Last Updated 11/08/2022

1. Agreement to Terms

1.1  These Terms and Conditions constitute a legally binding agreement made between you, whether personally or on behalf of an entity (you), and Sophoria Studios ltd, located at Pope Henessy Street, Henessy Tower, Port Louis, 1112-08, Mauritius(we, us), concerning your access to and use of the Sophoria.Academy (site) website as well as any related applications (the Site).

The Site provides the following services: Online Learning (Services). You agree that by accessing the Site and/or Services, you have read, understood, and agree to be bound by all of these Terms and Conditions.

If you do not agree with all of these Terms and Conditions, then you are prohibited from using the Site and Services and you must discontinue use immediately. We recommend that you print a copy of these Terms and Conditions for future reference.

Refunds
Due to the nature of the content and digital downloads available to the students, all purchases are final.  No refunds will be offered after purchase. This is non negotiable, for any complaints, please refer to section 12.10.

1.2  The supplemental policies set out in Section 1.7 below, as well as any supplemental terms and condition or documents that may be posted on the Site from time to time, are expressly incorporated by reference.

1.3  We may make changes to these Terms and Conditions at any time. The updated version of these Terms and Conditions will be indicated by an updated “Revised” date and the updated version will be effective as soon as it is accessible. You are responsible for reviewing these Terms and Conditions to stay informed of updates. Your continued use of the Site represents that you have accepted such changes.

1.4  We may update or change the Site from time to time to reflect changes to our products, our users' needs and/or our business priorities.

1.5  Our site is directed to people residing in all countries. The information provided on the Site is not intended for distribution to or use by any person or entity in any jurisdiction or country where such distribution or use would be contrary to law or regulation or which would subject us to any registration requirement within such jurisdiction or country.

1.6  The Site is intended for users who are at least 18 years old.  If you are under the age of 18, you are not permitted to register for the Site or use the Services without parental permission.

1.7  Additional policies which also apply to your use of the Site include:

• Our Privacy Notice here, which sets out the terms on which we process any personal data we collect from you, or that you provide to us. By using the Site, you consent to such processing and you warrant that all data provided by you is accurate.
  
  

2.   Acceptable Use 

2.1  Our full Acceptable Use Policy, sets out all the permitted uses and prohibited uses of this site.

2.2  You may not access or use the Site for any purpose other than that for which we make the site and our services available. The Site may not be used in connection with any commercial endeavors except those that are specifically endorsed or approved by us.

2.3  As a user of this Site, you agree not to:

• Falsely imply a relationship with us or another company with whom you do not have a relationship

3.   Information you provide to us

3.1  You represent and warrant that: (a) all registration information you submit will be true, accurate, current, and complete and relate to you and not a third party; (b) you will maintain the accuracy of such information and promptly update such information as necessary; (c) you will keep your password confidential and will be responsible for all use of your password and account; (d) you have the legal capacity and you agree to comply with these Terms and Conditions; and (e) you are not a minor in the jurisdiction in which you reside, or if a minor, you have received parental permission to use the Site.

If you know or suspect that anyone other than you know your user information (such as an identification code or user name) and/or password you must promptly notify us at contact@sophoria.academy

3.2  If you provide any information that is untrue, inaccurate, not current or incomplete, we may suspend or terminate your account. We may remove or change a user name you select if we determine that such user name is inappropriate.

4. Content you provide to us  

4.1  There may be opportunities for you to post content to the Site or send feedback to us (User Content). You understand and agree that your User Content may be viewed by other users on the Site, and that they may be able to see who has posted that User Content.

4.2  You further agree that we can use your User Content for any other purposes whatsoever in perpetuity without payment to you, and combine your User Content with other content for use within the Site and otherwise. We do not have to attribute your User Content to you. When you upload or post content to our site, you grant us the following rights to use that content:

4.3  In posting User Content, including reviews or making contact with other users of the Site you shall comply with our Acceptable Use Policy here.

4.4  You warrant that any User Content does comply with our Acceptable Use Policy, and you will be liable to us and indemnify us for any breach of that warranty. This means you will be responsible for any loss or damage we suffer as a result of your breach of this warranty.

