upload, submit, store, send and receive content related to educational  learning; 

b) Members can connect with, choose, and engage each other for the purposes of language  learning and instant language practice;  

c) Students can connect with, choose, and engage Teachers directly for Teacher Services; 

d) Teachers can advertise their capabilities, respond to inquiries, connect with and engage  Students to provide them with their Teacher Services (collectively, "Connection Services"). 

e) For the avoidance of doubt, in providing the Connection Services, Chalk - FZCO only  provides the venue for Members, including Students and Teachers to find and contract with  each other, and Chalk - FZCO does not take part in direct interactions between Members. 

f) Through this Platform, the Teachers may provide certain services such as educational  training, teaching services through Platform.

g) Any Teacher who becomes part to our Platform, agrees to abide by the Terms and  conditions, User agreement and privacy policy of the Platform.  

h) All Members using the Platform agree and hereby acknowledge that Services are solely  provided by the Teachers and are not provided by the Platform itself.  

i) The Platform's responsibility with respect to provision of Services is solely limited to  facilitate the availability of the Platform.  

j) Furthermore, the Platform is also available for the Students who will hire the Teachers  through our Platform. The entire terms and conditions, user agreement and privacy policy  of the Platform shall also be applicable on the Student, as applicable for the Teacher.  

3. RELATIONSHIP 

a) The Platform is an online business Platform, where the registered users including the  Students and the Teachers (“Members”), use the Platform for providing and availing  Services to each other. It is to be noted that the Platform is not a direct party to the  Agreements made between the Members, rather it is a medium of connecting the Members  with each other. The Platform does not directly control the way Services will be provided  by the Teacher or availed by the Student. Furthermore, the Platform disclaims all liability  in this regard to the maximum extent permitted by law. If the Teacher indicates to provide  Services on the Platform, thereby, the Teachers agrees to abide by all the terms and  conditions and User Agreement of this App. The Teacher further agrees that the  relationship of the Teacher and the Platform is of an independent Consultant and not of an  employee, partner, or Joint Venture of the Platform. As a Member you settle not to do  anything to generate a fabricated impression that you are sanctioned by, associating with,  or performing on behalf of the Platform.

4. SCOPE OF APPLICATION’S USAGE  

a) You are given a non-transferable, non-exclusive, non-sub licensable right to install and use  the Application on any device that You (End-User) own or control and as permitted by the  Usage Rules set forth in this section and the App Store Terms of Service.  

b) This right to use the App will also govern any updates of the Application provided by the  Platform that replace, repair, and/or supplement the first Application.  

c) You may not copy (excluding when expressly authorized by this Platform and the Usage  Rules) or alter the Application or portions thereof. You may create and store copies only  on devices that You own or control for backup keeping under the terms of this Application,  the App Store Terms of Service, and any other terms and conditions that apply to the device  or software used. You may not remove any intellectual property notices. You acknowledge  that no unauthorized third parties may gain access to these copies at any time.  

d) Violations of the obligations mentioned above, as well as the attempt of such infringement,  may be subject to prosecution and damages.  

e) The Platform reserves the right to modify the terms and conditions of Application. 

f) Nothing in this right should be interpreted to restrict third-party terms. When using the Application, you must ensure that You comply with applicable third-party terms and  conditions.  

5. OBLIGATIONS OF TEACHER 

The Teacher undertakes to:  

a) As agreed by the Parties to provide services to the student in accordance with the terms of  this Agreement. 

b) Use confidential information about the Student only for the learning process, not to transfer  or show it to third parties.  

c) Timely provide the student with the necessary teaching materials.  

d) Give oral and written advice to the student on his additional issues.

e) It is agreed by the Teacher that he shall provide the services in a quiet and peaceful  environment so that there is no distraction for the students.  

f) In case the Teacher is unable to provide the services under this Agreement, they shall  promptly notify the Platform about the circumstances going on.  

g) The Teacher shall complete the entire course that has been undertaken by them.  h) The Teacher should maintain good etiquettes and professional conduct with the students.  

i) After the termination of the Contract, the Teacher shall not disclose or use any of the  Platform’s data for their personal use or benefit.  

j) Teacher acknowledges and agrees to schedule the timeline of classes with the Student. The  classes shall be provided via face to face communication i.e. video tutorials.  k) It is further acknowledged by the Teacher and the Student that all the classes shall be  monitored and recorded by the Platform for the purpose of quality assurance.  

6) COMPENSATION  

a) In consideration of Teacher’s provision of the Services in accordance with the provisions of this Agreement, the Platform shall pay service fee (the “Service Fee”) to the Teacher on commission basis, at the rate of ____% per hour.  

b) If the Teacher is unable to provide services for any reason, he/she shall not be entitled to  receive any Service Fee and any other fees in respect of the period of inability or unavailability. 

c) The Service Fee of the current month shall be paid to the Teacher on every Sunday,  however tutors must accrue a minimum of AED 400 to get their disbursement for the  week. The Service Fee will be transferred via payment gateway, and will sit in Platform’s  account, which will be sent weekly to designated Bank Account/PayPal Account of the  Teacher. 

d) Notwithstanding the foregoing, in the case of any inaccuracy in or breach or  nonperformance of any of the representations, warranties, covenants or agreements made  by the Teacher hereunder, the Platform is entitled to postpone or reject the payment of  Service Fee without any compensation or liability to the Teacher until the Teacher  rectifies such inaccuracies, breaches and/or non-performances. 

