2.01 Program Framing & Nature of Services

Sphinx LaunchPad Studio is an experiential startup execution studio and educational cohort program designed to assist early-stage builders, career returners, fresh graduates, and ambitious individuals in taking an idea from raw concept to a functional MVP, a deployed web application, a 1-page business canvas, and a 5–8 slide pitch deck over a 6-week structured timeline.

2.02 Summary of Included Deliverables (Core Program Fee)

Subject to receipt of the applicable Program Fee and compliance with this Agreement, the Company shall provide:

• (a) 6-Week Execution Curriculum: Access to 30 structured daily bite-sized recorded educational modules (Monday–Friday) on a rolling personalized cohort model.
• (b) Live Weekend Interactive Sessions: Live Saturday masterclasses and Sunday interactive sessions (rotating between bi-weekly Showcases, peer demo days, AMA sessions, and workshops).
• (c) Physical Reference Book: One (1) physical startup concepts reference book shipped to the Student's verified residential address in India.
• (d) Legal & Startup Contract Vault: Downloadable founder legal templates, NDAs, and basic compliance playbooks for educational use.
• (e) Community Ecosystem Access: Access to Sphinx Student & Alumni community channels during and after the cohort.
• (f) Showcase Participation: Eligibility to present at bi-weekly and Final Graduation Showcases, subject to build milestones.
• (g) Cloud Infrastructure Facilitation: Guidance applying for cloud infrastructure credits, subject to Part VI.
• (h) Post-Cohort Office Hours & Ecosystem Networking: Light-touch post-graduation office hours and startup ecosystem partner introductions (subject to external selection criteria).
• (i) AI-Assisted Idea Validation Tool: Access to an in-platform AI tool that generates a structured validation report covering viability scoring, market sizing, competitor analysis, financial projections, and pitch outlines, based on information the Student provides. Access is subject to usage limits notified in-product. Report generation is powered by third-party AI language model services, and information the Student submits is processed by those services as described in Part VIII.

2.03 Post-Cohort Services Are Optional Add-Ons, Not Core Deliverables

For the avoidance of doubt, the Post-Cohort Startup Services Marketplace described in Part XI — including company incorporation, GST registration, accounting/bookkeeping, trademark filing, corporate banking setup, payment gateway integration, payroll setup, and any similar back-office service referenced in the Company's Program Overview materials — is an optional, separately priced add-on made available to graduates at their discretion. These services are not included within, or covered by, the Program Fee paid under Part V, and the Company's obligations under Section 2.02 are fully and completely discharged without reference to whether a Student chooses to use any Marketplace service.

2.04 Modification of Curriculum & Schedules

The Company reserves the right, in its sole reasonable operational discretion, to modify, update, reorder, or substitute individual lesson content, guest speaker lineups, or weekend call schedules to maintain market relevance, respond to guest availability, or improve quality. Such adjustments shall not constitute a breach of this Agreement or entitle the Student to a refund, provided that the overall scope, duration, and core deliverables in Section 2.02 are not materially reduced.

3.01 Strict Compliance with CCPA Coaching Sector Guidelines, 2024

In strict compliance with the CCPA Guidelines for Prevention of Misleading Advertisements and Endorsements for Coaching Sector, 2024, the Company explicitly disclaims and prohibits all false, exaggerated, or misleading claims regarding employment, income, selection, rank, or commercial outcomes.

3.02 No Employment or Job Placement Guarantees

Sphinx LaunchPad Studio is strictly an experiential startup execution studio and educational cohort program. It is NOT a job placement agency, vocational recruitment service, job guarantee scheme, or career placement institute. The Company makes zero claims, promises, or guarantees that participation will result in job placement, corporate hiring, internships, salary increments, referrals, or employment security. The Student agrees never to interpret educational discussion, resume guidance, or networking sessions as a job offer or employment guarantee.

3.03 No Commercial Revenue, Business Success, or Customer Sales Guarantees

The Company does not guarantee that the Student's startup idea, MVP, landing page, or business model will generate any revenue, customer signups, sales, profit, or commercial traction. Financial success rests solely and exclusively with the Student.

