Schedule A

1. License and Subscription

1.1 Software License. If an Order Form specifies that a License is being granted to Customer for the Software identified in the Order Form, then subject to the terms and conditions of this Agreement and Customer’s payment of the applicable License Fees specified in the Order Form, Everybody Loves Languages hereby grants to Customer a perpetual, non-exclusive, non-transferable, non-sublicensable license to: (i) use and install the Software, in object-code form, solely during the License Term by the number of concurrent Users, on the number of servers and in the number and type of environments, and the number of business locations served by the Software, each as specified in the applicable Order Form; (ii) use the Documentation as reasonably necessary to support the licensed use of the Software during the License Term. Customer may only make a backup copy of the Software in whole or in part as necessary for Customer’s internal use of Software on a computer system. Customer shall cause each Affiliate to comply with the terms and conditions of this Agreement to the full extent as if such Affiliate were a party hereto, and any act or omission relating to this Agreement by such Affiliate shall be deemed an act or omission by Customer.

1.3 Software Licenses. Customer shall use the Software solely for Customer’s internal business purposes as contemplated by this Agreement and shall not: (i) license, sublicense, sell, resell, rent, lease, transfer, assign, distribute, time share or otherwise commercially exploit or make the Software available to any third party, other than to Users or as otherwise contemplated by this Agreement; (ii) use the Software in violation of applicable laws; (iii) reverse engineer, disassemble, reverse translate, decompile or in any other manner decode the Software except to the extent the foregoing restriction is expressly prohibited by applicable law notwithstanding a contractual obligation to the contrary, (iv) unbundle any component of the Software and/or Documentation, (v) circumvent any user limits or other license timing or use restrictions that are built into the Software; (vi) build a product or service that is competitive with the Software; (vii) modify or create any derivatives of the Software and/or Documentation or merge all or any part of the Software and/or Documentation with another program; (viii) make the Software and/or Documentation available on a server that can be accessed via a public network, such as, for example and without limitation, the Internet, in a manner that allows the Software and/or Documentation to be copied by any third party; or (ix) except as expressly permitted in the Documentation, remove any trade-marks, copyright notices, restricted rights legends, proprietary markings and the like exactly as they appear on the copy of the Software originally provided to Customer.

1.4 Everybody Loves Languages Service Subscriptions. Customer shall not (and shall not allow Users or any third party to): (i) possess, download or copy the Everybody Loves Languages Service or any part of the Everybody Loves Languages Service, including but not limited any component which comprises the Everybody Loves Languages Service, but not including any output from the Everybody Loves Languages Service; (ii) knowingly interfere with service to any of Everybody Loves Languages’ users, host or network, including by means of intentionally submitting a virus, overloading, flooding, spamming, mail bombing or crashing; (iii) modify, translate, reverse engineer, decompile, disassemble, or create derivative works based on the Everybody Loves Languages Service and/or Documentation, except to the extent that enforcement is prohibited by applicable law; (iv) circumvent any user limits or other timing or use restrictions that are built into the Everybody Loves Languages Service; (v) sell, rent, lend, transfer, distribute, license, or grant any rights in the Everybody Loves Languages Service or Documentation in any form to any person without the written consent of Everybody Loves Languages; (vi) remove any proprietary notices, labels, or marks from the Everybody Loves Languages Service or Documentation; (vii) use all or any portion of the Everybody Loves Languages Service in the design, construction, operation or maintenance of any nuclear facility; (viii) create any “links” to or “frame” or “mirror” of the Everybody Loves Languages Service or any portion thereof; (ix) build a product or service that is competitive with the Everybody Loves Languages Service; (x) copy any ideas, features, functions or graphics of the Everybody Loves Languages Service; or (xi) use the Everybody Loves Languages Service in violation of applicable laws.

2. Customer Responsibilities and License

2.1 Customer is responsible for all activities that occur in User accounts and for its and its Users’ compliance with this Agreement. Customer shall: (a) have sole responsibility for the accuracy, quality, integrity, legality, reliability, and appropriateness of all Customer Data and the means by which Customer acquired Customer Data; (b) use commercially reasonable efforts to prevent unauthorized access to, or use of, the Products, and notify Everybody Loves Languages promptly of any such unauthorized access or use; (c) use Products only in accordance with the Documentation and applicable laws and government regulations; (d) reconcile payment transactions daily with payment processor and/or the bank.

