Tutorac terms

Representations and Warranties of Licensee

This Agreement sets forth the terms and conditions under which the Tutor agrees to use the Website. The Website may provide some or all of the following features: finding Learners, quoting tutoring jobs, logging tutoring jobs, presenting live or recorded audio and/or video capability for live or recorded teaching, accepting payments through charge accounts, a payment structure, reimbursement processing, and other Products and Services that provide a robust platform for Tutors and Learners.

The Tutor represents and warrants that the Tutor is and will be throughout the term of this Agreement, a skilled and knowledgeable teacher in the subjects and topics for which the Tutor will supply quotes to obtain teaching work. The Tutor further agrees, represents, and warrants as follows:

• (a) Tutor shall only offer Products and Services in the information technology field for which the Tutor is skilled, knowledgeable, and trained;
• (b) Tutor owns, has access to, or shall obtain such software, equipment, hardware, and other devices that will allow the Tutor to properly provide the Products and Services for which the Tutor provides quotes;
• (c) Tutor has the necessary licenses, credentials, and/or certifications that allow the teacher to offer the Products and Services through the Website without violating any legal requirements of any state, territory, country, government, or company;
• (d) Tutor shall, with respect to Learners it finds through the Website, not use any other methods to accept payments, log jobs, quote jobs, or handle billing and reimbursement except through the Website;
• (e) Tutor shall not use the Website to place quotes or contact potential Learners for the purpose of bypassing Tutorac and the fees to which Tutorac is entitled under the terms of this Agreement; and
• (f) Tutorac agrees to follow all procedures required of Tutorac to quote, price, and sell the Products and perform the Services for Learners sourced through the Website.

Payment Terms; Dormancy Policy; and Cancellation Policy

Tutorac currently does not charge Tutor a license or usage fee. Tutorac takes a commission from the fees paid by the Learners for the Products and Services offered by the Tutor and charged to the Learners. Payment to the Tutors is calculated on a milestone basis of completed Products and Services.

The Learner will pay a 3% processing fees (including applicable taxes) for any transaction. Learner will have their own agreement and will be required to agree to the 3% processing fees (including applicable taxes) that will be charged for any transaction. The processing fees may vary per the processing platform that is being used.

The Tutor pays 2% withdrawal charges while withdrawing the amount from their wallet to their bank account. Tutor understands and agrees to the 2% withdrawal fee that will be charged when the Tutor withdraws the amount from their wallet to their bank account. The withdrawal charges may vary per the processing platform that is being used.

How Learners Pay and Tutors Get Paid.

Learners make their payments through Stripe, Razorpay, or other payment processor chosen by Tutorac, by depositing the amount in the Tutorac Holding Account.

Once the milestone is completed and the Learner accepts to release the amount to the Tutor the amount less fees will be released to the Tutor. If not released by Learner within 48 hours, the system releases the amount automatically less fees and applicable taxes payable to Tutorac. Payments get effected in the Tutor Wallet Balance with an option of Withdrawal with the help of Stripe, Razorpay, or other payment processor chosen by Tutorac. Payment requests once done are irrevocable. Learner and/or Tutor agree they cannot raise any dispute once the milestone is over and the amount has been released.

Holding Account

Tutorac offers Holding Account services but does not assure payment to Tutors (service providers) beyond the scope of funds already received from Learners (service takers). Payment to Tutors is contingent upon the following conditions: (a) receipt of funds from the Learner to Tutorac, (b) explicit instruction from the Learner to release these funds or automatic release of such funds if the learner takes no action within 48 hours following the completion of a milestone. Tutorac does not guarantee the Learner's willingness or ability to pay. Both Learners and Tutors, acknowledge that these Holding Account services are designed for professional use and agree to utilize them solely for such objectives, not for consumer, personal, family, or household pursuits.

Dormant and Cancellation Policies

• We Strive for Your Satisfaction: We want you to be satisfied with each purchase of our Products/Services, and we always strive hard to meet this goal. At Tutorac, we understand that there may be times when you may wish to cancel your purchase, and we want to make sure that we offer a reasonable option.
• Cancellations: While we would like to have as generous a cancellation and return policy as possible, the Tutors put a reasonable set of time, effort, and expense into the making of the Products/Services you see listed on our Website, and on the other side, the Learners have a reasonable set of expectations from the Tutors while they register for any Products/Services. Thus we are only able to permit cancellations and refunds in limited circumstances. Our cancellation policies are as follows:
  • Dormant Policy:
    • Tutor goes Dormant: If a Tutor is inactive for three consecutive classes, the Learner has an option to cancel the batch. The Student Cancellation policies apply in such cases and depending upon the milestone completion progress, the Cancellation will be executed. In a situation where the milestone completion progress is zero, the Learner is entitled to a 100% refund of the fees paid.
    • Learner goes Dormant: In instances where a Learner remains inactive for three consecutive classes, particularly in one-on-one sessions, we may advise the Tutor to consider batch cancellation. Tutors are required to notify Learners of each missed class through both email and website notifications. Should the Tutor initiate cancellation due to Learner inactivity, our Tutor Cancellation Policies will apply.
      Notably, Tutors are entitled to full payment for classes where they were available for at least 30 minutes per session, regardless of the Learner’s participation or the course completion percentage. For payment purposes, such sessions will be treated as fully completed (e.g., 30-minute session availability for a 90-minute class counts as a complete 90-minute session). Milestone progress will be adjusted accordingly. This policy is applicable only if a Learner is dormant for three consecutive classes.
    • Both Tutor and Learner Go Dormant: Tutorac will keep the batch open for 60 days, allowing time for either party to respond or take action. After three consecutive classes without engagement, a notice will be issued to both Tutor and Learner. They will have 7 days from the notice to undertake any form of action. If no action is taken after the notice period, Tutor Cancellation Policies will come into effect. Should there be no progress or action from either side after the notice period, the Learner will receive a 100% refund.
  • Cancellation Policy: Our cancellation policy is structured based on the percentage of milestone completion, determining the distribution of funds between the Learner and the Tutor.
    • Cancellation by Learner:
      • 1-10% Milestone Completion: Tutor receives 20% of the milestone amount; 80% is refunded to the Learner.
      • 11-30% Milestone Completion: Tutor receives 50% of the milestone amount; 50% is refunded to the Learner.
      • Above 30% Milestone Completion: Tutor receives 100% of the milestone amount; no refund for the Learner.
    • Cancellation by Tutor:
      • 1-10% Milestone Completion: Tutor receives 0% of the milestone amount; 100% is refunded to the Learner.
      • 11-30% Milestone Completion: Tutor receives 10% of the milestone amount; 90% is refunded to the Learner.
      • 31-50% Milestone Completion: Tutor receives 30% of the milestone amount; 70% is refunded to the Learner.
      • 51-75% Milestone Completion: Tutor receives 50% of the milestone amount; 50% is refunded to the Learner.
      • 76-99% Milestone Completion: Tutor receives 75% of the milestone amount; 25% is refunded to the Learner.

