Terms and Conditions of Purchase, Cancellation and Refund Policy

Review Date: October 31, 2022

These Terms and Conditions of Purchase, Cancellation and Refund Policy (the “Purchase Terms”) and any documents referred to herein, apply to the purchase of iSpring Products available to Customers on www.ispringsolutions.com/india/ispring-suite (the “Site”). The Purchase Terms do not apply to iSpring websites which do not display or link to these Purchase Terms or that have their own Purchase Terms. These Purchase Terms do not apply to iSpring Products unless they are linked to these Purchase Terms.

Please read these Purchase Terms attentively before making a purchase on the Site.

BY CLICKING THE “BUY NOW” BUTTON, YOU ARE CONSENTING TO BE BOUND BY THESE PURCHASE TERMS AND AGREE THAT THESE PURCHASE TERMS ARE ENFORCEABLE LIKE ANY WRITTEN NEGOTIATED AGREEMENT SIGNED BY YOU.

IF YOU PURCHASE ISPRING PRODUCTS ON BEHALF OF A COMPANY OR OTHER LEGAL ENTITY, YOU ASSERT THAT YOU HAVE THE AUTHORITY TO BIND STATED ENTITY AND ITS AFFILIATES TO THESE PURCHASE TERMS, IN WHICH CASE THE TERM “CUSTOMER” SHALL REFER TO STATED ENTITY AND ITS AFFILIATES.

1. DEFINITIONS

“Affiliate” means any person or entity that, directly or indirectly, controls, is controlled by, or is under common control with the subject entity; “control” (including, with its correlative meanings, “controlled by” and “under common control with”) means possession, directly or indirectly, of the power to direct or cause the direction of management or policies (whether through ownership of securities or partnership or other ownership interests, by contract or otherwise).

“Customer” or “You” mean an individual consumer or a legal entity who activates the Product provided by iSpring and assumes payment responsibility for iSpring.

“Initial Term” means the first Subscription Term, as reflected in the invoicing terms specified in the applicable invoicing or packaging for the Product.

“iSpring” means:
iSpring Software Private Limited, a company registered under the laws of India, with its principal place of business at Harsh Villa, Plot No. 157, RSC Road No. 50, Gorai 2, Borivali West, Mumbai, Mumbai City, Maharashtra, India, 400092, for Customers located in India.

“License Agreement” means the end-user license agreement, web services subscription agreement or other standard customer agreement set forth by iSpring and applicable to iSpring Products which form part of these Purchase Terms.

“Personal Data” means any information relating to an identified or identifiable natural person.

“Product” means any software program, web service or service made available by iSpring for purchase, unless otherwise expressly stated in these Purchase Terms. The use of Product by Customer is governed by the applicable License Agreement.

“Privacy Policy” means iSpring Privacy Policy available, which may be updated from time to time.

“Renewal Term(s)” means successive renewal periods during which the Customer subscribes to the Product.

“Subscription Term” means the term specified in an applicable invoicing or packaging for the Product, during which the Customer subscribes to the Product.

You hereby accept these Purchase Terms by placing your order for Product with iSpring.

For orders placed online on iSpring Site, the entity with which Customer is contracting is shown on the payment page.

For orders placed by email, the entity with which Customer is contracting is shown on an invoice issued to Customer by iSpring.

Orders placed by Customer with iSpring authorized resellers available at https://www.ispringsolutions.com/resellers are subject to terms and conditions of purchase set
forth by that reseller.

2. ORDER PLACEMENT AND ACCEPTANCE

You may place an order with iSpring:

A. online on iSpring Site; or

B. by email at sales@ispring.com.

You can modify order details before acceptance of Customer's order by iSpring by submitting a written notice to iSpring. English is the preferred language for order-related enquiries.

Any order is not binding upon iSpring until accepted by iSpring. Any additional or conflicting
terms on an order will not apply unless specifically agreed to in a separate written agreement
signed by iSpring.