3.04 No Investor Funding or Venture Capital Allocation Guarantees

The Company does not guarantee that any Student will receive angel investment, venture capital funding, grant allocation, bank loans, or external equity financing. Any guest investor or mentor participation in Showcases is purely for educational feedback; investment decisions rest entirely with independent third parties under separate agreements.

3.05 Faculty & Mentor Representation Accuracy

All claims made by the Company regarding the qualifications, experience, or credentials of instructors, mentors, or guest speakers shall be factually accurate and verifiable, in compliance with the CCPA Coaching Sector Guidelines, 2024. The Company shall not misrepresent past student outcomes, testimonials, or success stories, and any testimonial used in marketing shall reflect the genuine, individual experience of that Student and shall be accompanied by a standard disclaimer that individual results vary.

4.01 Pure Educational Consideration & Prize Chits Act Compliance

In strict compliance with The Prize Chits and Money Circulation Schemes (Banning) Act, 1978:

• (a) Sole Educational Purpose: The Program Fee is strictly in exchange for genuine educational curriculum, live masterclasses, AI build guidance, the physical reference book, legal templates, and cloud credit facilitation.
• (b) No Financial Scheme: The Program Fee is NOT an investment, security, deposit, or financial scheme, and grants no right to passive returns, interest, dividends, or referral overrides.
• (c) No Mandatory Recruitment: Participation or graduation does NOT require the Student to recruit, source, or enroll any other person.

4.02 Complete Operational Separation

Sphinx LaunchPad Studio (educational cohort) and the Sphinxhire Sourcing Platform / Scout Console / Partner Platform (independent freelance gig ecosystem) are two completely separate, non-contingent operational systems. Participation in the optional Scout Console or Partner Platform is governed by a separate agreement (the Sphinxhire Partner Platform Agreement) and is accessible to any eligible adult without buying the cohort.

4.03 Referral Sourcing Transparency Disclosure

If the Student was introduced through an independent Acquisition Scout or partner link, the Student acknowledges that the introducer may receive a standard flat marketing/sourcing bounty from the Company, which is strictly an internal marketing transaction of the Company and has zero impact or influence on curriculum quality, mentor feedback, or program outcomes delivered to the Student.

5.01 Fee Schedule & Discretionary Discounts

• (a) Program Fee: The Program Fee applicable to the Student is the amount specified in the Student's official tax invoice issued by the Company. The Company publishes its standard program price through its official channels from time to time and may revise it at its discretion; the price applicable to a Student is the price stated on their invoice at the time of enrolment.
• (b) Discretionary Discounts and Financial Aid: The Company may, at its sole and absolute discretion, offer discounts, scholarships, promotional pricing, or Discounted Financial Aid to any Student based on background, merit, financial eligibility assessment, or any other criterion it considers relevant. No Student has any entitlement to a discount, and a discount offered to one Student creates no obligation to offer the same to any other. A discount permanently reduces the total Program Fee payable and no part of the discounted amount becomes payable at any later date.
• (c) The Net Base Program Value represents the actual gross payment received by the Company minus the statutory 18% GST component (calculated as Gross Payment × 18 / 118).
• (d) GST is charged at the standard statutory rate of 18%, applicable to commercial training and coaching services under SAC Code 999293. This rate is fixed by law for this category of service and is not discretionary.
• (e) Payments may be executed via the Company's authorized payment gateway partners, direct corporate bank transfers (NEFT/RTGS/IMPS/UPI), or official cash payments issued against a valid Company tax receipt.

5.02 Tax Invoice

The Company shall issue a GST-compliant tax invoice, reflecting the applicable 18% GST, to the Student for every payment received, within a reasonable time and in any event before the expiry of the refund cooling-off window described in Section 5.04.

