Terms of Service

1. Acceptance of Terms

1.1 Agreement to Terms

These Terms of Service ("Terms") constitute a legally binding agreement between you and Sofiven-FZCO (License No. 33117, Dubai Silicon Oasis, owner and operator of Neosori) ("we," "us," or "our") governing your access to and use of the Neosori application (the "Service"). By accessing or using the Service, you acknowledge that you have read, understood, and agree to be bound by these Terms and our Privacy Notice.

1.2 Eligibility

The Service is intended exclusively for:

• Educational Institutions: Schools, Montessori programs, and authorized educational organizations
• Educational Professionals: Montessori Guides, Tutors, and School Administrators who are at least 18 years of age
• System Administrators: Authorized personnel managing the platform

The Service is NOT intended for direct use by students or children. If you do not meet these eligibility requirements, you must not access or use the Service.

1.3 Authority to Agree

By using the Service on behalf of an educational institution, you represent and warrant that you have the legal authority to bind that institution to these Terms. School Administrators represent that they have obtained all necessary authorizations, consents, and approvals required by applicable law to use the Service and process student data.

1.4 Modifications to Terms

We reserve the right to modify these Terms at any time. Material changes will be communicated via email to registered users at least 30 days before the effective date. Your continued use of the Service after changes take effect constitutes acceptance of the modified Terms. If you do not agree to modified Terms, you must discontinue use of the Service.

2. Description of Service

2.1 Core Functionality

Neosori provides a web-based platform for Montessori educational record-keeping, including:

• Student Observation Management: Create, view, edit, and track detailed developmental observations based on Montessori methodology
• Absenteeism Tracking: Record and manage student absences with date ranges and descriptions
• Environment Management: Organize students and guides into educational environments (classrooms)
• Guide-Tutor Communication: Secure messaging system for educational coordination
• Meeting Coordination: Schedule and manage meetings between guides and tutors with email notifications
• School Administration: Manage users, environments, and academic periods at the school level

2.2 Role-Based Access

The Service provides different access levels based on user roles:

• System Administrators: Manage schools and system-wide settings
• School Administrators: Manage users, environments, and settings within their school
• Montessori Guides: Create observations, manage absenteeism, communicate with tutors, schedule meetings for assigned students
• Tutors: View observations (except private ones), view absenteeism, communicate with guides, view meetings for assigned students

2.3 Service Limitations

The Service is provided "as is" and "as available." We do not guarantee uninterrupted, error-free, or secure operation. The Service may be subject to limitations, delays, and other problems inherent in internet and electronic communication systems.

3. User Accounts and Registration

3.1 Account Creation

• Invitation-Based Registration: New users (guides, tutors, school administrators) receive email invitations with time-limited tokens (7-day validity)
• Account Activation: Users must set a password to activate their account before the invitation expires
• Accurate Information: You must provide accurate, current, and complete information during registration and maintain the accuracy of this information
• Single Account: Each user may maintain only one active account per email address

3.2 Account Security

You are responsible for:

• Maintaining the confidentiality of your password and account credentials
• All activities that occur under your account, whether authorized or not
• Notifying us immediately of any unauthorized access or security breach
• Using strong, unique passwords and enabling two-factor authentication (OTP) when available
• Not sharing your account credentials with any other person
• Logging out after each session, especially on shared or public computers

3.3 Account Suspension and Termination

We reserve the right to suspend or terminate your account immediately, without prior notice, if:

• You violate these Terms or our Privacy Notice
• You engage in fraudulent, abusive, or illegal activities
• Your account poses a security risk to the Service or other users
• You fail to comply with educational privacy laws (COPPA, FERPA, GDPR, etc.)
• Your School Administrator requests deactivation
• Required by law or court order

4. User Responsibilities and Acceptable Use

4.1 Permitted Use

You may use the Service only for:

• Legitimate educational record-keeping and student assessment purposes
• Professional communication between guides and tutors regarding student progress
• Administrative management of educational programs
• Activities expressly authorized by your role and assignments

4.2 Prohibited Use

You must NOT:

• Access Unauthorized Data: Attempt to access data, accounts, or systems you are not authorized to access based on your role
• Compromise Security: Circumvent, disable, or interfere with security features or access controls
• Misuse Student Data: Share, sell, or disclose student information outside the Service except as legally required or authorized
• Create False Records: Enter knowingly false, misleading, or inaccurate information in observations or other records
• Harass or Abuse: Use the messaging system to harass, threaten, or abuse other users
• Distribute Malware: Upload or transmit viruses, malware, or malicious code
• Reverse Engineer: Decompile, reverse engineer, or attempt to extract source code from the Service
• Automate Access: Use bots, scrapers, or automated tools without prior written permission
• Overload Systems: Place unreasonable or disproportionately large loads on our infrastructure
• Violate Laws: Use the Service in any manner that violates applicable laws, regulations, or third-party rights

4.3 Professional Conduct

All users must maintain professional standards appropriate to educational settings. Observations and communications must be objective, respectful, and focused on educational assessment. Personal opinions, bias, or discriminatory content is prohibited.

4.4 Compliance with Educational Privacy Laws

Users must comply with all applicable educational privacy laws, including but not limited to:

• COPPA (Children's Online Privacy Protection Act) in the United States
• FERPA (Family Educational Rights and Privacy Act) in the United States
• GDPR (General Data Protection Regulation) in the European Union
• PIPEDA (Personal Information Protection and Electronic Documents Act) in Canada
• Other applicable national, state, or local educational privacy regulations

5. Educational Data and Content

5.1 User-Generated Content

"User Content" includes all observations, absenteeism records, messages, meeting notes, and other information you create, upload, or transmit through the Service. You retain ownership of your User Content, subject to the license granted below.

5.2 License to User Content

By submitting User Content, you grant us a limited, non-exclusive, royalty-free license to:

• Store and process your User Content on our servers (Supabase PostgreSQL database)
• Display your User Content to authorized users within the role-based access system
• Transmit your User Content via email notifications (meeting invitations)
• Create backups and ensure data integrity
• Comply with legal obligations and respond to lawful requests

This license terminates when you delete your User Content or when your account is terminated, except for content that must be retained for legal or educational record-keeping requirements.

5.3 Responsibility for User Content

You represent and warrant that:

• You have all necessary rights, permissions, and consents to submit User Content
• Your User Content does not violate any laws, regulations, or third-party rights
• Your User Content is accurate, professional, and appropriate for educational purposes
• You have obtained required parental/guardian consent for student data where applicable

5.4 Student Data Ownership

Student educational records, including observations and assessments, are owned by the educational institution (school) using the Service, not by individual users. Schools are responsible for:

• Determining retention periods for educational records
• Providing parents/guardians with access to their child's records as required by law
• Ensuring proper authorization for data collection and processing
• Managing data deletion requests in accordance with applicable laws

5.5 Prohibited Content

User Content must not contain:

• Discriminatory, defamatory, or harassing material
• Personally identifiable health information (PHI) beyond educational assessments
• Content that violates student or family privacy rights
• Copyrighted material used without permission
• Malicious code, viruses, or harmful software

6. Intellectual Property Rights

6.1 Service Ownership

The Service, including all software, code, designs, graphics, interfaces, and documentation (excluding User Content), is owned by Sofiven-FZCO and protected by copyright, trademark, and other intellectual property laws. These Terms do not grant you any ownership rights to the Service.

6.2 Trademarks

"Neosori" and related logos, trademarks, and service marks are property of Sofiven-FZCO. You may not use these marks without our prior written permission.

6.3 Feedback and Suggestions

If you provide feedback, suggestions, or ideas about the Service, you grant us a perpetual, irrevocable, worldwide, royalty-free license to use, modify, and incorporate such feedback without any obligation to you.

6.4 Third-Party Services

The Service uses third-party technologies (Next.js, React, Ant Design, Prisma, etc.) licensed under their respective open-source licenses. These licenses do not grant rights to the Neosori Service itself.

7. Service Availability and Modifications

7.1 Service Availability

We strive to provide reliable access to the Service but do not guarantee uninterrupted availability. The Service may be unavailable due to:

• Scheduled maintenance (announced in advance when possible)
• Emergency maintenance and security updates
• Third-party service provider outages (Vercel, Supabase, etc.)
• Force majeure events beyond our reasonable control
• Network or internet connectivity issues

7.2 Service Modifications

We reserve the right to modify, suspend, or discontinue any aspect of the Service at any time, with or without notice. We will make reasonable efforts to notify School Administrators of material changes that significantly impact functionality.