4.5  We have the right to remove any User Content you put on the Site if, in our opinion, such User Content does not comply with the Acceptable Use Policy.

4.6  We are not responsible and accept no liability for any User Content including any such content that contains incorrect information or is defamatory or loss of User Content. We accept no obligation to screen, edit or monitor any User Content but we reserve the right to remove, screen and/or edit any User Content without notice and at any time. User Content has not been verified or approved by us and the views expressed by other users on the Site do not represent our views or values

4.7  If you wish to complain about User Content uploaded by other users please contact us at contact@sophoria.academy or use the take down or report button.

5.   Our content 

5.1  Unless otherwise indicated, the Site and Services including source code, databases, functionality, software, website designs, audio, video, text, photographs, and graphics on the Site (Our Content) are owned or licensed to us, and are protected by copyright and trade mark laws.

5.2  Except as expressly provided in these Terms and Conditions, no part of the Site, Services or Our Content may be copied, reproduced, aggregated, republished, uploaded, posted, publicly displayed, encoded, translated, transmitted, distributed, sold, licensed, or otherwise exploited for any commercial purpose whatsoever, without our express prior written permission.

5.3  Provided that you are eligible to use the Site, you are granted a limited license to access and use the Site and Our Content and to download or print a copy of any portion of the Content to which you have properly gained access solely for your personal, non-commercial use.

5.4  You shall not (a) try to gain unauthorized access to the Site or any networks, servers or computer systems connected to the Site; and/or (b) make for any purpose including error correction, any modifications, adaptions, additions or enhancements to the Site or Our Content, including the modification of the paper or digital copies you may have downloaded.

5.5  We shall (a) prepare the Site and Our Content with reasonable skill and care; and (b) use industry standard virus detection software to try to block the uploading of content to the Site that contains viruses.

5.6  The content on the Site is provided for general information only. It is not intended to amount to advice on which you should rely. You must obtain professional or specialist advice before taking, or refraining from taking, any action on the basis of the content on the Site.

5.7  Although we make reasonable efforts to update the information on our site, we make no representations, warranties or guarantees, whether express or implied, that Our Content on the Site is accurate, complete or up to date.

6.   Link to third party content 

6.1  The Site may contain links to websites or applications operated by third parties. We do not have any influence or control over any such third party websites or applications or the third party operator. We are not responsible for and do not endorse any third-party websites or applications or their availability or content.

6.2  We accept no responsibility for adverts contained within the Site. If you agree to purchase goods and/or services from any third party who advertises in the Site, you do so at your own risk. The advertiser, and not us, is responsible for such goods and/or services and if you have any questions or complaints in relation to them, you should contact the advertiser.

7.   Site Management  

7.1  We reserve the right at our sole discretion, to (1) monitor the Site for breaches of these Terms and Conditions; (2) take appropriate legal action against anyone in breach of applicable laws or these Terms and Conditions; (3) refuse, restrict access to or availability of, or disable (to the extent technologically feasible) any of your Contributions; (4) remove from the Site or otherwise disable all files and content that are excessive in size or are in any way a burden to our systems; and (5) otherwise manage the Site in a manner designed to protect our rights and property and to facilitate the proper functioning of the Site and Services.

7.2  We do not guarantee that the Site will be secure or free from bugs or viruses.

7.3  You are responsible for configuring your information technology, computer programs and platform to access the Site and you should use your own virus protection software.

8. Modifications to and availability of the Site  

8.1  We reserve the right to change, modify, or remove the contents of the Site at any time or for any reason at our sole discretion without notice. We also reserve the right to modify or discontinue all or part of the Services without notice at any time.

8.2  We cannot guarantee the Site and Services will be available at all times. We may experience hardware, software, or other problems or need to perform maintenance related to the Site, resulting in interruptions, delays, or errors. You agree that we have no liability whatsoever for any loss, damage, or inconvenience caused by your inability to access or use the Site or Services during any downtime or discontinuance of the Site or Services. We are not obliged to maintain and support the Site or Services or to supply any corrections, updates, or releases.

