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HOLD HARMLESS AGREEMENT FOR EDUEXPLORA INTERNATIONAL LLC

This Hold Harmless agreement (the “Agreement”) is by and between the undersigned Participant and Participant’s custodial parent or legal guardian (if Participant is under 18), referred to herein as  “Participant” and/or “Custodial Parent” respectively, and the instructors, representatives, staff, participants and employees of EDUEXPLORA INTERNATIONAL LLC, a Florida limited liability company (collectively referred to hereafter as “Eduexplora”) with respect to the educational program organized by Eduexplora on the dates and location set forth below  and which shall collectively be referred to herein as, the “Program”).

W I T N E S S E T H

            WHEREAS, Participant and Custodial Parent are voluntary participants in this Program; and

            WHEREAS, Participant and Custodial Parent understand and agree that Program activities may be dangerous, may involve travel (local, domestic and/or international) and that neither the Program nor Eduexplora can guarantee the safety of Participant. ;and

            WHEREAS, in order to participate in the Program, Participant and Custodial Parent recognize that certain behavior is expected and required of Participant and Custodial Parent; and

            WHEREAS, as a condition to enter the Program, Eduexplora requires that Participant and Custodial Parent execute this Agreement. 

            NOW, THEREFORE, in consideration of the terms, covenants and conditions set forth in this Agreement, and other good and valuable consideration, the receipt and sufficiency of which is hereby conclusively acknowledged, Participant and Custodial Parent agree as follows:

1.          No Liability; Code of Conduct.  Participant and Custodial Parent are apprised that Eduexplora shall not be subject to claims or suit to be made by or on behalf of Participant or Participant’s heirs, representatives or assigns as a consequence of Participant’s participation in the Program. Participant shall not engage in inappropriate conduct including but not limited to the use of physical force or verbal abuse, abuse of the customs or mores of the community, and unauthorized absences from classes or other activities, or the failure to obey the instructions of any supervisor or educator of the Program.

2.          Assumption of Risk.

            A.         Participant and Custodial Parent expressly understand and agree that the Program presents risks to Participant and her/his property. These risks can include, among others (by way of example and without limitation): dangers associated with swimming and drowning, man-made and natural jumps; dangers of collision with pedestrians, vehicles, and fixed or moving objects; the dangers arising from surface hazards, including pot holes or other ground or pavement depressions or height differentials, equipment failure, teammates’ or co- participants’ negligent or wrongful conduct, inadequate safety equipment or training, use of equipment or materials provided by the Program organizer, host and others; unfamiliar or different terrain; customs, climate, food and drink; civil unrest, terrorism, kidnapping and assault; laws; social and sexual mores; personal safety; driving practices; sports practices, rules and regulations; communications; criminal and law enforcement activities; disability access; road, premises conditions and/or maintenance; disease risks; inadequate health care; injury to the head, neck or spine; injury to the muscular or skeletal systems; injury to internal organs; scratches, bruises, strains, sprains, contusions, falls, fractures; physical violence; verbal abuse; sexual abuse by co- participants; loss or damage to sight, teeth; other body parts or hearing; paralysis; concussions; brain damage; long and/or short-term disability; loss of income and/or career and earning opportunities; minor or serious injury and/or death; illness, epidemic or pandemic diseases (including covid-19 or any variant thereof), any costs or losses caused by flight or other transport cancellations, travel or itinerary delays (including transportation to and from the airport). Participant agrees and acknowledges that all risks, accidents, injuries and losses, including but not limited to all foregoing categories, shall include, but shall not be limited to, activities on the university campus grounds, the surrounding grounds and areas of the campus, field trip or field activity locations, transportation to and from field trips or field activities,, airports or other transportation hubs, and all other locations the Participant may enter during the course of all activities covered hereunder.

            B.         Participant and Custodial Parent are responsible for researching and evaluating the risks he/she/they may face and are responsible for his/her/their actions. Any activities that Participant may take part in, whether as a component of the Program or separate from it, will be considered to have been undertaken with Participant’s and Custodial Parent’s approval and understanding of any and all risks involved. This includes, but is not limited to, risks associated with the consumption of alcoholic beverages and/or drugs or other intoxicants (whether legal or illegal), property loss, injury to person or property, or death arising out of traffic accidents, assault, and theft or other activities.

            C.         It is the intention of Participant and Custodial Parent that this assumption of all risks shall be legally binding and a complete bar to Participant, Participant’s heirs, personal representatives, relatives and assigns. This assumption of risk applies to all activities arising out of, associated with or resulting directly or indirectly from Participant’s participation in the Program, including but not limited to those risks listed above.

            D.         Participant and Custodial Parent further recognize, understand, and agree that neither Eduexplora nor the Program nor any participating University shall assume responsibility for any liability as regards damage, injury, or death that may be caused by Participant’s negligent, reckless, or willful or intentional acts  committed prior to, during, or after participation in the Program, or any liability, damage or injury caused by any third party whatsoever, including fellow participants or unrelated individuals.