7.3 Data Backup and Export

While we implement backup procedures, you are responsible for maintaining your own copies of important data. Upon request, we will provide data export capabilities to School Administrators in machine-readable format (JSON or CSV) for data portability.

7.4 No Warranty

THE SERVICE IS PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, OR COURSE OF PERFORMANCE. WE DO NOT WARRANT THAT THE SERVICE WILL BE UNINTERRUPTED, ERROR-FREE, SECURE, OR FREE FROM VIRUSES OR OTHER HARMFUL COMPONENTS.

8. Limitation of Liability

8.1 Disclaimer of Damages

TO THE MAXIMUM EXTENT PERMITTED BY LAW, WE SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, OR ANY LOSS OF PROFITS, REVENUE, DATA, OR USE, INCURRED BY YOU OR ANY THIRD PARTY, WHETHER IN AN ACTION IN CONTRACT OR TORT, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

8.2 Limitation of Liability Cap

OUR TOTAL LIABILITY TO YOU FOR ALL CLAIMS ARISING OUT OF OR RELATED TO THE SERVICE OR THESE TERMS, WHETHER IN CONTRACT, TORT, OR OTHERWISE, SHALL NOT EXCEED THE GREATER OF (A) THE AMOUNTS PAID BY YOU TO US IN THE 12 MONTHS PRECEDING THE CLAIM, OR (B) $100 USD.

8.3 Exclusions

Some jurisdictions do not allow the exclusion or limitation of certain warranties or damages. In such jurisdictions, our liability will be limited to the greatest extent permitted by law.

8.4 Basis of the Bargain

You acknowledge that the limitations of liability in this Section 8 are fundamental elements of the agreement between you and us, and the Service would not be provided without such limitations.

9. Indemnification

You agree to indemnify, defend, and hold harmless Sofiven-FZCO, its affiliates, officers, directors, employees, agents, and licensors from and against any claims, liabilities, damages, losses, costs, expenses, or fees (including reasonable attorneys' fees) arising from:

• Your violation of these Terms or our Privacy Notice
• Your violation of any law, regulation, or third-party rights
• Your User Content, including any claims of defamation, privacy violation, or copyright infringement
• Your unauthorized use of the Service or access to unauthorized data
• Your failure to obtain required consents or authorizations for student data
• Any negligent or willful misconduct in your use of the Service

We reserve the right to assume exclusive defense and control of any matter subject to indemnification by you, at your expense.

10. Privacy and Data Protection

10.1 Privacy Notice

Your use of the Service is governed by our Privacy Notice, which is incorporated into these Terms by reference. Please review our Privacy Notice at /privacy to understand our data collection, use, and protection practices.

10.2 Student Data Protection

We act as a "service provider" or "data processor" for schools using the Service. We process student data solely on behalf of and according to the instructions of the school. We do not:

• Sell or rent student data to third parties
• Use student data for advertising or marketing purposes
• Build profiles of students for non-educational purposes
• Share student data except as required by law or school authorization

10.3 Data Processing Agreements

Schools subject to GDPR or similar regulations requiring data processing agreements may contact us at schools@neosori.com to execute appropriate Data Processing Agreements (DPAs) or Standard Contractual Clauses (SCCs).

10.4 Security Breach Notification

In the event of a security breach involving personal data, we will notify affected schools and users in accordance with applicable law and within the timeframes required by law (typically 72 hours for GDPR-covered incidents).

11. Termination

11.1 Termination by You

You may terminate your account at any time by contacting your School Administrator. School Administrators may terminate their school's subscription by providing 30 days' written notice to support@neosori.com.