8.3  There may be information on the Site that contains typographical errors, inaccuracies, or omissions that may relate to the Services, including descriptions, pricing, availability, and various other information. We reserve the right to correct any errors, inaccuracies, or omissions and to change or update the information at any time, without prior notice.

9. Disclaimer/Limitation of Liability  

9.1  The Site and Services are provided on an as-is and as-available basis. You agree that your use of the Site and/or Services will be at your sole risk except as expressly set out in these Terms and Conditions. All warranties, terms, conditions and undertakings, express or implied (including by statute, custom or usage, a course of dealing, or common law) in connection with the Site and Services and your use thereof including, without limitation, the implied warranties of satisfactory quality, fitness for a particular purpose and non-infringement are excluded to the fullest extent permitted by applicable law.

We make no warranties or representations about the accuracy or completeness of the Site’s content and are not liable for any (1) errors or omissions in content: (2) any unauthorized access to or use of our servers and/or any and all personal information and/or financial information stored on our server; (3) any interruption or cessation of transmission to or from the site or services; and/or (4) any bugs, viruses, trojan horses, or the like which may be transmitted to or through the site by any third party. We will not be responsible for any delay or failure to comply with our obligations under these Terms and Conditions if such delay or failure is caused by an event beyond our reasonable control.

9.2  Our responsibility for loss or damage suffered by you:

Whether you are a consumer or a business user:

• We do not exclude or limit in any way our liability to you where it would be unlawful to do so. This includes liability for death or personal injury caused by our negligence or the negligence of our employees, agents or subcontractors and for fraud or fraudulent misrepresentation.
• If we fail to comply with these Terms and Conditions, we will be responsible for loss or damage you suffer that is a foreseeable result of our breach of these Terms and Conditions, but we would not be responsible for any loss or damage that were not foreseeable at the time you started using the Site/Services.

Notwithstanding anything to the contrary contained in the Disclaimer/Limitation of Liability section, our liability to you for any cause whatsoever and regardless of the form of the action, will at all times be limited to a total aggregate amount equal to the greater of (a) the sum of £5000 or (b) the amount paid, if any, by you to us for the Services/Site during the six (6) month period prior to any cause of action arising. Different limitations and exclusions of liability will apply to liability arising as a result of the supply of any products to you, which will be set out in our Terms and conditions of supply.

10.   Term and Termination  

10.1  These Terms and Conditions shall remain in full force and effect while you use the Site or Services or are otherwise a user of the Site, as applicable. You may terminate your use or participation at any time, for any reason, by following the instructions for terminating user accounts in your account settings, if available, or by contacting us at contact@sophoria.com.

10.2  Without limiting any other provision of these Terms and Conditions, we reserve the right to, in our sole discretion and without notice or liability, deny access to and use of the Site and the Services (including blocking certain IP addresses), to any person for any reason including without limitation for breach of any representation, warranty or covenant contained in these Terms and Conditions or of any applicable law or regulation.

If we determine, in our sole discretion, that your use of the Site/Services is in breach of these Terms and Conditions or of any applicable law or regulation, we may terminate your use or participation in the Site and the Services or delete your profile and any content or information that you posted at any time, without warning, in our sole discretion.

10.3  If we terminate or suspend your account for any reason set out in this Section 9, you are prohibited from registering and creating a new account under your name, a fake or borrowed name, or the name of 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.

11.  Mobile Application   

11.1  If you access the Services via a mobile application, then we grant you a revocable, non-exclusive, non-transferable, limited right to install and use the mobile application on wireless electronic devices owned or controlled by you, and to access and use the mobile application on such devices strictly in accordance with the terms and conditions of this license.