The Tutor hereby authorizes us to electronically debit and, if necessary, electronically credit the Tutor’s designated bank account for such amounts pursuant to the Terms of Service and/or this Agreement, and Tutor agrees to comply with the rules issued by the National Automated Clearing House (“NACHA”) and all applicable laws, including, but not limited to, the federal Bank Secrecy Act, the U.S.A. Patriot Act, and economic sanctions overseen by the Office of Foreign Assets Control (OFAC). The Tutor’s authorization for any transfers contained in this section will remain in full force and effect until the Tutor notifies us that the Tutor wishes to revoke such authorization by removing the Tutor’s bank account information from their Website profile or by contacting Tutorac’s Customer Support through an authorized written statement. The Tutor understands that Tutorac requires at least three (3) business days’ prior notice in order to cancel Tutor’s authorization for any transfers contained in this Section.

The Tutor agrees to notify Tutorac of any change in the Tutor’s designated bank account’s information at least five (5) business days before any such change by updating the Tutor’s bank account information in their Website profile or by contacting Tutorac’s Customer Support through an authorized written statement. If Tutorac does not receive notice at least five (5) days before any such change, Tutorac may attempt, in its sole discretion, to implement such change prior to any transaction performed pursuant to the Tutor’s authorization provided in this Section; however, Tutorac assumes no responsibility for the Tutor’s failure to do so.

Tutor’s may view a history of their account transactions by logging in to the Website. The Tutor understands and agrees they are solely responsible for promptly reconciling their account transaction history with the transaction records for their bank account. The Tutor understands and agrees to notify Tutorac of any errors or discrepancies in their account transaction history (each, an “Error”) within 30 calendar days of such occurrence of the transaction. If you do not notify us of an Error within thirty (30) calendar days of such occurrence of the transaction, the Tutor agrees they shall forfeit the right to contest the Error, except to the extent such forfeiture is prohibited by applicable law or the Tutor’s late request is considered in Tutorac’s sole and absolute discretion. Subject to the foregoing notice requirement: (a) if and to the extent an Error is caused by Tutorac, Tutorac will correct the Error if Tutorac is notified in writing within the timeline, after which Tutorac will correct the Error per the applicable rules and at our sole discretion, and (b) if an Error is caused by the Tutor, Tutorac may, but is under no obligation to, attempt to correct the Error and will offset any costs Tutorac incurs from any funds available within the Tutor’s wallet, as applicable.

Software, License and Ownership

• License Grant: Subject to the terms of this Agreement and the Terms of Use, Tutorac hereby grants the Tutor a, limited, revocable, non-exclusive, non-sublicensable, non-transferable, non-assignable, license to use the Website during the term set forth in this Agreement and subject to any additional terms set forth therein.
• Restrictions: The Tutor shall not (and shall not allow any third party to) (i) decompile, disassemble, dissect, replicate, make any changes to the software code, or otherwise reverse engineer the software or attempt to discover any source code or underlying ideas or algorithms of the software, (ii) remove any product identification, copyright or other notices embedded within the software, (iii) modify or create a derivative work of the software (iv) relicense, sublicense, distribute, broadcast, reproduce, reformat, sell, promote, provide, lease or lend the software to any third party, (v) copy the software or any portion thereof except as provided herein, or (vi) disclose any performance information or analysis from any source relating to the software.
• Ownership: As between the parties, Tutorac shall retain all rights, title and interest in and to the software (and the Website) including all modifications, derivative works or improvements, and all related intellectual property rights.
• Embedded Software: The Tutor acknowledges that third party software may be embedded or otherwise delivered with the Website. The Tutor may only use such third party software as integrated with and part of the Website. The licensors of the third party software are intended beneficiaries of this Agreement, as it pertains to the Tutor’s rights to use such software.
• Intellectual Property Rights: Tutorac represents and warrants to the Tutor that it has the unencumbered right to grant the license granted herein and that there is no claim relating to the software (or the Website) based on actual or alleged violation of the intellectual property rights of any other person pending or threatened against Tutorac.

Process of Providing Products and Services; and Non-Circumvention

Pursuant to this Agreement and the communications between the parties, the Tutor may learn from Tutorac certain contact information such as the names of the Learners and may be able to determine their contact information, which the Tutor acknowledges is also Confidential Information of Tutorac which shall not be disclosed in any manner to third parties or used by the Tutor to circumvent the terms of this Agreement.