7) TECHNICAL REQUIREMENTS 

a) The platform attempts to keep the Application updated so that it complies with  modified/new versions of the firmware and new hardware. You are not granted rights to  claim such an update.  

b) You acknowledge that it is Your responsibility to confirm and determine that the app  enduser device on which You intend to use the Application satisfies the technical  specifications mentioned above.  

c) The Platform reserves the right to modify the technical specifications as it sees appropriate  at any time.  

7) TERM AND TERMINATION 

a) These Terms of Use shall remain in full force and effect while you use the App. Without  limiting any other provision of these terms of use, we reserve the right to, in our sole  discretion and without notice or liability, deny access to and use of the App (including  blocking certain IP addresses), to any person for any reason or for no reason, including  without limitation for breach of any representation, warranty, or covenant contained in  these terms of use or of any applicable law or regulation. We may terminate your use or  participation in the App or delete your account and any content or information that you  posted at any time, without warning, in our sole discretion or if the ratings of the Members  start falling down immensely, we may also terminate your right to access the Account.  

b) If we terminate or suspend your account for any reason, you are prohibited from registering  and creating a new account under your name, a fake or borrowed name, or the name any  third party, even if you may be acting on behalf of the third party. In addition to terminating or suspending your account, we reserve the right to take appropriate legal action, including without limitation pursuing civil, criminal, and injunctive redress. 

8) MAINTENANCE AND SUPPORT 

a) The Platform is solely responsible for providing any maintenance and support services for  this Application. You can reach the Platform managers at the email address listed in the  App Store Overview for this Application.  

9) USE OF DATA 

You acknowledge that the Platform will be able to access and adjust Your Downloaded  Application content and Your personal information, and that Platform’s use of such material and information is subject to Your legal agreements with the Platform and Platform's privacy policy.

10) USER GENERATED CONTRIBUTIONS 

The Application may invite you to chat, contribute to, or participate in blogs, message  boards, online forums, and other functionality, and may provide you with the opportunity  to create, submit, post, display, transmit, perform, publish, distribute, or broadcast content  and materials to us or in the Application, including but not limited to text, writings, video,audio, photographs, graphics, comments, suggestions, or personal information or other  material (collectively, "Contributions"). Contributions may be viewable by other users of  the Application and through third-party websites or applications. As such, any  Contributions you transmit may be treated as non-confidential and non-proprietary. When  you create or make available any Contributions, you thereby represent and warrant that:  

a) The creation, distribution, transmission, public display, or performance, and the accessing,  downloading, or copying of your Contributions do not and will not infringe the proprietary rights, including but not limited to the copyright, patent, trademark, trade secret, or moral  rights of any third party.  

b) You are the creator and owner of or have the necessary licenses, rights, consents, releases,  and permissions to use and to authorize us, the Application, and other users of the  Application to use your Contributions in any manner contemplated by the Application and  these Terms of Use.  

c) You have the written consent, release, and/or permission of each and every identifiable  individual person in your Contributions to use the name or likeness or each and every such  identifiable individual person to enable inclusion and use of your Contributions in any  manner contemplated by the Application and these Terms of Use.  

d) Your Contributions are not false, inaccurate, or misleading.  

e) Your Contributions are not unsolicited or unauthorized advertising, promotional materials,  pyramid schemes, chain letters, spam, mass mailings, or other forms of solicitation.  f) Your Contributions are not obscene, lewd, lascivious, filthy, violent, harassing, libelous,  slanderous, or otherwise objectionable (as determined by us).  

g) Your Contributions do not ridicule, mock, disparage, intimidate, or abuse anyone.  h) Your Contributions are not used to harass or threaten (in the legal sense of those terms) any  other person and to promote violence against a specific person or class of people.  i) Your Contributions do not violate any applicable law, regulation, or rule.  j) Your Contributions do not violate the privacy or publicity rights of any third party.  k) Your Contributions do not contain any material that solicits personal information from  anyone under the age of 18 or exploits people under the age of 18 in a sexual or violent  manner.  

l) Your Contributions do not violate any applicable law concerning child pornography, or  otherwise intended to protect the health or well-being of minors.  

m) Your Contributions do not include any offensive comments that are connected to race,  national origin, gender, sexual preference, or physical handicap.  

n) Your Contributions do not otherwise violate, or link to material that violates, any provision  of these Terms of Use, or any applicable law or regulation.

o) Any use of the Application in violation of the foregoing violates these Terms of Use and  may result in, among other things, termination or suspension of your rights to use the  Application.

