Terms of Service.

These Terms of Service ("Terms," "Agreement") constitute a legally binding contract between Sanothimi Private Limited ("Company," "we," "us," "our"), registered in Nepal with registration number 294812/080/081, and the educational institution ("School," "Client," "you") that subscribes to and uses the SchoolSathi software platform. SchoolSathi is a cloud-based school management software (SaaS) designed specifically for schools and educational institutions in Nepal. It provides features including student management, fee collection, examination management, staff HR, transport management, and financial accounting. BY CLICKING "I AGREE," SIGNING A SUBSCRIPTION AGREEMENT, OR USING SCHOOLSATHI IN ANY WAY, YOU CONFIRM THAT YOU HAVE READ, UNDERSTOOD, AND AGREE TO BE BOUND BY THESE TERMS. IF YOU DO NOT AGREE, DO NOT USE SCHOOLSATHI. The authorized representative who registers the School's account confirms they have authority to bind the School to these Terms.

"SchoolSathi" refers to the school management software platform operated by the Company, including the web application, APIs, mobile applications, and all associated services. "Account" refers to the School's registered account on SchoolSathi, identified by a unique School Code. "Subscription" refers to the paid access plan that allows a School to use SchoolSathi for a defined period. "Subscription Fee" refers to the monthly or annual payment made by the School for access to SchoolSathi. "School Data" refers to all data entered, uploaded, or generated by the School within SchoolSathi, including student records, staff records, financial records, and exam data. "User" refers to any individual — school admin, teacher, accountant, receptionist, or other staff — who accesses SchoolSathi using credentials provided by the School. "Super Admin" refers to Company personnel with platform-level administrative access. "Downtime" refers to periods when SchoolSathi is inaccessible due to technical issues, maintenance, or other causes. "Fiscal Year" means the Nepal fiscal year running from 1st Shrawan to 31st Ashadh.

2.1.1 To use SchoolSathi, a School must complete the registration process, provide accurate institutional information, and agree to these Terms. 2.1.2 The School must designate at least one School Admin who will be responsible for managing the account. 2.1.3 Registration info (PAN, address) must be accurate and complete. 2.2.1 The School is responsible for maintaining the security and confidentiality of all login credentials for all Users under their account. 2.2.2 The School must immediately notify us at support@sanothimi.com.np if unauthorized access is suspected. 2.3.1 Upon registration, the Company assigns a unique School Code (e.g., "SDS001") which is permanent. 2.4.2 The School is responsible for all actions taken by Users under the School's account. User accounts must be deactivated promptly when a staff member leaves.

3.1 Basic Plan: Student management, fee collection, basic attendance/exams. (Up to 200 students). 3.1 Standard Plan: All Basic + full exam module, staff management, payroll, transport. (201–500 students). 3.1 Premium Plan: All Standard + full accounting (double-entry), IRD compliance, analytics, API access. (501+ students). 3.1 Custom Enterprise: Negotiated for multi-branch or very large populations. 3.2.1 Subscriptions are monthly or annual. Annual cycles are billed in advance with a discount. 3.2.4 Payment via: eSewa, Khalti, bank transfer, cheque, or cash. 3.3.2 If payment is not received within 15 days of the due date, the account may be placed in read-only mode. 3.3.3 If payment is not received within 30 days, the account may be suspended. 3.5.2 Annual subscriptions cancelled within 14 days receive a pro-rated refund minus a 10% fee. No refunds after 14 days.

4.1 Subject to compliance, the Company grants you a limited, non-exclusive, non-transferable, revocable license to access SchoolSathi solely for managing your school operations. 4.2.1 You may NOT copy, modify, distribute, sell, or lease any part of SchoolSathi. 4.2.2 You may NOT reverse engineer, decompile, or attempt to derive the source code. 4.3.1 SchoolSathi, its design, algorithms, and features, are owned exclusively by Sanothimi Private Limited. 4.4.1 All School Data entered into the system belongs to you (The School). The Company does not claim ownership of your data.

5.1 Use must comply with Nepal laws: Education Act, Labour Act, Individual Privacy Act, Electronic Transactions Act. 5.2.2 You must not knowingly enter false, misleading, or inaccurate information. 5.3.1 You must handle student data with highest confidentiality and protect it from unauthorized persons. 5.5.2 You must ensure IRD-compliant invoice numbers are sequential and never skipped. 5.5.4 Financial records must be verified by your authorized accountant before regulatory submission.

6.1.1 Target 99% monthly uptime, excluding scheduled maintenance. 6.2.1 Routine maintenance performed between 11:00 PM and 4:00 AM NPT with 24h notice. 6.4.1 Support via: email (support@sanothimi.com.np), WhatsApp (+977-985124XXXX), and Phone. 6.4.2 Support hours: Sunday – Friday, 9:00 AM – 6:00 PM NPT. 6.4.3 Response targets: Critical (2 hours), High (8 hours), Medium (2 business days).

7.2.1 Automated daily backups with 30-day retention. 7.3.1 Export data anytime using PDF, Excel (XLSX), or JSON functions. 7.4.1 Upon expiry, account is read-only for 90 days. 7.4.3 After 90 days of expiry, all School Data is PERMANENTLY deleted and cannot be recovered.

8.1.1 SchoolSathi source code, design, and architecture are the exclusive IP of Sanothimi Private Limited. 8.1.3 "SchoolSathi" and "Sanothimi" are registered trademarks. 8.2.1 Schools retain ownership of all student records, financial data, and institutional branding assets.

9.1 Mutual obligation to keep non-public info confidential. 9.2 Company ensures all employees and contractors with data access are bound by strict legal confidentiality obligations. 9.4 Confidentiality doesn't apply to info required by Nepal law or court order.

10.1 Company warrants substantial performance as documented. 10.2.1 SchoolSathi is provided "AS IS" beyond express warrants. 10.2.3 Company does NOT warrant tax computed by system is compliant without accountant verification.

11.1 Total liability shall not exceed subscription fees paid in the 3 months preceding the claim. 11.2 Company is NOT liable for data loss from User actions, or indirect/consequential damages. 11.2.7 No liability for unauthorized access due to School's failure to secure credentials.

Neither party is liable for delays caused by circumstances beyond control: earthquakes, floods, Nepal govt emergency actions, or nationwide infrastructure failure.

13.1 Schools may cancel via email at support@sanothimi.com.np. 13.2.1 Company may terminate if fees are 90 days late or for material breach. 13.3.3 After 90-day post-termination export period, data deletion is final.

14.1 Good faith negotiation required first. 14.3 Unresolved disputes go to mediation in Kathmandu. 14.4 Final resolution via binding arbitration in Kathmandu per Arbitration Act, 2055 BS (Nepal).

These Terms constitute the entire agreement. Amendments require 30 days notice. All legal proceedings shall be conducted under Nepal Law in the courts of Kathmandu.

Sanothimi Private Limited Reg No: 294812/080/081 | PAN: 612345678 Registered Office: Sanothimi, Bhaktapur, Nepal Support: support@sanothimi.com.np Legal: legal@sanothimi.com.np

Governs processing for Students, Parents, and Staff. The Company acts as Data Processor. Sub-processors: MongoDB Atlas (Hosting), Cloudinary (Storage), and local SMS providers.

Target 99% Uptime. Service credits for uptime < target: 98.0% – 98.99%: 5% Credit 95.0% – 97.99%: 10% Credit Below 90%: 30% Credit