Tutor agrees not to circumvent Tutorac directly or indirectly, to avoid payment of any fees or compensation to which Tutorac would be entitled. The Tutor agrees that Tutor shall not directly communicate with any of Tutorac’s Learners except through the Website. Tutor agrees that Tutor shall not do business with any of the Learners except through the Website unless and until approved by Tutorac in writing and setting forth the compensation to which Tutorac agrees. For any communications or dealings outside Tutorac platform, the Tutor understands and agrees that Tutorac may not take any responsibility or give any kind of support.

The Tutor agrees to use the forms, pricing, and presentation system provided by the Website for use with Learners. The Tutor represents, warrants, and agrees that the Learner is the customer of Tutorac and not the customer of the Tutor and the indemnity provisions of Section 10 of this Agreement apply to all claims, including claims made by such Learners.

Maintenance and Support

In consideration for fees that Tutorac receives, Tutorac will provide support and maintenance services for the Website as and when needed in Tutorac’s sole discretion.

Confidentiality

• Confidential Information: The parties agree that (i) the Website, pricing, discounts and other terms offered to the Tutor, including, without limitation, the material terms of this Agreement, any functional limitations of, or errors in, the Website, are the confidential property of Tutorac, and (ii) any other confidential business, technical, financial or other information disclosed by Tutorac to the Tutor pursuant to this Agreement is the confidential information of Tutorac (collectively, “Confidential Information”). Except as expressly allowed in this Section or elsewhere herein, Tutor shall hold in confidence and shall not use or disclose to any third party any Confidential Information of Tutorac. The restrictions of this Section shall apply for the greater of (i) forever unless a shorter period time is dictated by any applicable law, statute or regulation in which case such shorter period of time shall apply, or (iii) for any Confidential Information that constitutes a trade secret, as long as such Confidential Information remains a trade secret under applicable law.
• Permitted Disclosure: A party shall not be obligated under this Section with respect to information that it can document if it: (i) is or has become readily publicly available without restriction through no fault of such party or its personnel, (ii) is received, without restriction, from a third party lawfully in possession of such information and lawfully empowered to disclose such information, (iii) was rightfully in such party’s possession without restriction prior to its disclosure by the other party, or (iv) was independently developed without use of the Confidential Information.

Warranty; Disclaimer

THIS WEBSITE IS PROVIDED "AS-IS," AND WITHOUT WARRANTY OF ANY KIND. ANY USE OF THE WEBSITE IS AT YOUR OWN RISK. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, TUTORAC DISCLAIMS ALL WARRANTIES AND CONDITIONS, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO, IMPLIED WARRANTIES AND CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT WITH RESPECT TO THE SOFTWARE. TUTORAC DOES NOT WARRANT THAT THE WEBSITE IS ERROR FREE. TUTORAC DISCLAIMS ALL WARRANTIES RELATING TO THE WEBSITE, SUPPORT SERVICES OR OTHERWISE REGARDING THIS AGREEMENT, WHETHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. IN NO EVENT SHALL TUTORAC BE LIABLE TO THE TUTOR OR ANY THIRD PARTY FOR ANY SPECIAL, INCIDENTAL, INDIRECT, OR CONSEQUENTIAL DAMAGES INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF BUSINESS PROFITS, BUSINESS INTERRUPTION, LOSS OF BUSINESS INFORMATION, (OR ANY OTHER PECUNIARY LOSS) ARISING OUT OF THE USE OF THE WEBSITE.

Limitation of Liabilities

EXCEPT FOR A BREACH OF SECTIONS 1, 3, OR 6, IN NO EVENT SHALL EITHER PARTY BE LIABLE WITH RESPECT TO ANY SUBJECT MATTER OF THIS AGREEMENT, UNDER ANY LEGAL OR EQUITABLE THEORY, FOR ANY CONSEQUENTIAL, EXEMPLARY, PUNITIVE, INCIDENTAL, INDIRECT, OR SPECIAL DAMAGES, OR FOR ANY LOSS OF PROFITS OR LOSS OF GOODWILL OR LOST DATA, WHETHER OR NOT THE PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES OR COSTS. NOTWITHSTANDING ANYTHING TO THE CONTRARY AND WITH THE EXCEPTION OF TUTORAC’S EXPRESS INDEMNITY OBLIGATIONS UNDER THIS AGREEMENT, TUTORAC’S AGGREGATE LIABILITY TO THE TUTOR UNDER THIS AGREEMENT OR THE TERMS OF USE FOR ANY LOSS OR DAMAGE SHALL NOT EXCEED THE FEES TUTORAC RECEIVED FOR THE TUTOR’S PRODUCTS AND SERVICES DURING THE SIX (6) MONTH PERIOD PRIOR TO THE DATE THE TUTOR NOTIFIED TUTORAC OF THE CLAIM.

The foregoing limitations, exclusions and disclaimers set forth in sections 7 and 8 shall apply, regardless of whether the claim for such damages is based in contract, warranty, strict liability, negligence, and tort or otherwise. Insofar as applicable law prohibits any limitation herein, the parties agree that such limitation will be automatically modified, but only to the extent so as to make the limitation permitted to the fullest extent possible under such law. The parties agree that the limitations on liabilities set forth herein are agreed allocations of risk constituting in part the consideration Tutorac receives from Tutor’s Products and Services as consideration for the license to use the Website, and such limitations will apply notwithstanding the failure of essential purpose of any limited remedy and even if a party has been advised of the possibility of such liabilities.