2.2 Customer is solely responsible for acquiring, servicing, maintaining and updating all equipment, computers, software and communications services (such as Internet access) that are required to allow Customer to access and use the Everybody Loves Languages Service, and for all expenses relating thereto. Customer agrees to access and use, and shall ensure that all Users access and use, the Everybody Loves Languages Service in accordance with any and all operating instructions or procedures that may be issued by Everybody Loves Languages from time to time.

2.3 Customer grants Everybody Loves Languages and its Affiliates a worldwide, limited-term license to host, copy, transmit and display Customer Data as necessary for Everybody Loves Languages to provide the Services in accordance with this Agreement. Subject to the limited licenses granted herein, Everybody Loves Languages acquires no right, title or interest from Customer or its licensors under this Agreement in or to any Customer Data, or program code. For the purposes of the Agreement, “Customer Data” means the data provided by Customer that resides in Customer’s service environment in the Everybody Loves Languages Service, including, but not limited to text, photographs, images, video clips, electronic data and information submitted by or for Customer to the Everybody Loves Languages Service or collected and processed by or for Customer using the Everybody Loves Languages Services. Everybody Loves Languages shall abide by all relevant and applicable Privacy laws as governed in the territory where the Customer Data was collected.

3. Warranties and Disclaimers

3.3 Exclusive Remedies. THE WARRANTIES SET OUT IN SECTIONS 3.1 AND 3.2 HEREOF ARE THE ONLY WARRANTIES PROVIDED BY VOLANTE AND THE REMEDIES SET OUT IN SECTIONS 3.1(b) AND 3.2(b) HEREOF ARE THE SOLE AND EXCLUSIVE REMEDIES OF CUSTOMER FOR A BREACH OF WARRANTY.

3.4 Disclaimer. EXCEPT AS EXPRESSLY PROVIDED HEREIN, ELL TECHNOLOGIES MAKES NO REPRESENTATIONS AND PROVIDES NO WARRANTIES OR CONDITIONS OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY OR OTHERWISE, AND SPECIFICALLY DISCLAIMS ALL IMPLIED REPRESENTATIONS, WARRANTIES AND/OR CONDITIONS, INCLUDING ANY REPRESENTATIONS, WARRANTIES AND/OR CONDITIONS OF MERCHANTABILITY, MERCHANTABLE QUALITY, DURABILITY, SATISFACTORY QUALITY OR FITNESS FOR A PARTICULAR PURPOSE, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW. NON-Everybody Loves Languages APPLICATIONS AND BETA PRODUCTS ARE PROVIDED “AS IS,” EXCLUSIVE OF ANY WARRANTY WHATSOEVER. EVERYBODY LOVES LANGUAGES  DISCLAIMS ALL LIABILITY AND INDEMNIFICATION OBLIGATIONS FOR ANY HARM OR DAMAGES CAUSED BY ANY THIRD-PARTY HOSTING PROVIDERS.

3.5 Internet Connectivity Disclaimer. Everybody Loves Languages makes some of the Products available for access via the Internet. Customer shall provide, at Customer’s own expense, all necessary hardware, applications and Internet connectivity necessary to access such Products over the Internet. Customer hereby acknowledges that the Products may be interrupted due to (a) website downtime for scheduled maintenance at Everybody Loves Languages’ sole discretion, or (b) interruptions in Internet connectivity or other website downtime caused by circumstances beyond Everybody Loves Languages’ control, including, without limitation, acts of God, acts of government, flood, fire, earthquakes, civil unrest, acts of terror, strikes or other labor problems, computer or telecommunications failures, or delays involving hardware of software not within Everybody Loves Languages’ control or network intrusions. Customer hereby acknowledges and agrees that Everybody Loves Languages shall not, in any way, be liable for, or have responsibility with respect to, any such service interruptions and releases Everybody Loves Languages from any claims relating thereto.

4. Limitation of Liability

4.1 Exclusion of Indirect and Consequential Damages. SUBJECT TO SECTION 4.3 HEREOF, IN NO EVENT SHALL EITHER PARTY HAVE ANY LIABILITY TO THE OTHER PARTY FOR ANY INDIRECT, SPECIAL, INCIDENTAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES (INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF BUSINESS, LOSS OF PROFITS, BUSINESS INTERRUPTION, LOSS OF DATA, LOST SAVINGS OR OTHER SIMILAR PECUNIARY LOSS).