11.2 Termination by Us

We may suspend or terminate your access to the Service immediately, without prior notice or liability, for any reason, including but not limited to:

• Violation of these Terms or our Privacy Notice
• Non-payment of fees (if applicable)
• Fraudulent, abusive, or illegal activity
• Security threats or unauthorized access attempts
• Request from law enforcement or regulatory authorities
• Discontinuation of the Service

11.3 Effect of Termination

Upon termination:

• Your right to access and use the Service immediately ceases
• Your account will be deactivated (isActive = false)
• We will retain data as required by law or educational record retention policies
• Upon request, we will provide data export or permanent deletion within 30 days, subject to legal obligations
• Cascade deletion policies will remove associated data (observations, messages, meetings) as appropriate

11.4 Survival

Sections of these Terms that by their nature should survive termination shall survive, including but not limited to intellectual property provisions, limitation of liability, indemnification, and dispute resolution provisions.

12. Dispute Resolution and Governing Law

12.1 Governing Law

These Terms shall be governed by and construed in accordance with the laws of [Your Jurisdiction], without regard to its conflict of law provisions. You agree to submit to the personal jurisdiction of the courts located in [Your Jurisdiction] for the resolution of any disputes.

12.2 Informal Resolution

Before filing any legal claim, you agree to first attempt to resolve the dispute informally by contacting us at support@neosori.com with a detailed description of the dispute. We will attempt to resolve the dispute within 60 days.

12.3 Arbitration Agreement (Optional)

[If applicable: Include arbitration provisions, class action waiver, and dispute resolution procedures. Consult with legal counsel to determine if arbitration is appropriate for your jurisdiction and business model.]

12.4 Equitable Relief

You acknowledge that any breach of these Terms may cause irreparable harm for which monetary damages are inadequate. We may seek equitable relief, including injunction and specific performance, without proving actual damages.

13. General Provisions

13.1 Entire Agreement

These Terms, together with our Privacy Notice, constitute the entire agreement between you and Sofiven-FZCO regarding the Service and supersede all prior agreements, understandings, and communications, whether written or oral.

13.2 Severability

If any provision of these Terms is found to be invalid, illegal, or unenforceable, the remaining provisions shall continue in full force and effect. The invalid provision shall be modified to the minimum extent necessary to make it valid and enforceable.

13.3 Waiver

Our failure to enforce any right or provision of these Terms shall not constitute a waiver of such right or provision. No waiver shall be effective unless in writing and signed by our authorized representative.

13.4 Assignment

You may not assign or transfer these Terms or your rights hereunder without our prior written consent. We may assign these Terms to any affiliate or successor in interest without restriction. Any prohibited assignment shall be null and void.

13.5 Force Majeure

We shall not be liable for any failure or delay in performance due to circumstances beyond our reasonable control, including acts of God, war, terrorism, riots, embargoes, acts of civil or military authorities, fire, floods, accidents, pandemics, network infrastructure failures, strikes, or shortages of transportation, facilities, fuel, energy, labor, or materials.

13.6 Export Compliance

You agree to comply with all applicable export and import laws and regulations. You represent that you are not located in a country subject to a U.S. Government embargo or designated as a "terrorist supporting" country.

13.7 No Third-Party Beneficiaries

These Terms do not create any third-party beneficiary rights. Only you and Sofiven-FZCO have the right to enforce these Terms.

13.8 Language

These Terms are drafted in English. If translated into other languages, the English version shall prevail in case of any inconsistency or conflict.

14. Contact Information

For questions, concerns, or notices regarding these Terms, please contact us:

Response Time: We aim to acknowledge all inquiries within 48 hours and provide substantive responses within 10 business days.

15. Acknowledgment

BY ACCESSING OR USING THE SERVICE, YOU ACKNOWLEDGE THAT YOU HAVE READ THESE TERMS OF SERVICE AND OUR PRIVACY NOTICE, UNDERSTAND THEM, AND AGREE TO BE BOUND BY THEM. IF YOU DO NOT AGREE TO THESE TERMS, YOU MUST NOT ACCESS OR USE THE SERVICE.

IF YOU ARE ACCEPTING THESE TERMS ON BEHALF OF AN EDUCATIONAL INSTITUTION, YOU REPRESENT AND WARRANT THAT YOU HAVE THE AUTHORITY TO BIND THAT INSTITUTION TO THESE TERMS.

These Terms were last updated on February 11, 2026. Continued use of the Service after this date constitutes acceptance of these Terms.