Term and Termination

• Term: This Agreement shall commence on the Effective Date and shall remain in full force and effect until terminated as set forth below.
• Termination: This Agreement may be terminated by Tutorac for any reason or no reason, in Tutorac’s sole and absolute discretion. This Agreement may be terminated by the Tutor by giving Tutorac not less than seventy-two (72) hours’ notice via email, provided there is no severe impact on Tutorac or Learners, with an exclusive approval authority with Tutorac of such termination.
• Effect of Termination Upon any termination hereof, (i) all rights and licenses granted to the Tutor shall immediately terminate and Licensee shall immediately cease use of the Website, and (ii) any rights to payment and any right of action for breach of the Agreement prior to termination shall survive termination.

Indemnification

• The Tutor shall defend or settle at its expense any suit or claim brought against Tutorac, and each of its directors, officers, agents, employees and sublicensees to the fullest extent permitted by law, arising out of or in connection with or related to the (i) use of the Website in combination with any other hardware or software supplied by any third person or entity other than Tutorac; (ii) any alteration or modification of the Website not provided or authorized by Tutorac; or (iii) use of the Website in a way not intended by Tutorac, if such infringement would not have occurred but for such combination, alteration, modification or unintended or unauthorized use of the Website.
• Tutorac shall (i) promptly notify the Tutor in writing of any such actual or threatened loss, suit, claim, liability, expense or proceeding, (ii) allow the Tutor, at its own expense, to direct the defense of such suit, claim or proceeding, (iii) give the Tutor all information and assistance reasonably necessary to defend such suit, claim or proceeding, and (iv) not enter into any settlement of any such suit, claim or proceeding without Tutor’s written consent, which shall not be unreasonably withheld or delayed.

Independent Contractor Relationship; No Publicity

The parties are independent contractors. Neither party will have any rights, power or authority to act or create an obligation, express or implied, on behalf of another party except as specified in this Agreement. Tutor agrees that Tutor shall not use Tutorac’s name (except internal use only), trademark, logos, or trade name without the prior written consent of Tutorac and shall not issue any press releases or other form of publicity regarding Tutorac without Tutorac’s prior written consent.

The parties hereto expressly understand and agree that each party is an independent contractor in the performance of each and every part of this Agreement, is solely responsible for all of its employees and agents and its labor costs and expenses arising in connection therewith. Neither party nor its agents or employees are the representatives of the other party for any purpose and neither party has the power or authority as agent, employee or any other capacity to represent, act for, bind or otherwise create or assume any obligation on behalf of the other party for any purpose whatsoever. Each Tutor represents and agrees that they alone are responsible for obtaining any liability, health, workers’ compensation, disability, unemployment, or other insurance needed or required by law, and that the same is not covered by or eligible for any insurance from Tutorac.

Tutorac does not set the Tutor’s work hours, work schedules, or location. Tutorac will not provide the Tutor with training or any equipment, tools, labor, or materials needed to complete their assignments. Tutorac does not provide the premises at which the Tutor or Learner will execute or present the sessions. If there is a dispute between Tutor and Learner, that dispute is solely between them.

In the event of an audit of Tutorac or if required by law, Tutor agrees to promptly cooperate with Tutorac and provide copies of tax returns and other documents as may be reasonably requested for purposes of such audit or legal requirements, including but not limited to records showing Tutor is engaging in an independent business as represented to Tutorac.

General Provisions

• Dispute Resolution. The parties agree that the terms contained in the Terms of Use concerning Governing Law, Arbitration, No Class Actions; and Timely filing of Claims shall control regarding a dispute between Tutorac and a Tutor or Learner. The Tutor and Learner understand and agree that Tutorac will not be responsible or liable with respect to disputes between (i) Tutors and other Tutors; (ii) Tutors and Learners; or Learners and other Learners; however, the Tutorac support team will intervene in case a dispute has been raised on the platform and intimated in writing to Tutorac by any Tutor or Learner, after which the decision taken by the Tutorac team will be final and binding to both the Tutor and Learner. Neither Tutorac nor its affiliates is an employer of or joint employer or integrated or single enterprise with any Tutor or Learner.
• Assignment: Neither this Agreement nor any rights, licenses or obligations hereunder, may be assigned by the Tutor, by operation of law or otherwise, without the prior written consent of Tutorac. Tutorac may assign this Agreement in whole or in part in its sole discretion. Any attempted assignment in violation of this Agreement shall be void and without effect. Subject to the foregoing, this Agreement will benefit and bind the parties’ successors and assigns.
• Entire Agreement: This Agreement contains the entire understanding of the parties with respect to the matters contained herein and supersedes all prior agreements or discussions between the parties with respect to the matters contained herein.
• Severability: The invalidity or unenforceability of any provision of this Agreement shall not affect any other provision of this Agreement, and the remaining provisions shall continue with the same effect as if such unenforceable or invalid provision had not been included in this Agreement.
• Modification and Waiver: Except as otherwise expressly provided herein, any provision of this Agreement may be amended and the observance of any provision of this Agreement may be waived (either generally or any particular instance and either retroactively or prospectively) only with the signed written consent of the party against whom such modification or waiver will be enforced.
• Force Majeure:Neither party shall be liable to the other for any delay or failure to perform any obligation under this Agreement if the delay or failure is due to unforeseen events, which occur after the signing of this Agreement and which are beyond the reasonable control of the parties including but not limited to strikes, blockade, war, revolutions or riots, natural disasters, pandemics, governmental shutdowns or imposed lock downs, refusal of license by the government or other governmental agencies or other stipulations or restrictions by the authorities, insofar as such an event prevents or delays the affected party from fulfilling its obligations and such party is not able to prevent or remove the force majeure at reasonable costs.
• Counterparts:This Agreement may be executed electronically.
• Notices:Any notice required or permitted to be given by either party under this Agreement shall be done via email to the other party. The email contact for Tutorac shall be legal@tutorac.com.