3.         Adherence to Standards. Participant and Custodial Parent understand and agree to abide by all Eduexplora and Yale policies, rules, and regulations and to all other laws, rules and regulations including, but not limited to, Participant Information, Rules for Participants, and Code of Conduct, as well as all instructions or directions given by any supervisor, educator, or staff of Eduexplora or the University, including but not limited to any commercial guide, expert, teacher, instructor, or individual involved in conducting the activities or Classes covered hereunder (which are incorporated herein as though set forth entirely herein). Participant further agrees that they shall obey and observe all aspects of the Eduexplora and/or University Covid-19 prevention protocols as stipulated, as well as the Covid-19 protocols and regulations of any municipality, state, nation, regulatory body, or government that may be applied to the location at which activities occur, including but not limited to any mask use requirements, social distancing standards, isolation requirements, and prevention from participating in any activities or classes. Covid protocol must be obeyed. Isolation might be required by the university or Eduexplora protocol including but not limited to changing sleeping quarters, not being able to participate in class, other activities, etc.

4.         Release of Claims.

            A.         In consideration of being accepted into and/or participating in the Program, Participant and Custodial Parent agree for Participant and on behalf of Participant’s heirs, executors, administrators, employers, agents, representatives, insurers, and attorneys, to release and discharge Eduexplora of and from any and all claims which may arise from any cause whatsoever, including any negligent act or omission by Eduexplora or others. The Participant and Custodial Parent further release and discharge Eduexplora from liability for any accident, illness, injury, loss or damage to personal property, or any other consequences arising or resulting directly or indirectly from Participant’s participation in the Program. The Participant and Custodial Parent acknowledge and agree that Eduexplora assumes no responsibility for any liability, damage, or injury that may be caused by Participant’s negligent or intentional acts or omissions committed prior to, during, or after participation in the Program, or for any liability, damage, or injury caused by the intentional, reckless, or negligent acts or omissions of others, including other participants, instructors, supervisors, guides, or other personnel involved in any activity covered hereunder, including personnel appointed or hired by Eduexplora or the University.

            B.         Participant and Custodial Parent intend that both the assumption of risk and the release of claims be complete defenses to any and all actions, claims or demands that Participant, Participant’s heirs or legal representatives have or may have against Eduexplora for injuries to person or property, including death, as a result of activities for which the Participant has assumed risks and/or released and/or waived claims.

5.         Media Waiver.

A.              Participant and Custodial Parent hereby grant Eduexplora permission to use participant’s name, photographic and/or videographic images and photographic and/or videographic images of Participant’s work product (research posters, final presentations, speaking engagements), if applicable, provided or captured as part Eduexplora, in any way, in all media now known or later invented for any educational or publicity purposes, including any form of electronic social media, to include but not be limited to YouTube, Facebook, Instagram, Twitter, Snaphshat or Tik Tok. Further, Participant and Custodial Parent hereby agree to grant Eduexplora an unlimited non-exclusive license to post, re-post, link, or otherwise use any pictures, videos, or other media produced by Participant related to the Program or the activities covered hereunder. Participant and Custodial Parent understand that Eduexplora intends to make information about or images of Participant available on the Internet for public access and information, and hereby grant permission for such publication and use. Participant and Custodial Parent further grant permission to the photographer/videographer who captures any such image/footage described above to include the photograph or video in a portfolio (in any form in any media) of the photographer’s/videographer’s work. Participant and Custodial Parent release Eduexplora and Eduexplora’s assigns and licensees from any claims that may arise regarding such specified use of Participant’s image and/or biographic information, including any claims of defamation, invasion of privacy, rights of publicity or copyright. Eduexplora is permitted, although not obligated, to include Participant’s name as a credit in connection with the image. Further, Participant and Custodial Parent understand and agree that Eduexplora is not obligated to utilize any of the rights granted in this Agreement.

B.         Participant and Custodial Parent understand that any academic projects produced while    participating in a Program may be used for publicity purposes and/or as a resource for prospective students.

6.         Indemnification and Hold Harmless. Participant and Custodial Parent hereby agree to indemnify, defend, and hold harmless Eduexplora from any injury loss or liability whatsoever including reasonable attorneys’ fees and/or any other associated costs, from any action, claim, or demand that Participant, Participant’s heirs or legal representatives, has or may have for any and all personal injuries Participant may suffer or sustain, regardless of cause or fault as a result of, arising out of, associated with, or resulting directly or indirectly from Participant’s voluntary participation in or decision to participate in the Program, travel to and from the Program and any and all related activities, on or off of the University’s campus. This Indemnification and Hold Harmless Agreement is intended to be all encompassing.