3. FEES AND PAYMENT TERMS; REFUNDS

3.1. The Customer shall pay fees for the Products in the amounts and payable on the terms
set forth in the applicable invoicing terms.

The fees may be made by Customer through use of an authorized credit card or, if agreed to by
iSpring, by another method of payment. iSpring accepts major debit and credit cards
(collectively, “Payment cards”) for online orders via third-party payment gateway providers.

iSpring sets the prices for Products in Indian Rupees (INR) by default. The Customer
undertakes to make payment of invoices, in the currency stated on the invoice.

iSpring reserves the right to change the prices or applicable charges upon fifteen (15) days prior
notice to Customer (which may be sent by email to the address Customer has most recently
provided to iSpring).

Special prices are available for users located India when purchasing via Indian bank accounts.

iSpring is not responsible for any (i) payment failure resulting from inaccurate payment card
details provided by Customer when placing an online order, (ii) any restrictions applicable to
payment card by Customer's bank, (iii) payment gateway failure, or (iv) misuse, abuse,
unauthorized use, or fraudulent use of Payment cards.

Unless otherwise provided in the applicable invoicing terms, the Product is purchased as
Subscription for the term specified in the applicable invoicing or packaging for the Product
(the “Subscription Term”).

3.2. Automatic Subscription Renewals. To allow payment for the Initial Term of a
Subscription, valid Payment card information is due at the time of purchase. Customer agrees
that the Payment card specified by Customer for Automatic Subscription Renewals is, and will
continue to be, an account that Customer owns or is otherwise legally authorized to use, and
that Customer will maintain sufficient availability under Customer's credit card limit, or
sufficient funds in the account linked to Customer's debit card, as applicable, to make
payments.

A purchased Subscription will renew automatically at the end of the Initial Term (the “Billing
Date”) and at the end of each term thereafter unless and until Customer gives notice of his/her
intention to terminate a purchased Subscription pursuant to these Purchase Terms. If Customer
does not give iSpring notice of such intention, Customer’s Payment card will be charged for
the renewal term of a purchased Subscription on Customer’s Billing Date. Unless otherwise
notified in advance by iSpring pursuant to these Purchase Terms, the renewal charge will be
equal to the original purchase price for a Subscription.

3.3. Notice of Automatic Renewal. If applicable, iSpring will send a reminder email to the
email address of record for Customer’s account approximately one week before Customer’s
Billing Date. Customer acknowledges and agrees that this notice is provided as a courtesy only,
and iSpring is not obligated or required to provide such notice. Customer acknowledges and
agrees that (i) Customer’s failure to read, (ii) inability to receive, or (iii) the failure of iSpring
to send the email does not create any liability on the part of iSpring.

3.4. TERMINATION AND CANCELLATION POLICY.

a) By iSpring.

(i) If payment is not made on the Billing Date, as described above, Customer will have until
the one (1) month anniversary of Customer’s Billing Date to correct the Payment card
information on file and post a payment to Customer’s Subscription. If after the expiration of
this grace period Customer has not made any payment on Customer’s Subscription, Customer’s
non-payment may result in suspension of the Product to Customer and subsequent termination
of Customer’s Subscription.

(ii) If payment cannot be charged to a Customer’s Payment card or Customer’s charge is
returned for any reason, including through a chargeback, iSpring reserves the right, in its sole
and absolute discretion, to suspend or terminate Customer’s access and account, thereby
terminating the Subscription. If a charge made to a Customer's Payment card is declined,
iSpring may make up to five (5) attempts to bill that card over a thirty (30) day period.

(iii) If Customer wishes to reactivate his/her Subscription after such termination, there will be
no setup or reactivation fees, provided, however, accounts terminated for non-payment will be
reactivated only on receipt of the full amount past due and a written request to reinstate the
account. When an expired account is reactivated, the new term begins on the date of
reactivation. When an expired Subscription is reactivated, the new term begins on the date of
reactivation.