IN WITNESS WHEREOF, the Tutor has executed this Agreement as of the date set forth below, which shall be the effective date, without the need for Tutorac Inc. to sign, as long as the Tutor has made no changes to this Agreement.

Representations and Warranties of Learner

This Agreement sets forth the terms and conditions under which the Learner agrees to use the Website. The Website may provide some or all of the following features: finding Tutors, receiving quotes from Tutors on various courses or videos, live or recorded audio and/or video presentations for live or recorded teaching, accepting payments through charge accounts, a payment structure, reimbursement processing, and other Products and Services that provide a robust platform for Tutors and Learners.

The Learner represents and warrants that the Learner is and will be, throughout the term of this Agreement, interested in using the Website to see what Products and Services are available to purchase for learning purposes. The Learner further agrees, represents, and warrants as follows:

• (a) Learner owns, has access to, or shall obtain such software, equipment, hardware, and other devices that will allow the Learner to hear and view the Products and Services for which a Tutor provides quotes;
• (b) Learner’s use of the Website, and purchase of any Products or Services, will not violate any legal requirements of any state, territory, country, government, or company;
• (c) Learner shall, with respect to Tutors it finds through the Website, not use any other methods to make payments, and agrees to only make payments through the Website;
• (d) Learner shall not use the Website to get quotes or contact Tutors for the purpose of bypassing Tutorac and the fees to which Tutorac is entitled under the terms of this Agreement; and
• (e) Learner agrees to follow all procedures required by Tutorac to receive quotes, prices, and purchase the Products and Services sourced through the Website.

Payment Terms; Dormancy Policy; and Cancellation Policy.

Tutorac currently does not charge Tutors a license or usage fee. Tutorac takes a commission from the fees paid by the Learners for the Products and Services offered by the Tutor and charged to the Learners. Payment to the Tutors is calculated on a milestone basis of completed Products and Services.

The Learner will pay a 3% processing fees (including applicable taxes) for any transaction. Learner will have their own agreement and will be required to agree to the 3% processing fees (including applicable taxes) that will be charged for any transaction. The processing fees may vary per the processing platform that is being used.

The Tutor pays 2% withdrawal charges while withdrawing the amount from their wallet to their bank account. Tutor understands and agrees to the 2% withdrawal fee that will be charged when the Tutor withdraws the amount from their wallet to their bank account. The withdrawal charges may vary per the processing platform that is being used.

Tutors will have their own agreement with Tutorac for the Products and Services they make available to Learners through the Website.

How Learners Pay and Tutors Get Paid.

Learners make their payments through Stripe, Razorpay, or another payments processor chosen by Tutorac, by depositing the amount in the Tutorac Holding Account (Holding Account).

Once the milestone is completed and the Learner accepts to release the amount to the Tutor the amount less fees will be released to the Tutor. If not released by Learner within 48 hours, the system releases the amount automatically less fees and applicable taxes payable to Tutorac. Payments get effected in the Tutor Wallet Balance with an option of Withdrawal - with the help of Stripe, Razorpay, or other payment processor Tutorac is using. Payment requests once done are irrevocable. Learner and/or Tutor agree they cannot raise any dispute once the milestone is over, and the amount has been released.

Holding Account

Tutorac offers Holding Account services but does not assure payment to Tutors (service providers) beyond the scope of funds already received from Learners (service takers). Payment to Tutors is contingent upon the following conditions: (a) receipt of funds from the Learner to Tutorac, (b) explicit instruction from the Learner to release these funds or automatic release of such funds if the Learner takes no action within 48 hours following the completion of a milestone. Tutorac does not guarantee the Learner's willingness or ability to pay. Both Learners and Tutors acknowledge that these Holding Account services are designed for professional use and agree to utilize them solely for such objectives, not for consumer, personal, family, or household pursuits.