5.03 Installment Payment, Proportional Access & Third-Party EMI Disclaimer

• (a) Discretionary Installment Facility: The Company may, at its sole and absolute discretion, permit a Student to pay the Program Fee in two or more installments. The availability of this facility, the minimum first installment, and the number and size of subsequent installments are determined solely by the Company on a case-by-case basis. No Student has any entitlement to an installment facility.
• (b) Proportional Access: Where an installment facility is used, access to the curriculum is released progressively in proportion to the amount actually paid against the total Program Fee. The remaining portion of the curriculum unlocks upon payment of the outstanding balance.
• (c) No Deadline, No Interest, No Penalty: No fixed deadline applies to payment of any installment after the first. The Company charges no interest, financing charge, or late fee on an outstanding balance. The Student is under no obligation to pay any further installment, and the sole consequence of not doing so is that the unpaid portion of the curriculum remains locked. Amounts already paid are dealt with under Sections 5.04 and 5.05.
• (d) Distinction Between Discount and Installment: A discount under Section 5.01(b) and an installment facility under this Section are separate and distinct arrangements. A discount permanently reduces the total Program Fee and no part of it becomes payable later. An installment facility does not reduce the Program Fee; it defers payment of a portion of it, and the deferred balance remains payable if the Student wishes to unlock the remaining curriculum. A discount and an installment facility may be granted together, in which case the installments are calculated on the discounted Program Fee.
• (e) Separate Invoicing: A separate GST-compliant tax invoice is issued in respect of each installment received.
• (f) Third-Party EMI Disclaimer: If the Student separately elects an EMI or No-Cost EMI facility offered by their card-issuing bank, that is a direct, independent financial arrangement between the Student and that bank. The Company is NOT an NBFC, bank, lender, or financial institution, and does not offer Income Share Agreements. Bank interest, processing fees, or penalties are the Student's sole responsibility, and any refund under Section 5.04 covers only the net amount actually received by the Company.

5.04 Per-Installment 7-Day Refund Cooling-Off Window

Refund Eligibility & Amount:

• 1. Timeframe: A formal, written refund request must be sent to info@sphinxhireai.com within exactly seven (7) calendar days of payment clearance of the applicable installment (Day 1 to Day 7 following clearance of that specific installment). No refund request will be accepted or processed after this window closes for that installment.
• 2. Refund Formula: The refundable amount for the applicable installment shall be calculated as:

  STATUTORY REFUND CALCULATION FORMULA
  Refund Amount = Gross Payment Received − Actual Payment Gateway Transaction Fee Incurred by the Company (if applicable)

  The payment gateway transaction fee deducted shall be the actual non-refundable processing fee incurred by the Company on that specific transaction (where applicable, charged by authorized payment gateway aggregators), and shall be itemized for the Student on request. In strict compliance with Section 34 of the Central Goods and Services Tax (CGST) Act, 2017, a statutory GST Credit Note shall be issued by the Company for the refunded transaction, enabling full adjustment of the statutory 18% GST component.
• 3. Refund Processing Timeline: Approved refunds shall be processed and credited to the Student's original payment method within seven (7) business days of the Company's written approval of the refund request.
• 4. Confirmation: The Company shall send the Student a written confirmation (email) itemizing the refund calculation.

5.05 Absolute Non-Refundability After Day 7

From 12:00 AM IST on the eighth (8th) calendar day following payment clearance of any installment, that paid amount becomes 100% non-refundable, non-transferable, and fully earned by the Company. No refund, partial credit, or fee chargeback shall be issued after Day 7 under any circumstances, including but not limited to personal schedule conflicts, change of mind, financial difficulties, career shifts, failure to complete lessons or attend live calls, disagreement with guest speaker opinions or curriculum pace, or rejection/delay of third-party cloud credit allocations.

5.06 Service Deficiency Exception

Notwithstanding Section 5.05, if the Company materially fails to deliver the core deliverables listed in Section 2.02 (for example, cancels the cohort outright, or fails to provide the curriculum for a majority of the program duration) for reasons within the Company's reasonable control, the Student retains the right to raise a service-deficiency complaint under the Consumer Protection Act, 2019, through the grievance mechanism in Part VIII or before a competent Consumer Disputes Redressal Commission, notwithstanding the non-refundability stated above.

5.07 Fraudulent Chargeback & Banking Dispute Prohibition

Initiating an unauthorized payment chargeback, payment reversal, or false fraud claim after the 7-day window has expired constitutes a material breach of contract and a civil tort. The Company reserves the right to immediately terminate portal credentials, community access, and cloud allocations; provide this executed Agreement, IP logs, and lesson access records to the bank/financial tribunal to contest the chargeback; and recover reasonable legal fees and administrative costs directly caused by fraudulent disputes.