4.2 Limitation of Liability. IN NO EVENT SHALL EITHER PARTY’S AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THIS AGREEMENT OR RELATING TO THE SUBJECT MATTER HEREOF FOR ALL CLAIMS, COSTS, LOSSES AND DAMAGES EXCEED THE AMOUNTS ACTUALLY PAID BY AND DUE FROM CUSTOMER HEREUNDER IN THE TWELVE MONTHS PRECEDING THE INCIDENT GIVING RISE TO LIABILITY.

4.3 Application of Exclusions and Limitations. THE FOREGOING LIMITATIONS AND EXCLUSIONS OF LIABILITY SHALL APPLY EVEN IF A PARTY HAD BEEN ADVISED OF THE POSSIBILITY OF ANY SUCH COSTS, LOSSES OR DAMAGES OR KNEW OR OUGHT TO HAVE KNOWN OF SUCH COSTS, LOSSES OR DAMAGES AND SHALL APPLY REGARDLESS OF WHETHER THE ACTION AROSE IN CONTRACT, INCLUDING, WITHOUT LIMITATION, FROM A FUNDAMENTAL BREACH, OR BREACH OF A CONDITION, FUNDAMENTAL TERM OR WARRANTY, OR IN TORT (INCLUDING, WITHOUT LIMITATION NEGLIGENCE) OR OTHERWISE. THE FOREGOING PROVISIONS LIMITING THE LIABILITY OF ELL TECHNOLOGIES SHALL ALSO APPLY TO ITS OFFICERS, DIRECTORS, EMPLOYEES, AND AGENTS AS TRUST PROVISIONS FOR THE BENEFIT OF SUCH OFFICERS, DIRECTORS, EMPLOYEES, AND AGENTS AND SHALL BE ENFORCEABLE BY SUCH PERSONS AS TRUST BENEFICIARIES.

5. General

5.1 The failure of a party to claim a breach of any term of this Agreement shall not constitute a waiver of such breach or the right of such party to enforce any subsequent breach of such term. No failure or delay by either party in exercising any right under this Agreement shall constitute a waiver of that right.

5.2 If any provision of this Agreement is held to be unenforceable or illegal, such decision shall not affect the validity or enforceability of such provisions under other circumstances or the remaining provisions of this Agreement and this Agreement shall be reformed only to the extent necessary to make it enforceable under such circumstances.

5.3 This Agreement shall be governed by and construed and enforced in accordance with the laws of the Province of Ontario and the federal laws of Canada applicable therein, without regard to any principles of conflicts of law, and shall be treated in all respects as an Ontario contract. The parties consent to the exclusive jurisdiction of the Courts of the Province of Ontario for the purpose of any action or proceeding brought by either of them in connection with or arising out of this Agreement and consent to the venue of such Courts in the City of Toronto in the Province of Ontario. The application of the United Nations Convention on Contracts for the International Sale of Goods to this Agreement is expressly excluded and the Uniform Computer Information Act does not apply to this Agreement.

5.4 This Agreement (including any related Order Form, Documentation, and relevant additional Agreements) is the entire agreement between Customer and Everybody Loves Languages in respect to the subject matter hereof, superseding any other agreements or discussions, oral or written, and may not be changed except by a written license agreement with Everybody Loves Languages.

5.5 Customer agrees that Customer’s purchase of Licenses or Subscriptions is neither contingent upon the delivery of any future functionality or features nor dependent upon any oral or written public comments made by Everybody Loves Languages with respect to future functionality or features.

5.6 Except for Order Forms accepted by Everybody Loves Languages, the terms and conditions of this Agreement shall prevail over any pre-printed terms on any quotes, orders, purchase orders, or purchase order acknowledgements, and shall prevail over any other communications between the parties in relation to the ELL Technologies Service, Software and Documentation and the Everybody Loves Languages Service, Software and Documentation shall be deemed to be licensed pursuant to the terms and conditions of this Agreement. Other than as expressly stated herein, the remedies provided herein are in addition to, and not exclusive of, any other remedies of a party at law or in equity.