(iv) iSpring reserves the right to cancel automatic renewals upon fifteen (15) days prior notice
to Customer (which may be sent by email to the address Customer has most recently provided
to iSpring).

b) Cancellation by Customer. Customers will have the right to cancel his/her Subscription by
calling iSpring Customer Care Center at +911171279941. After such cancellation, Customer’s
Subscription will remain active until the end of then-applicable period.

In relation to other forms of payment, iSpring accepts offline orders from corporate Customers.
Orders can be paid by bank transfer within 30 days (payable within 30 days from the date
Products are delivered), unless otherwise specified by iSpring.

3.5.REFUNDS. Except as otherwise in these Purchase Terms or in the invoicing terms, (i) fees
are based on the Product purchased and not actual usage, (ii) payment obligations are noncancelable and fees paid are non-refundable, and (iii) quantities purchased cannot be decreased
during the relevant Subscription Term.

Except as otherwise set forth in these Purchase Terms, in the event of early termination of the
Subscription, the Customer shall not be entitled to a refund of any prepaid fees.

iSpring has a 30-day money-back guarantee for a lifetime license of iSpring desktop Products.
If the Customer wants a refund for an iSpring desktop Product Subscription, the Customer shall
provide iSpring with detailed information about the reasons the Product didn’t help the
Customer achieve his/her learning goals.

Any refund request following the Product purchase date will be subject to prior authorization
by iSpring, and acceptance of such request shall be at the sole discretion of iSpring, unless
otherwise provided by applicable law.

iSpring Support Team will try their best to resolve the issue. If the solution is not found, the
Product doesn’t work correctly or doesn’t fit the Customer’s learning objectives, e.g., doesn’t
support the PowerPoint transition effects or animations that the Customer uses in his/her
learning materials, iSpring will refund the payment and credit the amount to the Customer’s
bank account within 5-7 working days as of the acceptance of the Customer’s request for
refund.

Products purchased during special offers are not covered by the money-back guarantee, nor are
any of our SaaS products like iSpring Learn. You are welcome to try out the features and
options of our SaaS products during the 14-day free trial to make sure they meet your
requirements perfectly.

If a Product shows any defects or does not function properly, Customer may contact iSpring
here:

For Product support: support@ispring.com

For Sales support: sales@ispring.com

4. PRODUCT DELIVERY

All iSpring Products available on the Site, are delivered electronically. Any details necessary
to enable Customer to download and/or use the purchased Product will be delivered by iSpring
to Customer via email to the email address provided by Customer. Customer is responsible for
providing iSpring with a valid email address for delivery purposes.

Should iSpring Products not be delivered immediately, iSpring will use its commercially
reasonable efforts to deliver Products purchased by Customer within 2 (two) business days of
the order acceptance, unless otherwise provided by any agreement between iSpring and
Customer. iSpring shall not be liable for any failure to deliver Product within this timeframe.
Products shall be deemed delivered to Customer immediately or on the date when iSpring sends
a Product email to the email address provided by Customer. iSpring shall not be liable for any
failure to deliver Product to Customer due to non-delivery of an email message concerning
Product.

5. SPECIAL OFFERS, PROMOTIONS; DISCOUNTS AND SPECIAL PROGRAMS

5.1. iSpring in its sole discretion may hold special offers, promotions and provide discounts
programs on its Products, provided within a limited period of time and under special price
conditions. By purchasing a Product at a special price, the Customer agrees to the terms and
conditions for the price and payment.

5.2. Special Offer means a temporary price reduction for a particular Product of iSpring, which
is stated to apply for a limited and predefined period and where the price immediately on expiry
of that period is not higher than the price immediately before the start of that period.

5.3. Promotions mean active advertising of the Product on specific territory within a limited
period by the best legal and appropriate means in order to ensure the growth of market share
of the particular Product on specific territory.