6.01 Nature of Cloud Credits Facilitation

As part of the LaunchPad Studio builder stack, the Company assists Students in applying for cloud hosting, database, and infrastructure credits through third-party startup credit programs provided by external cloud infrastructure providers.

6.02 Credit Value Tiers & Eligibility Criteria

Credit values, tiers, and eligibility criteria are determined solely by the third-party credit provider, vary between applicants, are subject to that provider's own approval process, and are not guaranteed, promised, or quantified by the Company.

6.03 Third-Party Disclaimers & Non-Cash Equivalent Guarantee

Cloud infrastructure credits are granted, issued, and managed solely by third-party cloud infrastructure providers. Sphinxhire is an independent facilitator and does not issue, own, or control cloud credits. Credits are non-monetary, non-transferable service vouchers; Sphinxhire shall not pay cash, issue refunds, or provide monetary equivalents if the credit provider alters, delays, or rejects credit allocation. The Student must comply with all applicable terms of service and acceptable use policies of the credit provider; any billing liability from exceeding credit limits or misconfiguration is the Student's sole financial responsibility.

7.01 Student Idea & Startup IP Ownership (The 100% Founder Ownership Rule)

The Company maintains an absolute Zero-Equity and Zero-IP Claim Policy over Student innovations.

The Student retains sole, exclusive, unencumbered ownership of all IP created during or after the cohort, including source code, prompt structures, business names, branding, databases, pitch decks, and trade secrets. Sphinxhire claims 0% equity, 0% revenue share, 0% royalties, and 0% IP ownership in any Student startup.

7.02 Ownership of Company Intellectual Property

All educational materials, video recordings, curriculum structures, the physical reference book, legal templates, contract vault, website UI, software tools (e.g., AI Idea Validator, Trend Scout), and Sphinxhire trademarks remain the exclusive property of the Company.

7.03 Strict Anti-Piracy, Redistribution & Recording Prohibition

The Student is strictly prohibited from: (a) screen-recording, screenshotting, scraping, downloading, or capturing lessons/live calls; (b) sharing, uploading, reselling, leasing, or redistributing cohort content to any public domain, torrent site, or competing platform; (c) reverse engineering, decompiling, or extracting Sphinxhire software utilities. Violation constitutes an immediate event of default resulting in permanent termination without refund, and the Company may pursue civil damages and, where applicable, criminal remedies under the Copyright Act, 1957, and the Information Technology Act, 2000.

8.01 Notice of Data Processing & Consent

As a Data Fiduciary under the DPDP Act, 2023, the Company collects and processes personal data strictly for specified, legitimate educational and operational purposes. By executing this Agreement, the Student provides free, specific, informed, unconditional, and unambiguous consent for such processing. The Student may withdraw consent at any time by written request to the Grievance Officer; withdrawal will not affect the lawfulness of processing carried out prior to withdrawal, and may result in the Company being unable to continue delivering the Program (in which case Part V governs any resulting refund entitlement).

8.02 Categories of Personal Data Processed

• (a) Identity & Contact Credentials: Legal name, residential shipping address (for book dispatch), email, mobile number, and age.
• (b) Technical Telemetry & Analytics: IP address, browser type, lesson completion rates, dashboard logs, video watch metrics.
• (c) Verification Identifiers: PAN or identity proofs (processed via authorized third-party verification providers, only where required for regulatory, tax, or credit compliance).
• (d) Idea Validation Inputs: The startup problem statement, target user description, monetisation plan, budget, timeline, and free-text conversation content submitted by the Student to the AI Idea Validation Tool.

8.03 Purpose of Processing

Personal data is processed strictly to:

• (a) Authenticate portal access and deliver curriculum;
• (b) Ship physical books;
• (c) Facilitate cloud infrastructure credit verification;
• (d) Maintain community directory and Showcase logistics;
• (e) Comply with statutory tax auditing; and
• (f) Generating AI-assisted idea validation reports, for which the inputs described in Section 8.02(d) are transmitted to and processed by third-party AI language model service providers which may be located outside India, under standard contractual clauses and appropriate security safeguards.