5.7 The relationship between the parties is that of independent contractors. Nothing contained in this Agreement shall be construed as creating any agency, partnership, joint venture or other form of joint enterprise, employment or fiduciary relationship between the parties, and neither Party shall have authority to contract for or bind the other Party in any manner whatsoever.

Privacy Policy

Effective Date: July 23, 2026
Last Updated: July 23, 2026

1. Introduction

Welcome to Everybody Loves Languages Corp. (“ELL Technologies,” “ELL,” “we,” “our,” or “us”).

ELL provides digital language learning solutions, including online learning platforms, mobile applications, Learning Management Systems (LMS), assessments, speech recognition tools, AI-enabled learning technologies, and related educational services (collectively, the “Services”).

This Privacy Policy explains how we collect, use, disclose, store, and protect personal information when you access or use our website, mobile applications, LMS platforms, and other Services.

By using our Services, you acknowledge that you have read and understood this Privacy Policy. If you do not agree with this Privacy Policy, please do not use our Services.

Where our Services are provided through a school, university, employer, government organization, distributor, or other institution, certain information may be collected and managed according to the agreement between ELL and that organization.

2. Information We Collect

We collect information that identifies, relates to, describes, or can reasonably be associated with an individual (“Personal Information”).

The information we collect depends on how you use our Services.

Information You Provide Directly

Account and Profile Information

When you create an account or access our Services, we may collect:

• First and last name
• Email address
• Username
• Password or authentication information
• Organization, school, employer, or institutional affiliation
• Course enrollment information
• Account preferences and settings

Communications

When you contact us, we may collect:

• Messages and correspondence with our customer support, sales, or technical teams
• Feedback, inquiries, and support requests
• Information needed to resolve technical or account issues

Educational and Learning Data

Because ELL provides language learning services, we may collect:

• Course enrollment information
• Learning progress
• Lesson completion records
• Quiz and assessment results
• Assignment submissions
• Language proficiency scores
• Learning activity and engagement information
• Teacher, administrator, or organization-generated reports

Audio, Speech Recognition, and Pronunciation Data

When you use features involving speech recognition, pronunciation analysis, speaking practice, or language assessment, we may collect:

• Audio recordings
• Speech-to-text transcripts
• Pronunciation scores
• Language performance indicators
• Related learning analytics

Audio and speech data are used to provide, improve, and secure our Services. We do not use personal audio recordings to train artificial intelligence models unless appropriate authorization, consent, or another lawful basis exists.

Assessment Security Information

For certain assessments, we may collect information used to maintain assessment integrity, including:

• Photographs or images used for identity verification
• Security monitoring information
• Assessment activity information

Such information is processed securely and retained only for the period necessary to verify identity, maintain assessment integrity, comply with legal obligations, or resolve disputes.

3. Information Collected Automatically

When you access our Services, we may automatically collect certain technical and usage information, including:

Device and Connection Information

• IP address
• Browser type and version
• Operating system
• Device identifiers
• Time zone settings
• Language preferences
• Network information
• Device characteristics

Usage Information

We may collect information about how you use our Services, including:

• Pages viewed
• Features accessed
• Course activity
• Time spent using the Services
• Navigation patterns
• Application performance data
• Error reports
• Log information

This information helps us maintain security, improve performance, and enhance the learning experience.

4. How We Use Your Information

ELL uses Personal Information for purposes including:

Providing and Improving Services

We use information to:

• Provide access to language learning platforms and applications
• Deliver lessons, assessments, and educational content
• Track learning progress
• Provide personalized learning experiences
• Provide feedback and recommendations
• Improve functionality, reliability, and performance

Account and Customer Management

We use information to:

• Create and manage accounts
• Authenticate users
• Process subscriptions and payments where applicable
• Provide customer support
• Communicate administrative updates

Analytics and Improvement

We may analyze usage patterns to:

• Understand how users interact with our Services
• Improve educational outcomes
• Develop new features
• Monitor system performance
• Improve user experience

Security and Compliance

We may use information to:

• Protect against unauthorized access
• Prevent fraud, misuse, or abuse
• Maintain assessment integrity
• Enforce agreements
• Comply with legal obligations

5. Artificial Intelligence and Automated Learning Technologies

ELL uses technology-enabled learning tools, including speech recognition, automated feedback, and AI-assisted learning features.

These technologies may process information such as:

• User interactions
• Learning activity
• Language responses
• Audio recordings
• Pronunciation data
• Assessment results

AI-enabled features are designed to support language learning and provide feedback.