Dormant and Cancellation Policies

• We Strive for Your Satisfaction: We want you to be satisfied with each purchase of our Products/Services, and we always strive hard to meet this goal. At Tutorac, we understand that there may be times when you may wish to cancel your purchase, and we want to make sure that we offer a reasonable option.
• Cancellations: While we would like to have as generous a cancellation and return policy as possible, the Tutors put a reasonable set of time, effort, and expense into the making of the Products/Services you see listed on our Website, and on the other side, the Learners have a reasonable set of expectations from the Tutors while they register for any Products/Services. Thus we are only able to permit cancellations and refunds in limited circumstances. Our cancellation policies are as follows:
  • Dormant Policy:
    • Tutor goes Dormant: If a Tutor is inactive for three consecutive classes, the Learner has an option to cancel the batch. The Student Cancellation policies apply in such cases and depending upon the milestone completion progress, the Cancellation will be executed. In a situation where the milestone completion progress is zero, the Learner is entitled to a 100% refund of the fees paid.
    • Learner goes Dormant: In instances where a Learner remains inactive for three consecutive classes, particularly in one-on-one sessions, we may advise the Tutor to consider batch cancellation. Tutors are required to notify Learners of each missed class through both email and website notifications. Should the Tutor initiate cancellation due to Learner inactivity, our Tutor Cancellation Policies will apply.
      Notably, Tutors are entitled to full payment for classes where they were available for at least 30 minutes per session, regardless of the Learner’s participation or the course completion percentage. For payment purposes, such sessions will be treated as fully completed (e.g., 30-minute session availability for a 90-minute class counts as a complete 90-minute session). Milestone progress will be adjusted accordingly. This policy is applicable only if a Learner is dormant for three consecutive classes.
    • Both Tutor and Learner Go Dormant: Tutorac will keep the batch open for 60 days, allowing time for either party to respond or take action. After three consecutive classes without engagement, a notice will be issued to both Tutor and Learner. They will have 7 days from the notice to undertake any form of action. If no action is taken after the notice period, Tutor Cancellation Policies will come into effect. Should there be no progress or action from either side after the notice period, the Learner will receive a 100% refund.
  • Cancellation Policy: Our cancellation policy is structured based on the percentage of milestone completion, determining the distribution of funds between the Learner and the Tutor.
    • Cancellation by Learner:
      • 1-10% Milestone Completion: Tutor receives 20% of the milestone amount; 80% is refunded to the Learner.
      • 11-30% Milestone Completion: Tutor receives 50% of the milestone amount; 50% is refunded to the Learner.
      • Above 30% Milestone Completion: Tutor receives 100% of the milestone amount; no refund for the Learner.
    • Cancellation by Tutor:
      • 1-10% Milestone Completion: Tutor receives 0% of the milestone amount; 100% is refunded to the Learner.
      • 11-30% Milestone Completion: Tutor receives 10% of the milestone amount; 90% is refunded to the Learner.
      • 31-50% Milestone Completion: Tutor receives 30% of the milestone amount; 70% is refunded to the Learner.
      • 51-75% Milestone Completion: Tutor receives 50% of the milestone amount; 50% is refunded to the Learner.
      • 76-99% Milestone Completion: Tutor receives 75% of the milestone amount; 25% is refunded to the Learner.

The Learner hereby authorizes us to electronically credit and, if necessary, electronically debit the Learner’s designated bank account for such amounts pursuant to the Terms of Service and/or this Agreement, and Learner agrees to comply with the rules issued by the National Automated Clearing House (“NACHA”) and all applicable laws, including, but not limited to, the federal Bank Secrecy Act, the U.S.A. Patriot Act, and economic sanctions overseen by the Office of Foreign Assets Control (OFAC). The Learner’s authorization for any transfers contained in this section will remain in full force and effect until the Learner notifies us that the Learner wishes to revoke such authorization by removing the Learner’s bank account information from their Website profile or by contacting Tutorac’s Customer Support through an authorized written statement. The Learner understands that Tutorac requires at least three (3) business days’ prior notice in order to cancel Learner’s authorization for any transfers contained in this Section.

The Learner agrees to notify Tutorac of any change in the Learner’s designated bank account’s information at least five (5) business days before any such change by updating the Learner’s bank account information in their Website profile or by contacting Tutorac’s Customer Support through an authorized written statement. If Tutorac does not receive notice at least five (5) days before any such change, Tutorac may attempt, in its sole discretion, to implement such change prior to any transaction performed pursuant to the Learner’s authorization provided in this Section; however, Tutorac assumes no responsibility for the Learner’s failure to do so.

Learner’s may view a history of their account transactions by logging in to the Website. The Learner understands and agrees they are solely responsible for promptly reconciling their account transaction history with the transaction records for their bank account. The Learner understands and agrees to notify Tutorac of any errors or discrepancies in their account transaction history (each, an “Error”) within 30 calendar days of such occurrence of the transaction. If Learner does not notify us of an Error within thirty (30) calendar days of such occurrence of the transaction, the Learner agrees they shall forfeit the right to contest the Error, except to the extent such forfeiture is prohibited by applicable law or the Learner’s late request is considered in Tutorac’s sole and absolute discretion. Subject to the foregoing notice requirement: (a) if and to the extent an Error is caused by Tutorac, Tutorac will correct the Error if Tutorac is notified in writing within the timeline, after which Tutorac will correct the Error per the applicable rules and at our sole discretion, and (b) if an Error is caused by the Learner, Tutorac may, but is under no obligation to, attempt to correct the Error and will offset any costs Tutorac incurs from any funds available within the Learner’s wallet, as applicable.

Software, License and Ownership

• License Grant: Subject to the terms of this Agreement and the Terms of Use, Tutorac hereby grants the Learner a, limited, revocable, non-exclusive, non-sublicensable, non-transferable, non-assignable, license to use the Website during the term set forth in this Agreement and subject to any additional terms set forth therein.
• Restrictions: The Learner shall not (and shall not allow any third party to) (i) decompile, disassemble, dissect, replicate, make any changes to the software code, or otherwise reverse engineer the software or attempt to discover any source code or underlying ideas or algorithms of the software, (ii) remove any product identification, copyright or other notices embedded within the software, (iii) modify or create a derivative work of the software (iv) relicense, sublicense, distribute, broadcast, reproduce, reformat, sell, promote, provide, lease or lend the software to any third party, (v) copy the software or any portion thereof except as provided herein, or (vi) disclose any performance information or analysis from any source relating to the software.
• Ownership: As between the parties, Tutorac shall retain all rights, title and interest in and to the software (and the Website) including all modifications, derivative works or improvements, and all related intellectual property rights.
• Embedded Software: The Learner acknowledges that third party software may be embedded or otherwise delivered with the Website. The Learner may only use such third party software as integrated with and part of the Website. The licensors of the third party software are intended beneficiaries of this Agreement, as it pertains to the Learner’s rights to use such software.
• Intellectual Property Rights: Tutorac represents and warrants to the Learner that it has the unencumbered right to grant the license granted herein and that there is no claim relating to the software (or the Website) based on actual or alleged violation of the intellectual property rights of any other person pending or threatened against Tutorac.