11.2  The following terms apply when you use a mobile application obtained from either the Apple Store or Google Play (each an App Distributor) to access the Services:

(a) The licence granted to you for our mobile application is limited to a non-transferable licence to use the application on a device that utilizes the Apple iOS or Android operating system, as applicable, and in accordance with the usage rules set forth in the applicable App Distributor terms of service;

(b) We are responsible for providing any maintenance and support services with respect to the mobile application as specified in these Terms and Conditions or as otherwise required under applicable law. You acknowledge that each App Distributor has no obligation whatsoever to furnish any maintenance and support services with respect to the mobile application;

(c) In the event of any failure of the mobile application to conform to any applicable warranty, you may notify an App Distributor, and the App Distributor, in accordance with its terms and policies, may refund the purchase price, if any, paid for the mobile application, and to the maximum extent permitted by applicable law, an App Distributor will have no other warranty obligation whatsoever with respect to the mobile application;

(d) You represent and warrant that (i) you are not located in a country that is subject to a U.S. government embargo, or that has been designated by the U.S. government as a “terrorist supporting” country; and (ii) you are not listed on any U.S. government list of prohibited or restricted parties;

(e) You must comply with applicable third-party terms of agreement when using the mobile application, e.g., if you have a VoIP application, then you must not be in breach of their wireless data service agreement when using the mobile application; and

(f) You acknowledge and agree that the App Distributors are third party beneficiaries of these Terms and Conditions, and that each App Distributor will have the right (and will be deemed to have accepted the right) to enforce these Terms and Conditions against you as a third-party beneficiary thereof.

12. General  

12.1  Visiting the Site, sending us emails, and completing online forms constitute electronic communications. You consent to receive electronic communications and you agree that all agreements, notices, disclosures, and other communications we provide to you electronically, via email and on the Site, satisfy any legal requirement that such communication be in writing.

You hereby agree to the use of electronic signatures, contracts, orders and other records and to electronic delivery of notices, policies and records of transactions initiated or completed by us or via the Site.

You hereby waive any rights or requirements under any statutes, regulations, rules, ordinances or other laws in any jurisdiction which require an original signature or delivery or retention of non-electronic records, or to payments or the granting of credits by other than electronic means.

12.2  These Terms and Conditions and any policies or operating rules posted by us on the Site or in respect to the Services constitute the entire agreement and understanding between you and us.

12.3  Our failure to exercise or enforce any right or provision of these Terms and Conditions shall not operate as a waiver of such right or provision.

12.4  We may assign any or all of our rights and obligations to others at any time.

12.5  We shall not be responsible or liable for any loss, damage, delay or failure to act caused by any cause beyond our reasonable control.

12.6  If any provision or part of a provision of these Terms and Conditions is unlawful, void or unenforceable, that provision or part of the provision is deemed severable from these Terms and Conditions and does not affect the validity and enforce ability of any remaining provisions.

12.7  There is no joint venture, partnership, employment or agency relationship created between you and us as a result of these Terms and Conditions or use of the Site or Services.

12.8  The following are trade marks of Sophoria LTD. You are not permitted to use them without our approval, unless they are part of material our Site explicitly states you are permitted to use.

12.9  A person who is not a party to these Terms and Conditions shall have no right under the Contracts (Rights of Third Parties) Act 1999 to enforce any term of these Terms and Conditions.

12.10  In order to resolve a complaint regarding the Services or to receive further information regarding use of the Services, please contact us by email at contact@sophoria.academy or by post to:

Sophoria VFX LTD~
Pope Henessy Street, Henessy Tower
Port Louis 1112-08
Mauritius

The Rig and Material (as defined below) are provided under the terms of this License Agreement. Any use of the works other than as authorized under this license or copyright law is prohibited. If you do not agree to this License Agreement, please do not use our Rig or Material.

If you agree with the terms of the License Agreement, click on “I Agree” below. If you do not agree with the terms of the License Agreement do not click on “I Agree” and you will not be provided access to the Rig and Material. By clicking on the “I Agree” button, you are agreeing to be legally bound by all of the terms and conditions of this License Agreement.

If you are under the age of 18 but at least 13 years of age, you may download the Rig and Material only with the permission of, and under the supervision of, a parent or legal guardian.

1. Definitions:

1.      “Derivative Work” means a work based upon one or more Rig(s) or Material(s) in any form in which the Rig may be recast, transformed, or adapted.

2.      “Purpose”means personal and non-commercial purpose.