7.         Physical Condition and Insurance. Participant and Custodial Parent attest that Participant is physically and mentally capable of participating and has no known health restrictions that might jeopardize her/his safety or health or the safety or health of others during their participation in the Program. Custodial Parent gives permission for Eduexplora or its representative to provide immediate and reasonable emergency care should it be required, congruent with the Medical Treatment Insurance and Payment Form, Medical Permission to Treat and Administer Medications and Medical Information Form associated with participation in the Program.  Participant and Custodial Parent agree to be solely responsible for payment in full of all costs of medical care Participant may receive.  Participant and Custodial Parent further agree that the Participant must attain and provide proof of full-coverage health/travel insurance coverage with a suggested coverage value between $100,000 – $150,000 U.S. Dollars, including all out-of-pocket insurances costs, co-pays, prescription, and OTC drug costs, medical or emergency transport costs, and other related fees, as well as any medical expenses related to the treatment of Covid-19

8.         Activities Outside the Program. Should Participant choose to remain at the Program location or elsewhere either before or after participation in the Program then this Agreement shall remain in full force and effect.

9.         Program Modification and Cancellation. Eduexplora reserves the right to cancel or modify the Program before or during its operation for any reason, including emergencies, low enrollment, or unavailability of facilities or personnel.

10.        Termination of Participation. Participant shall not engage in inappropriate conduct. Participant and Custodial Parent understand that, in its sole discretion, Eduexplora or its representative may terminate at Eduexplora’s sole discretion Participant’s participation in the Program at any time, including during the Program. Reasons for termination may include but are not limited to: inappropriate conduct or other behavior by Participant deemed detrimental to the best interests of the Program, health or safety considerations, or violations of the Code of Conduct or Rules for Participants (which are incorporated herein as though set forth entirely herein). Such termination shall not diminish or otherwise alter Participant’s or Custodial Parent’s obligation to make any payment required for the Program, nor shall Eduexplora be required to make any refund. In the event that the Participant is terminated from the Program for any reason, Participant must either leave the activity location or be picked up by the Custodial Parent or an appointed agent of the Custodial Parent within either 24 hours of the notice of termination or the soonest available flight out of the activity location, whichever is sooner; Participant and Custodial Parent agree that any costs that may accrue due to Participant’s termination from the Program, including but not limited to flight bookings, travel arrangements, or other fees shall be the sole responsibility of the Participant and the Custodial Parent.

11.        Acceptance of Terms and Conditions.      The Participant and Custodial Parent hereby agree that they shall consent to and accept to be bound by the current Terms and Conditions as published by Eduexplora at https://www.eduexplora.com/honorsacademies-india-terms-conditions/

12.        Severability. It is understood and agreed that, if any provision of this Agreement or the application thereof is held invalid, the invalidity shall not affect other provisions or applications of this Agreement which can be given effect without the invalid provisions or applications. To this end, the provisions of this Agreement are declared severable.

13.        Governing Law and Venue. This Agreement shall be construed in accordance with, and governed by, the laws of the State of Florida. The venue for any action arising out of this Agreement shall be the County of Miami-Dade, in the State of Florida, USA. The parties agree to submit to jurisdiction in Miami-Dade County, Florida and waive any claim or defense of forum non-conveniens or inconvenient forum.

14.        Construction and Scope of Agreement. The language of all parts of this Agreement shall in all cases be construed as a whole, according to its fair meaning, and not strictly for or against any party. This Agreement is the only, sole, entire, and complete agreement of the parties relating in any way to the subject matter hereof. No statements, promises, or representations have been made by any party to any other, or relied upon, and no consideration has been offered or promised, other than as may be expressly provided herein. This Assumption of Risk, Release of Claims, Indemnification, and Hold Harmless and Agreement supersedes any earlier written or oral understandings or agreements between the parties.

15.        Counterparts; electronic signatures. This Agreement may be signed by each party hereto upon a separate copy in which event all of said copies shall constitute a single counterpart of this Agreement.  This Agreement may be executed in any number of counterparts, each of which shall be deemed an original, and it shall not be necessary in making proof of this Agreement to produce or account for more than one such counterpart.  Any party may execute and deliver this Agreement by fax or electronic signature, which shall have the same binding effect as an original ink signature. The signature is writing name and date on the electronic form.

16.     Attorneys’ Fees.  If arbitration or litigation is brought concerning this Agreement, the prevailing party shall be entitled to receive from the non-prevailing party, and the non-prevailing party shall upon final judgment and the expiration of all appeals immediately pay upon demand, all reasonable attorneys’ fees and expenses of the prevailing party.

17.     WAIVER OF JURY TRIAL.  IF LITIGATION IS BROUGHT TO ENFORCE THIS AGREEMENT, EACH PARTY KNOWINGLY AND INTENTIONALLY WAIVES THE RIGHT IT HAS TO A TRIAL BY JURY.  THE PARTIES AGREE THIS PROVISION IS A MATERIAL INDUCEMENT TO THE PARTIES’ ENTERING INTO THIS AGREEMENT.

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