Process of Providing Products and Services; and Non-Circumvention

Pursuant to this Agreement and the communications between the parties, the Learner may learn from Tutorac certain contact information such as the names of the Tutors and may be able to determine their contact information, which the Learner acknowledges is also Confidential Information of Tutorac which shall not be disclosed in any manner to third parties or used by the Learner to circumvent the terms of this Agreement. Learner agrees not to circumvent Tutorac directly or indirectly, to avoid payment of any fees or compensation to which Tutorac would be entitled. The Learner agrees that Learner shall not directly communicate with any of Tutorac’s Tutors except through the Website. Learner agrees that Learner shall not do business with any of the Tutors except through the Website unless and until approved by Tutorac in writing and setting forth the compensation to which Tutorac agrees. For any communications or dealings outside Tutorac platform, the Learner understands and agrees that Tutorac may not take any responsibility or give any kind of support.

The Learner agrees to use the forms, pricing, and presentation system provided by the Website for use with Tutors. The Learner represents, warrants, and agrees that the Learner is the customer of Tutorac and not the customer of the Tutor and the indemnity provisions of Section 10 of this Agreement apply to all claims, including claims made by such Learners.

Maintenance and Support

In consideration for fees that Tutorac receives, Tutorac will provide support and maintenance services for the Website as and when needed in Tutorac’s sole discretion.

Confidentiality

• Confidential Information: The parties agree that (i) the Website, pricing, discounts and other terms offered to the Learner, including, without limitation, the material terms of this Agreement, any functional limitations of, or errors in, the Website, are the confidential property of Tutorac, and (ii) any other confidential business, technical, financial or other information disclosed by Tutorac to the Learner pursuant to this Agreement is the confidential information of Tutorac (collectively, “Confidential Information”). Except as expressly allowed in this Section or elsewhere herein, Learner shall hold in confidence and shall not use or disclose to any third party any Confidential Information of Tutorac. The restrictions of this Section shall apply for the greater of (i) forever unless a shorter period time is dictated by any applicable law, statute or regulation in which case such shorter period of time shall apply, or (iii) for any Confidential Information that constitutes a trade secret, as long as such Confidential Information remains a trade secret under applicable law.
• Permitted Disclosure: A party shall not be obligated under this Section with respect to information that it can document if it: (i) is or has become readily publicly available without restriction through no fault of such party or its personnel, (ii) is received, without restriction, from a third party lawfully in possession of such information and lawfully empowered to disclose such information, (iii) was rightfully in such party’s possession without restriction prior to its disclosure by the other party, or (iv) was independently developed without use of the Confidential Information.

Warranty; Disclaimer

THIS WEBSITE IS PROVIDED "AS-IS," AND WITHOUT WARRANTY OF ANY KIND. ANY USE OF THE WEBSITE IS AT YOUR OWN RISK. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, TUTORAC DISCLAIMS ALL WARRANTIES AND CONDITIONS, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO, IMPLIED WARRANTIES AND CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT WITH RESPECT TO THE SOFTWARE. TUTORAC DOES NOT WARRANT THAT THE WEBSITE IS ERROR FREE. TUTORAC DISCLAIMS ALL WARRANTIES RELATING TO THE WEBSITE, SUPPORT SERVICES OR OTHERWISE REGARDING THIS AGREEMENT, WHETHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. IN NO EVENT SHALL TUTORAC BE LIABLE TO THE TUTOR OR ANY THIRD PARTY FOR ANY SPECIAL, INCIDENTAL, INDIRECT, OR CONSEQUENTIAL DAMAGES INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF BUSINESS PROFITS, BUSINESS INTERRUPTION, LOSS OF BUSINESS INFORMATION, (OR ANY OTHER PECUNIARY LOSS) ARISING OUT OF THE USE OF THE WEBSITE.

Limitation of Liabilities

EXCEPT FOR A BREACH OF SECTIONS 1, 3, OR 6, IN NO EVENT SHALL EITHER PARTY BE LIABLE WITH RESPECT TO ANY SUBJECT MATTER OF THIS AGREEMENT, UNDER ANY LEGAL OR EQUITABLE THEORY, FOR ANY CONSEQUENTIAL, EXEMPLARY, PUNITIVE, INCIDENTAL, INDIRECT, OR SPECIAL DAMAGES, OR FOR ANY LOSS OF PROFITS OR LOSS OF GOODWILL OR LOST DATA, WHETHER OR NOT THE PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES OR COSTS. NOTWITHSTANDING ANYTHING TO THE CONTRARY AND WITH THE EXCEPTION OF TUTORAC’S EXPRESS INDEMNITY OBLIGATIONS UNDER THIS AGREEMENT, TUTORAC’S AGGREGATE LIABILITY TO THE TUTOR UNDER THIS AGREEMENT OR THE TERMS OF USE FOR ANY LOSS OR DAMAGE SHALL NOT EXCEED THE FEES TUTORAC RECEIVED FOR THE TUTOR’S PRODUCTS AND SERVICES DURING THE SIX (6) MONTH PERIOD PRIOR TO THE DATE THE TUTOR NOTIFIED TUTORAC OF THE CLAIM.

The foregoing limitations, exclusions and disclaimers set forth in sections 7 and 8 shall apply, regardless of whether the claim for such damages is based in contract, warranty, strict liability, negligence, and tort or otherwise. Insofar as applicable law prohibits any limitation herein, the parties agree that such limitation will be automatically modified, but only to the extent so as to make the limitation permitted to the fullest extent possible under such law. The parties agree that the limitations on liabilities set forth herein are agreed allocations of risk constituting in part the consideration Tutorac receives from Tutors’ Products and Services as consideration for the license to use the Website, and such limitations will apply notwithstanding the failure of essential purpose of any limited remedy and even if a party has been advised of the possibility of such liabilities.