8.04 Rights of the Data Principal (The Student)

Under the DPDP Act, 2023, the Student maintains the right to access a summary of personal data processed; the right to correction and erasure once retention windows expire; and the right to grievance redressal.

8.05 Data Retention Schedule

Account profile data and transaction logs are retained for the duration of active participation plus eight (8) statutory financial years, per Section 11 of the DPDP Act, 2023, read with the Income Tax Act, 1961, and the Indian Limitation Act, 1963.

8.06 Grievance Officer & Consumer Complaint Redressal

In compliance with Rule 4 of the Consumer Protection (E-Commerce) Rules, 2020, and the DPDP Act, 2023, the Company designates the following Grievance Officer:

The Grievance Officer shall:

• • Acknowledge any Student complaint (regarding the Program, refunds, data processing, or any other matter under this Agreement) within forty-eight (48) hours of receipt; and
• • Redress the complaint within one (1) month from the date of receipt.

This grievance mechanism is in addition to, and does not replace, the Student's right to approach a competent Consumer Disputes Redressal Commission or the Data Protection Board of India, as applicable.

9.01 Consent for Showcase & Masterclass Audio-Visual Recording

Live weekend masterclasses, guest Q&A sessions, bi-weekly Showcases, and the Final Graduation Showcase are recorded in full audio-visual format for educational archiving, internal quality audits, and cohort playback.

9.02 Limited Marketing & Promotional Release

By participating in public Showcases or submitting testimonials, the Student grants the Company a non-exclusive, worldwide, royalty-free license to use the Student's name, professional photograph, public startup project name, video excerpts of Showcase presentations or pitch deck slides, and voluntary testimonials, strictly for feature showcases on official Sphinxhire channels (official community channels, official social media channels, website, and newsletters including startup ecosystem partner updates).

9.03 Publicity Opt-Out Protocol

A Student building a stealth project, or who prefers privacy, may opt out of promotional features by written request to info@sphinxhireai.com at least 48 hours prior to a live Showcase. A Student may also request, at any time after a Showcase, that previously published promotional material be taken down from Sphinxhire-owned channels going forward; the Company will use reasonable efforts to comply within 30 days, though material already shared by third parties outside Sphinxhire's control may not be recoverable.

10.01 Acceptable Community Behavior

To preserve a professional, safe, and collaborative environment across all community groups (the Company's designated live session platform, official community channels, live calls), the Student agrees to: treat all cohort members, mentors, guest speakers, and staff with courtesy and respect; not use internal channels for spam, unsolicited mass messages, or commercial pitches; and observe zero tolerance for hate speech, sexist remarks, abusive language, political trolling, religious disparagement, or sexual harassment, any of which will result in immediate, permanent account termination without warning or refund.

10.02 Showcase Presentation Guidelines

Students must present genuine, original work built during the program, within assigned time limits (typically 3–5 minutes). Distributing misleading financial claims, falsified user metrics, or pirated software during a Showcase is strictly prohibited.

11.01 Nature of Marketplace Add-Ons

Following graduation, founders may optionally use the Sphinx Startup Services Marketplace — connecting graduates with vetted third-party professional service providers for post-cohort back-office execution, including company incorporation, GST registration and filing, CA bookkeeping, trademark filing, founder contracts, business banking, and payment gateway integration. As stated in Section 2.03, these services are optional paid add-ons and are not part of, or included within, the core cohort Program Fee.

11.02 Independent Third-Party Service Provider Disclaimer

Sphinxhire acts strictly as an ecosystem connector and facilitator. All legal, tax, accounting, registration, and banking services are executed independently by vetted third-party professionals. Sphinxhire is NOT a law firm, accounting firm, or banking institution, and disclaims all direct or indirect liability for errors, delays, regulatory rejections, or omissions committed by third-party providers. Any engagement between a Student and a marketplace provider is governed by a separate, direct agreement between them.

11.03 Commercial Disclosure

The Student acknowledges that Sphinxhire earns a facilitator margin of 10% (ten percent) of the net value of any Marketplace service transaction that a graduate chooses to purchase through a Marketplace-referred provider. This commercial arrangement has no bearing on the Company's recommendation of any specific provider, does not affect the pricing quoted to the Student beyond what is disclosed by that provider, and does not create any liability on Sphinxhire's part for the provider's work.