3.      “Rig” means all animation rigs, characters expressly made available for royalty-free download or purchase by Sophoria Academy on a designated webpage (“Designated Webpage”).

4.      “Material” collectively means all content expressly made available by Sophoria Academy on a Designated Webpage: 1) for royalty-free download (“Downloadable Material”), such as a Maya scene files, or; 2) for royalty-free online viewing or streaming (“Non-Downloadable Material”), such as instructional videos.

5.      Rig and Material do not include any other work of authorship, such as rigs, characters, videos, web content, text, source code, trademarks or logos distributed or displayed elsewhere on any Sophoria Academy website(s), platform(s) or social media site(s) (collectively, the “Sites”).

2. License Grant: On the condition that you comply with the terms, this License Agreement grants you a limited, personal, non-exclusive, non-transferable license to copy, publicly display and create derivative works from the Rig, copy, publicly display and create derivative works from the Downloadable Material, or publicly display the Non-Downloadable Material, for the Purpose, with the exception of the unpermitted uses described below. Sophoria Academy can revoke this limited-use license at any time and for any reason without liability to you. Sophoria Academy reserves all rights other than those granted to you in this License Agreement. Your derivative works are referred to herein as “Licensee’s Work” or “Your Work.” For avoidance of doubt, you may use the Rig in your personal demo reel, provided you comply with these Rules. For further avoidance or doubt, you may share or embed Non-Downloadable Material, without any alterations, on your website or social media pages. Sophoria Academy will provide no customer or technical support of any kind to you or anyone else in conjunction with the Rig or Material.
3. Attribution: You agree to prominently attribute the source of the Rig or Material in each permitted use, either on the screen during any presentation, image, or animation, or in the credits at the beginning or end of any production or use of the Rig or Material. The attribution should state: “Rig or Material used with permission (© Sophoria Academy 2022). No endorsement or sponsorship by Sophoria Academy.”
4. Unpermitted Uses. The license granted in Section 2 above is expressly made subject to and limited by the following restrictions:

1.      You may not offer or impose any terms on the Rig, Material or your Work that alter or expand the terms of this License Agreement or the recipients’ exercise of the rights granted hereunder.

2.      You may not assign or sublicense this License or the rights granted herein.

3.      You may not copy, distribute, publicly display, publicly perform, publicly digitally perform, or make derivative works from the Rig, the Material or Your Work in a manner inconsistent with the terms of this License Agreement.

4.      You may not use the Rig, any portion or modification of the Rig, the Material, or any portion or modification of the Material, to promote a commercial endeavor, include without limitation, in conjunction with educational services in the field of animation, computer graphics or filmmaking, or in conjunction with Online Learning (including an online school, college, university, workshop, or learning center, or any online component of a traditional school, college, university, workshop, or learning center). “Online Learning” means classes, lectures, instructional materials, or seminars delivered digitally, over a network or the internet. Under no circumstances are you to use the Rig to promote any cryptocurrency endeavor or NFT.

5.      You may not use the Rig or the Material for, or in connection with any Work or for any purpose which, in Sophoria Academy’s sole discretion:

                                                                                                               i.            is pornographic, sexually explicit, lewd, obscene, objectionable, or excessively violent content,

                                                                                                             ii.            promotes or condones illegal activities,

                                                                                                           iii.            incites hate or violence against an ethnic or religious or other protected group, or

                                                                                                           iv.            portrays Sophoria Academy in a negative light, directly competes with Sophoria Academy, or is prejudicial to Sophoria Academy, its reputation or intellectual property rights.

6.      You may not reverse engineer the Rig or Downloaded Material.

7.      You may not convey, encumber, sell, assign, license, transfer or distribute the Rig, modified copies of the Rig or the Material. The Rig and Material must be licensed directly from Sophoria Academy, except as otherwise permitted in writing by Sophoria Academy, in its sole discretion. You agree to make every reasonable effort to keep others from accessing the files from your computer(s), including but not limited to emailing, file sharing, peer-to-peer file sharing, or providing others an unauthorized weblink (one not provided by Sophoria Academy).