ELL takes reasonable steps to ensure that AI-related processing is conducted responsibly and securely.

Unless otherwise disclosed or authorized, personal learning data and audio recordings are not used to train general-purpose artificial intelligence models.

6. Sharing of Information

ELL does not sell, rent, or trade Personal Information.

We may share Personal Information only in limited circumstances.

Service Providers

We may share information with trusted third-party providers that assist us in operating our Services, including:

• Cloud hosting providers
• Data storage providers
• Analytics providers
• Customer support platforms
• Authentication providers
• Payment processors
• Technology partners

These providers are permitted to access information only as necessary to provide services to ELL and are required to protect Personal Information.

Educational Institutions and Organizations

If your account is provided through a school, university, employer, government organization, or other institution, that organization may have access to certain information, including:

• Learning progress
• Course completion information
• Assessment results
• Usage reports
• Learning analytics

The organization responsible for providing access to the Services may determine how certain information is used and managed according to its agreement with ELL.

Legal Requirements and Protection

We may disclose information when required by law or when we believe disclosure is necessary to:

• Comply with legal obligations
• Protect our rights or property
• Investigate misuse or security issues
• Protect users or the public
• Enforce agreements

7. International Data Transfers

ELL operates internationally and may process Personal Information in countries other than your country of residence.

When Personal Information is transferred internationally, ELL takes reasonable steps to ensure appropriate safeguards are implemented to protect Personal Information in accordance with applicable privacy laws.

8. Data Security

ELL implements reasonable technical and organizational security measures designed to protect Personal Information from unauthorized access, disclosure, alteration, or destruction.

Security measures may include:

• Access controls
• Encryption technologies
• Authentication protections
• Monitoring systems
• Internal security procedures

However, no method of electronic transmission or storage is completely secure, and we cannot guarantee absolute security.

9. Data Retention and Deletion

ELL retains Personal Information only for as long as reasonably necessary to:

• Provide our Services
• Maintain user accounts
• Support educational reporting
• Meet contractual obligations
• Comply with legal, accounting, or regulatory requirements
• Resolve disputes
• Maintain security

Users may request account closure or deletion of Personal Information by contacting ELL.

When information is deleted, ELL may retain certain information where necessary for legal, security, contractual, or legitimate business purposes.

10. Children’s Privacy

ELL provides Services used by educational institutions, including K-12 schools, higher education institutions, and corporate learning environments.

Where children or minors use our Services, Personal Information may be collected through authorized educational or organizational arrangements.

ELL works with schools, parents, guardians, and responsible organizations to support compliance with applicable privacy laws, including laws relating to children’s privacy.

ELL does not knowingly collect Personal Information from children outside authorized educational or organizational use of our Services.

11. Your Privacy Rights

Depending on your location and applicable law, you may have rights regarding your Personal Information, including:

• Requesting access to Personal Information we hold about you
• Requesting correction of inaccurate information
• Requesting deletion of Personal Information
• Requesting restrictions on certain processing activities
• Objecting to certain uses of information
• Requesting portability of Personal Information where applicable
• Withdrawing consent where processing is based on consent

Requests may be submitted by contacting ELL using the information provided below.

We may need to verify your identity before completing certain requests.

12. Cookies and Similar Technologies

ELL uses cookies and similar technologies to:

• Enable essential website functionality
• Remember user preferences
• Analyze usage patterns
• Improve performance and user experience
• Maintain security

You may manage cookie preferences through your browser settings or available cookie controls.

Disabling cookies may affect certain functionality of the Services.

13. Third-Party Links and Services

Our Services may contain links to third-party websites, applications, or services.

ELL is not responsible for the privacy practices, content, or security of third-party services. We encourage users to review the privacy policies of third-party services before providing Personal Information.

14. Changes to This Privacy Policy

ELL may update this Privacy Policy periodically to reflect changes in our practices, technology, legal requirements, or Services.

When changes are made, we will update the “Last Updated” date at the top of this Privacy Policy.

Where required by law, we may provide additional notice regarding significant changes.

15. Contact Information

If you have questions, concerns, or requests regarding this Privacy Policy or our privacy practices, please contact:

Privacy Officer
Everybody Loves Languages Corp.
marketing@elltechnologies.com