12.01 Contractual Capacity Requirement

In strict compliance with Section 11 of the Indian Contract Act, 1872, minors are legally incompetent to enter binding commercial covenants. The Student must be at least eighteen (18) years of age on the date of cohort registration and payment execution. If under 18, registration and payment must be executed directly by a parent or legal guardian, who assumes full legal and financial responsibility for compliance with this Agreement.

12.02 Falsification of Age

Submitting a false age declaration, or using an adult's identity credentials to register a minor without legal guardian execution, constitutes a material breach of contract, rendering the account subject to instant termination. In such cases the Company may withhold fees to the extent of the value of services already delivered as of the date of discovery, consistent with Section 74 of the Indian Contract Act, 1872 (which requires forfeiture amounts to be a genuine, reasonable pre-estimate of loss rather than an unqualified penalty).

13.01 Service Provided "As-Is"

The LaunchPad Studio workspace, curriculum modules, recorded sessions, and software utilities are provided on an "As-Is" and "As-Available" basis without express or implied warranties of merchantability, fitness for a particular purpose, or uninterrupted uptime.

13.02 Limitation of Financial Liability

To the maximum extent permitted under applicable law, the total cumulative financial liability of Sphinxhire AI Private Limited, its directors, officers, employees, or mentors for claims arising out of or related to this Agreement or participation in LaunchPad Studio shall not exceed the net amount actually paid by the Student to the Company (excluding statutory GST) for the cohort enrollment. In no event shall the Company be liable for special, incidental, indirect, punitive, or consequential damages, including lost profits, lost code, cloud billing overages, or business interruptions.

Nothing in this Section 13.02 limits or excludes any liability that cannot lawfully be limited or excluded under Indian law, including liability arising from fraud, willful misconduct, or gross negligence on the part of the Company.

13.03 Student Indemnification

The Student agrees to defend, indemnify, and hold harmless Sphinxhire AI Private Limited, its directors, employees, guest speakers, and operational partners from third-party claims, liabilities, financial losses, legal costs, or processing fees arising from: the Student's breach of this Agreement; IP infringement committed by the Student's startup app, code, or branding; or misleading, illegal, or non-compliant marketing claims made by the Student to end-users or customers.

14.01 Governing Law

This Agreement and all matters arising out of or relating to it (including the Student's use of the Platform) shall be governed by and construed in accordance with the laws of India, without regard to conflict-of-law principles.

14.02 Amicable Mutual Consultation

In the event of any dispute, disagreement, or claim arising out of or relating to this Agreement, its interpretation, performance, or breach, the parties shall first attempt to resolve the matter amicably through good-faith mutual consultation between the Student and an authorized executive of the Company within thirty (30) days of written notice.

14.03 Binding Statutory Arbitration

If the dispute is not resolved through mutual consultation within 30 days, it shall be referred to and finally resolved by binding sole arbitration under The Arbitration and Conciliation Act, 1996 (as amended):

• (a) Arbitral Tribunal: A Sole Arbitrator appointed mutually by the parties, or failing agreement, nominated per the rules of the High Court of Telangana.
• (b) Seat & Venue: Hyderabad, Telangana, India.
• (c) Language: English. The arbitral award shall be final, conclusive, and binding on both parties.

14.04 Exclusive Judicial Jurisdiction

Subject to Section 14.03 (Arbitration), both parties irrevocably submit to the exclusive jurisdiction of the competent civil courts located in Hyderabad, Telangana, India, for judicial proceedings, interim relief, or enforcement of arbitral awards.

14.05 Preservation of Consumer Rights

Nothing in Sections 14.02–14.04 shall be construed to prevent, restrict, or deprive the Student, in their capacity as a "consumer" under the Consumer Protection Act, 2019, of the statutory right to file a complaint before the appropriate District, State, or National Consumer Disputes Redressal Commission, or to approach the Data Protection Board of India under the DPDP Act, 2023, notwithstanding the arbitration clause above. The Student may elect either forum at their discretion.