5.4. From time to time iSpring in its sole discretion may develop and market special discount
programs. Customers will have the right, but not the obligation, to participate in these
programs. iSpring notifies its Customers of the creation and provisions of Discounts and
Special Programs on its Sites. Customers may opt in a Discount or a Special Program within
the period of time specified therein. Customers who did not get in, will not be entitled to the
benefits of that program. iSpring will establish the Discounts and Special Programs in its sole
discretion, and will not consult or confer with Customers with respect to the nature, content or
amount of any discount established pursuant to any program. Please contact iSpring at
sales@ispring.com to apply for a Discount or a Special Program.

5.5. Subscription Renewals of the Products Purchased Under a Special Offer or a
Promotion. The price of the Products purchased under a Special Offer or a Promotion is valid
during the Subscription Term. Customer hereby agrees and acknowledges that the renewal
price for such Subscription will be equal to the purchase price for a Subscription valid on the
next Billing Date.

6. TAXES AND DEDUCTIONS

iSpring Product prices do not include goods and services tax (GST). If and when iSpring has
the legal obligation to collect GST, iSpring will invoice Customer the amount of such taxes,
and Customer will pay such amount unless Customer provides iSpring with a valid GST
number.

iSpring reserves the right to use any e-Commerce reseller, such as PayPro Global as its
commissioner to invoice Customers. Notwithstanding the foregoing, iSpring remains
Customer's counterparty and no other provisions of these Purchase Terms shall be affected.

Customer bears the sole responsibility for any withholding tax liabilities, and no deductions
shall be made by Customer from the amount payable to iSpring, PayPro Global under any
invoice.

By submitting Your order, you acknowledge that You are purchasing from PayPro Global, Inc.
an iSpring authorized e-Commerce reseller. PayPro Global will charge GST on its behalf.

You can pay without entering your GST number. To apply for reimbursement of the GST after
the purchase, You need to have a valid GST number. In order to get your tax back after the
payment, you need to send a scan of your valid GST certificate to
accounting@payproglobal.com and PayPro Global will refund the tax to you within 24 hours.

Customers shall cover all fees and processing expenses for chargebacks, frauds, and refunds.

Any correction to an invoice for tax reasons (in particular based on the provision of Customer's
GST number) shall be requested by Customer by the 7th day of the month following the month
when the affected invoice was issued, at the latest. iSpring reserves the right to request any
supporting document relating to the requested correction and/or reject any such request if
received after this date.

7. OVERDUE PAYMENTS; TEMPORARY SUSPENSION FOR NON-PAYMENT

The Products are billed in advance on the payment terms specified in the applicable invoicing
or packaging for the Products. Interest on overdue payments shall be payable according to
applicable law. After the Initial Term, and at the beginning of each Renewal Term thereafter,
the fees for such upcoming Renewal Term shall be revised to reflect iSpring then-current fees
for the applicable Product. If any amount owing by is thirty (30) or more days overdue, iSpring
may, without limiting other rights and remedies, accelerate Customer’s unpaid fee obligations
so that all such obligations become immediately due and payable, and suspend the Product to
Customer until such amounts are paid in full.

iSpring will give Customer at least 7 days’ prior notice that Customer’s Product is overdue
before suspending the Product to Customer. In addition, iSpring may terminate a Subscription,
delete and destroy the Customer’s content and to immediately terminate the Subscription in the
event of overdue payments in excess of thirty (30) days.

8. SUPPORT

If a Product shows any defects or does not function properly, the Customer may contact iSpring
here:

For Product support: support@ispring.com

For Sales support: sales@ispring.com

iSpring will use commercially reasonable efforts to provide Customer with email and telephone
24-hour, 7-day-a-week support for the Products in accordance with its standard practices.

9. MISCELLANEOUS

9.1. No terms and conditions other than the terms and conditions contained herein shall be
binding upon iSpring, unless explicitly accepted by iSpring in writing and signed by a duly
authorized representative of iSpring. If Customer's terms and conditions of purchase are
different from, or are in addition to, these Purchase Terms, these Purchase Terms shall prevail
and Customer's terms are hereby rejected, unless otherwise explicitly agreed in writing with
iSpring.