Term and Termination

• Term: This Agreement shall commence on the Effective Date and shall remain in full force and effect until terminated as set forth below.
• Termination: This Agreement may be terminated by Tutorac for any reason or no reason, in Tutorac’s sole and absolute discretion. This Agreement may be terminated by the Learner by giving Tutorac not less than seventy-two (72) hours’ notice via email but only after all payments for the Products and Services have been made, and provided there is no severe impact on Tutorac or Tutors, with an exclusive approval authority with Tutorac of such termination.
• Effect of Termination Upon any termination hereof, (i) all rights and licenses granted to the Learner shall immediately terminate and Licensee shall immediately cease use of the Website, and (ii) any rights to payment and any right of action for breach of the Agreement prior to termination shall survive termination.

Indemnification

• The Learner shall defend or settle at its expense any suit or claim brought against Tutorac, and each of its directors, officers, agents, employees and sublicensees to the fullest extent permitted by law, arising out of or in connection with or related to the (i) use of the Website in combination with any other hardware or software supplied by any third person or entity other than Tutorac; (ii) any alteration or modification of the Website not provided or authorized by Tutorac; or (iii) use of the Website in a way not intended by Tutorac, if such infringement would not have occurred but for such combination, alteration, modification or unintended or unauthorized use of the Website.
• Tutorac shall (i) promptly notify the Learner in writing of any such actual or threatened loss, suit, claim, liability, expense or proceeding, (ii) allow the Learner, at its own expense, to direct the defense of such suit, claim or proceeding, (iii) give the Learner all information and assistance reasonably necessary to defend such suit, claim or proceeding, and (iv) not enter into any settlement of any such suit, claim or proceeding without Learner’s written consent, which shall not be unreasonably withheld or delayed.

Independent Contractor Relationship; No Publicity

The parties are independent contractors. Neither party will have any rights, power or authority to act or create an obligation, express or implied, on behalf of another party except as specified in this Agreement. Learner agrees that Tutor shall not use Tutorac’s name (except internal use only), trademark, logos, or trade name without the prior written consent of Tutorac and shall not issue any press releases or other form of publicity regarding Tutorac without Tutorac’s prior written consent.

The parties hereto expressly understand and agree that each party is an independent contractor in the performance of each and every part of this Agreement, is solely responsible for all of its employees and agents and its labor costs and expenses arising in connection therewith. Neither party nor its agents or employees are the representatives of the other party for any purpose and neither party has the power or authority as agent, employee or any other capacity to represent, act for, bind or otherwise create or assume any obligation on behalf of the other party for any purpose whatsoever.

General Provisions

• Dispute Resolution. The parties agree that the terms contained in the Terms of Use concerning Governing Law, Arbitration, No Class Actions; and Timely filing of Claims shall control regarding a dispute between Tutorac and a Tutor or Learner. The Tutor and Learner understand and agree that Tutorac will not be responsible or liable with respect to disputes between (i) Tutors and other Tutors; (ii) Tutors and Learners; or Learners and other Learners; however, the Tutorac support team will intervene in case a dispute has been raised on the platform and intimated in writing to Tutorac by any Tutor or Learner, after which the decision taken by the Tutorac team will be final and binding to both the Tutor and Learner. Neither Tutorac nor its affiliates is an employer of or joint employer or integrated or single enterprise with any Tutor or Learner.
• Assignment: Neither this Agreement nor any rights, licenses or obligations hereunder, may be assigned by the Learner, by operation of law or otherwise, without the prior written consent of Tutorac. Tutorac may assign this Agreement in whole or in part in its sole discretion. Any attempted assignment in violation of this Agreement shall be void and without effect. Subject to the foregoing, this Agreement will benefit and bind the parties’ successors and assigns.
• Entire Agreement: This Agreement contains the entire understanding of the parties with respect to the matters contained herein and supersedes all prior agreements or discussions between the parties with respect to the matters contained herein.
• Severability: The invalidity or unenforceability of any provision of this Agreement shall not affect any other provision of this Agreement, and the remaining provisions shall continue with the same effect as if such unenforceable or invalid provision had not been included in this Agreement.
• Modification and Waiver: Except as otherwise expressly provided herein, any provision of this Agreement may be amended and the observance of any provision of this Agreement may be waived (either generally or any particular instance and either retroactively or prospectively) only with the signed written consent of the party against whom such modification or waiver will be enforced.
• Force Majeure: Neither party shall be liable to the other for any delay or failure to perform any obligation under this Agreement if the delay or failure is due to unforeseen events, which occur after the signing of this Agreement and which are beyond the reasonable control of the parties including but not limited to strikes, blockade, war, revolutions or riots, natural disasters, pandemics, governmental shutdowns or imposed lock downs, refusal of license by the government or other governmental agencies or other stipulations or restrictions by the authorities, insofar as such an event prevents or delays the affected party from fulfilling its obligations and such party is not able to prevent or remove the force majeure at reasonable costs.
• Counterparts:This Agreement may be executed electronically.
• Notices:Any notice required or permitted to be given by either party under this Agreement shall be done via email to the other party. The email contact for Tutorac shall be legal@tutorac.com.

IN WITNESS WHEREOF, the Learner has executed this Agreement as of the date set forth below, which shall be the effective date, without the need for Tutorac Inc. to sign, as long as the Learner has made no changes to this Agreement.