5. Territory: The license granted herein applies worldwide.
6. Intellectual property. You acknowledge that Sophoria Academy is, and at all times shall remain, the sole and exclusive owner of all right, title and interest, including copyrights, in and to the Rig and Material, and all elements thereof (including two- and three- dimensional character artwork and source code), and in all materials on the Sites, and that ownership of the intellectual property rights will remain vested with Sophoria Academy. You understand that, except as expressly permitted herein, you do not have, nor do you acquire, any right, title or interest in and to the Rig and Material. You must not alter, remove or obscure any copyright or trademark symbol or legend or other proprietary mark on the Rig or Material. You also agree not to circumvent, disable or otherwise interfere with security-related features of Sophoria Academy’s Rig, Material, Sites or features that prevent or restrict use or copying of any website content or site code. Unless otherwise provided in any other agreement or under any other legal relationship you may have with Sophoria Academy or a third-party, you retain copyrights and other intellectual property rights with respect to your original content, to the extent that you have such rights under applicable law. Any rights not expressly granted herein are reserved.
7. Trademarks. The trademarks, trade names, trade dress, logos, and service marks displayed on the Sites, including the SOPHORIA ACADEMY mark, logos and trade dress are the registered and unregistered trademarks of Sophoria Academy, Sophoria Academy’s licensors and vendors and other third parties. This agreement does not grant a trademark license to you and your may not use any of Sophoria Academy’s trademarks or logos.
8. Licensee’s Other Obligations, Warranties and Acknowledgments:

1.      You are not permitted to claim, hold yourself out, engage in any conduct or make any representation the effect of which would suggest that you are the agent of Sophoria Academy or that you, your company, your commercial endeavors or Your Work is sponsored by, or affiliated with, Sophoria Academy.

2.      You warrant and represent that you have the right and authority to enter into this License Agreement and to fulfill its obligations as set forth herein. You warrant and represent that you are over 18 years old or of the age of majority in your jurisdiction or have permission from your parent or legal guardian to enter into this License Agreement.

3.      You further warrant and represents that your Work will not infringe or violate any third-party’s rights.

9. Indemnification. You agree to, and shall, indemnify, defend, and hold harmless Sophoria Academy, and its parent company, subsidiaries, divisions, officers, directors, employees, representatives, agents, independent contractors, assigns and successors-in-interest (collectively “Releasees”) from and against any claim, demand, damage, cost or other expense (including reasonable attorney fees) asserted by any third party due to, arising out of, or in any way related to, any violation by you of this License Agreement, or use or sharing of the Rig by you.
10. Representations, Warranties and Disclaimer. UNLESS OTHERWISE MUTUALLY AGREED TO BY THE PARTIES IN WRITING, SOPHORIA ACADEMY OFFERS THE REFERENCED RIGS, MATERIAL AND OTHER LICENSED WORKS AS-IS AND MAKES NO REPRESENTATIONS OR WARRANTIES OF ANY KIND CONCERNING THE WORK, EXPRESS, IMPLIED, STATUTORY OR OTHERWISE, INCLUDING, WITHOUT LIMITATION, WARRANTIES OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, OR THE ABSENCE OF LATENT OR OTHER DEFECTS, ACCURACY, OR THE PRESENCE OF ABSENCE OF ERRORS, WHETHER OR NOT DISCOVERABLE. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES, SO SUCH EXCLUSION MAY NOT APPLY TO YOU.
11. Limitation on Liability. EXCEPT TO THE EXTENT REQUIRED BY APPLICABLE LAW, IN NO EVENT WILL SOPHORIA ACADEMY BE LIABLE TO YOU ON ANY LEGAL THEORY FOR ANY SPECIAL, INCIDENTAL, CONSEQUENTIAL, PUNITIVE OR EXEMPLARY DAMAGES ARISING OUT OF THIS LICENSE AGREEMENT OR THE USE OF THE RIG OR MATERIAL, EVEN IF SOPHORIA ACADEMY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. FURTHERMORE, SOPHORIA ACADEMY DOES NOT WARRANT THAT THE RIG ARE FREE OF INACCURACIES, ERRORS, BUGS, INTERRUPTIONS OR OTHER LIMITATIONS, NOR DOES SOPHORIA ACADEMY WARRANT THAT ANY SITE OR SERVER THAT MAKES THE RIG AVAILABLE (COLLECTIVELY THE “SITES”) ARE FREE OF ANY VIRUS OR OTHER HARMFUL COMPONENT. THE ENTIRE RISK ARISING OUT OF THE USE OF THE RIG AND MATERIAL AT ALL TIMES REMAINS WITH YOU, AND YOU AGREE TO ASSUME THE ENTIRE COST TO YOU OF ALL NECESSARY SERVICING, REPAIR, OR CORRECTION OF PROBLEMS CAUSED BY ANY VIRUS OR OTHER HARMFUL COMPONENT. INFORMATION ON SOPHORIA ACADEMY’S SITES AND PUBLICATIONS, INCLUDING THE RIG AND MATERIAL, ARE PROVIDED SOLELY FOR INFORMATIONAL PURPOSES. IN NO WAY SHALL SOPHORIA ACADEMY OR THE SITES BE CONSIDERED AS CONFORMING WITH ANY STANDARDS OR QUALIFICATIONS PRESCRIBED BY ANY PRIVATE OR GOVERNMENTAL ENTITY.
12. Termination:

1.      This License Agreement and the rights granted hereunder will terminate automatically upon any breach by you of the terms of this License Agreement. Individuals or entities who have received Works from You under this License, however, will not have their licenses terminated provided such individuals or entities remain in full compliance with these Rules. Sections 8, 9, 10, 11 and 13 will survive termination.

2.      Sophoria Academy reserves the right to release the Rig and Material under different license terms or to stop distributing the Rig and/or Material at any time.

13. General Terms.

1.      Modifications: Sophoria Academy reserves the right to make changes to this License Agreement at any time, however, Sophoria Academy shall endeavor to provide notification to you in advance of substantive changes becoming effective, such as by posting a notification on the relevant website. If you continue to access and use the Rig and/or Material after the effective date of such changes, then such access and use will be deemed an acceptance of and an agreement to follow and be bound by the License Agreement as changed. The revised License Agreement supersedes all previous version(s). For this reason, we encourage you to review this License Agreement any time you access or use the Rig and/or Material, and recommend that you print a copy for your records. Upon our request, you agree to accept or sign a non-electronic version of this License Agreement.

2.      Choice of Law; Venue; Limitation on Claims. This License Agreement, and any dispute relating to or arising out of it, shall be governed by the laws of the state of Mauritius, without regard to that state’s choice of law provisions. Unless prohibited by applicable law, you agree that jurisdiction over and venue in any legal proceeding directly or indirectly arising out of or relating to this License Agreement shall be in the state or federal courts located in Port Louis, Mauritius. Any cause of action or claim you may have with respect to this License Agreement must be commenced within one (1) year after the claim or cause of action arises. Sophoria Academy’s failure to insist upon or enforce strict performance of any provision of these terms and conditions shall not be construed as a waiver of any provision or right. Neither the course of conduct between the parties nor trade practice shall act to modify any of these terms and conditions. Sophoria Academy may assign its rights and duties under this Agreement to any party at any time without notice to you.

3.      Relationship. Nothing in this Agreement will constitute or be deemed to constitute a partnership, joint venture or agency between the parties.

4.      Invalidity. If any provision of this Agreement is invalid under any law the provision will be limited, narrowed, construed or altered as necessary to render it valid, but only to the extent necessary to achieve such validity. If necessary, the invalid provision will be deleted from the Agreement and the remaining provisions will remain in full force and effect.

5.      Entire Agreement: This License Agreement shall supersede any and all prior and existing agreements, whether oral or in writing, hereto with respect to the subject matter hereof, and contains all of the covenants and agreements with respect to the subject matter of this license. You acknowledge that neither Sophoria Academy nor anyone on behalf of Sophoria Academy has made any representations, inducements, promises or agreements, orally or otherwise, respecting the subject matter of this License Agreement which are not embodied herein.