11) LIABILITY 

a) The Platform takes no accountability or responsibility for any damages caused due to a  breach of duties according to terms of this Agreement. To avoid data loss, You are required  to make use of backup functions of the Application to the extent allowed by applicable  third-party terms and conditions of use. You are aware that in case of alterations or  manipulations of the Application, You will not have access to the Application.  

12) WARRANTY 

a) The Platform warrants that the Application is free of spyware, trojan horses, viruses, or any  other malware at the time of Your download. Platform warrants that the Application works  as described in the user documentation.  

b) No warranty is provided for the Application that is not executable on the device, that has been unauthorized modified, handled inappropriately or culpably, combined or installed  with inappropriate hardware or software, used with inappropriate accessories, regardless if  by Yourself or by third parties, or if there are any other reasons outside of Chalk - FZCO's  sphere of influence that affect the executability of the Application.  

c) You are required to inspect the Application immediately after installing it and notify Chalk  - FZCO about issues discovered without delay by e-mail. The defect report will be taken  into consideration and further investigated if it has been mailed within a period of two (2)  days after discovery.  

d) If we confirm that the Application is defective, Chalk - FZCO reserves a choice to remedy  the situation either by means of solving the defect or substitute delivery.

13) PRODUCT CLAIMS 

Chalk - FZCO and the End-User acknowledge that Chalk - FZCO, and not the Appstore,  is responsible for addressing any claims of the End-User or any third party relating to the  Application or the End-User’s possession and/or use of that Application, including, but not  limited to:  

a) product liability claims;  

b) any claim that the Application fails to conform to any applicable legal or regulatory  requirement; and  

c) claims arising under consumer protection, privacy, or similar legislation.  

14) TERMINATION 

a) The Agreement is valid until terminated by Chalk - FZCO or by You. Your rights under this  Agreement will terminate automatically and without notice from Chalk - FZCO if You fail  to adhere to any term(s) of this Agreement. Upon Agreement termination, You shall stop  all use of the Application, and destroy all copies, full or partial, of the Application.

15) INTELLECTUAL PROPERTY RIGHTS

a) Chalk - FZCO and the End-User acknowledge that, in the event of any third-party claim that  the Application or the End-User's possession and use of the Application infringes on the  third party's intellectual property rights, Chalk - FZCO, and not Appstore’s, will be solely  responsible for the investigation, defense, settlement and discharge or any such intellectual  property infringement claims.  

16) APPLICABLE LAW 

This license agreement is governed by the laws of the United Arab Emirates excluding its conflicts  of law rules.


17) DISPUTE RESOLUTION 

a) Informal Negotiations 

To expedite resolution and control the cost of any dispute, controversy, or claim related to  these Terms of Use (each a "Dispute" and collectively, the “Disputes”) brought by either  you or us (individually, a “Party” and collectively, the “Parties”), the Parties agree to first  attempt to negotiate any Dispute (except those Disputes expressly provided below)  informally for at least thirty (30) days before initiating arbitration. Such informal  negotiations commence upon written notice from one Party to the other Party.  

b) Binding Arbitration  

Any dispute arising out of the formation, performance, interpretation, nullification,  termination or invalidation of this contract or arising therefrom or related thereto in any  manner whatsoever, shall be settled by arbitration in accordance with the provisions set  forth under the Rules of Commercial Conciliation and Arbitration (“the Rules”) of the  Dubai Chamber of Commerce & Industry, by one or more arbitrators appointed in  compliance with the Rules.”

18) INDEMNIFICATION 

You agree to defend, indemnify, and hold us harmless, including our subsidiaries, affiliates,  and all of our respective officers, agents, partners, and employees, from and against any loss,  damage, liability, claim, or demand, including reasonable attorneys’ fees and expenses, made  by any third party due to or arising out of: a) Use of the App;  

b) Breach of these Terms of Use;  

c) Any breach of your representations and warranties set forth in these Terms of Use;  d) Your violation of the rights of a third party, including but not limited to intellectual property  rights; or

e) Any overt harmful act toward any other user of the App with whom you connected via the  App. Notwithstanding the foregoing, we reserve the right, at your expense, to assume the  exclusive defense and control of any matter for which you are required to indemnify us,  and you agree to cooperate, at your expense, with our defense of such claims. We will use  reasonable efforts to notify you of any such claim, action, or proceeding which is subject  to this indemnification upon becoming aware of it. 

19) MISCELLANEOUS 

a) If any of the terms of this agreement should be or become invalid, the validity of the  remaining provisions shall not be affected. Invalid terms will be replaced by valid ones  formulated in a way that will achieve the primary purpose.  

b) Collateral agreements, changes and amendments are only valid if laid down in writing. The  preceding clause can only be waived in writing. 

20) CONTACT INFORMATION  

For general inquiries, complaints, questions or claims concerning the Application, please  contact:  

 Email: info@chalkapps.ae  

Address: Chalk - FZCO United Arab Emirates 

 Phone Number: + 971502856666