These Purchase Terms are subject to change at any time by iSpring by posting the updated
Purchase Terms on iSpring Sites.

Customers declare having had sufficient opportunity to review these Purchase Terms,
understood the content of all of their clauses, negotiated their terms, and sought independent
professional legal advice in that respect, before accepting these Purchase Terms. Consequently,
any statutory “form contracts” (“adhesion contracts’) regulations shall not be applicable to
these Purchase Terms.

9.2. Governing Law.

This Agreement is governed by the laws of India. Any dispute arising under or in connection
with this Agreement between the Customer and iSpring Software Private Limited shall
exclusively be resolved in a court of competent jurisdiction located in Mumbai, India.

To the extent permitted by law, the provisions of this Agreement shall supersede any provisions
of the Uniform Commercial Code as adopted or made applicable to the Products in any
competent jurisdiction. These Purchase Terms shall not be governed by the United Nations
Convention on Contracts for the International Sale of Goods, the application of which is
expressly disclaimed and excluded.

9.3. Assignment. iSpring reserves the right (and Customer grants its consent with it) to
assign or otherwise transfer the agreement based on these Purchase Terms or any rights or
obligations under these Purchase Terms, in whole or in part, without further Customer's consent
to any iSpring Affiliate or subsidiary. If the foregoing is in breach of applicable consumer laws,
individual consumers have the right to terminate their contract with iSpring.

10.4 Force-Majeure. Any delay in or failure of performance by either party under this
agreement will not be considered a breach of this agreement and will be excused to the extent
caused by any occurrence beyond the reasonable control of such party including but is not
limited to, acts of God, incidences of terrorism, war or riots, labor strikes or civil disturbances,
floods, earthquakes, fire, explosions, epidemics, hurricanes, tornadoes, governmental actions
and restrictions, work delays caused by waiting for utility providers to service or monitor or
provide access to utility poles to which the cable operator's facilities are attached or to be
attached or conduits in which the cable operator's facilities are located or to be located, and
unavailability of materials or qualified labor to perform the work necessary. The time of
performance hereunder is extended by a period of time lost because of such delay.
Notwithstanding any other provisions of this section, should the Force Majeure Event last for
more than three (3) months, the non-affected party may terminate this Agreement immediately
upon written notice to the affected party.

10. PERSONAL DATA

In connection with purchase of Products by Customer, iSpring and iSpring Affiliates will
process Customer's Personal Data for the following purposes:

1. Processing of orders and provision of Products;

2. Conducting market research, conducting retention and customer satisfaction surveys, conducting marketing activities (including through email newsletters, social media and onsite/offsite and online/offline advertisement), conducting sales activities (including analyzing your Personal Data and your use of iSpring Products for making (personalized) offers and quotes with the aim of entering into a customer relationship, and/or maintaining, renewing or expanding a customer relationship);

3. Communicating with Customers (a) to provide information about Products of iSpring and affiliated companies, (b) to provide information about offers, orders, provision of Products, order status and payment, (c) to provide support and maintenance services, (d) to handle complaints, and (e) to answer questions from (potential) customers.

4. Investigating and processing suspected violations of acceptable use of iSpring Products;

5. Complying with statutory obligations, including (a) provision of data to authorized authorities in the context of criminal investigations, (b) complying with (applicable) data retention obligations, and (c) the provision to third parties of Personal Data concerning customers in connection with an infringement of these third parties’ rights.

Customers may object to processing of Customer's Personal Data for the purposes 2 to 4 above
at any time. More detailed information about personal data processing for the above-mentioned
purposes and about Customer's rights can be found in iSpring Privacy Policy.

For any questions regarding these Purchase Terms, please contact us at sales@ispring.com.