Terms of service

THESE TERMS OF SERVICE (the “Terms of Service” or “Terms”) govern the use of Leepr, a Software as a Service (“SaaS”) platform owned by Lulo Solutions LLC, a Wyoming limited liability company (“Lulo Solutions” or the “Company”), and offered as “Leepr by Exlink”. Leepr (the “Service”) is a customer relationship management and sponsor-connection platform for international student recruitment agencies. These Terms apply to and are legally binding on anyone that accesses or uses the Service, whether through the Company’s website at leepr.app, the application at app.leepr.app, an organisation’s own address on leepr.app, or the Service’s application programming interface (the “API”).

1. Platform Overview

Leepr helps recruitment agencies that send students to exchange, university and other international education programs (“Recruitment Services”) to manage their enquiries, students and families, communicate with them, schedule meetings, collect applications, and connect to the sponsor organisations they work with (“Sponsors”) in order to see their students’ programs, application progress and what each Sponsor needs from the agency, and to send applications to those Sponsors.

2. Definitions

For the purposes of these Terms of Service, the following definitions shall apply:

(a) “Agency” means an organisation (such as a recruitment agency, or one of its branches or sub-agents) that has created an account on the Service. The Agency is the Company’s client under these Terms.

(b) “Authorized User” means an individual whom an Agency has invited to, or who has created, a seat in the Agency’s account. The individual who creates an account on behalf of an Agency represents that they are authorised to bind that Agency to these Terms.

(c) “Sponsor” means an organisation that receives students from Agencies, such as an exchange program sponsor, and that operates its own system (for example Exlink) to which an Agency may connect through the Service.

(d) “Agency Content” means all information that an Agency or its Authorized Users enter into, upload to, or receive through the Service, including personal information about students, applicants, their families and other contacts.

(e) “Sub-organisation” means a branch or sub-agent that an Agency creates or invites under its own account. Each Sub-organisation is a separate Agency under these Terms.

3. Account Creation and Use Restrictions

Usage of Leepr is limited to Agencies and their Authorized Users for the purpose of administering Recruitment Services only. Agency bears sole responsibility for the accuracy of information provided by its Authorized Users and for the actions taken by its Authorized Users in the Service. Authorized Users must keep their sign-in credentials confidential; the Service offers multi-factor authentication, and Agencies are encouraged to require it for their Authorized Users.

An Agency that creates or invites a Sub-organisation can see the Sub-organisation’s records in the Service; a Sub-organisation cannot see the records of its parent or of any other Sub-organisation. By accepting an invitation to become a Sub-organisation, an Agency agrees to this access by its parent.

4. Acceptance and Changes

Acceptance of these Terms occurs when an Agency creates an account, or when an individual first accesses or uses the Service. The Company may amend these Terms by posting the amended version at leepr.app/legal; the version number and last-updated date at the top of this page show when they were last revised. The Company will make reasonable efforts to notify Agencies of material changes by email or in the Service before they take effect. Continued use of the Service after an amendment takes effect constitutes acceptance of the amended Terms.

5. Non-Exclusive Services

Company may provide services to others of its clients even if such services are similar to or the same as services Company provides to Agency. Nothing in these Terms shall be construed to grant Agency any exclusive right to the Company’s services.

6. Agency Content Responsibility

Agency retains ownership of all Agency Content. Company is not responsible for the accuracy or suitability of such information. Agency is responsible for having a lawful basis to collect and use Agency Content, including any consent required from students, from the parents or legal guardians of students who are minors, and from the people it contacts through the Service, as further described in Section 13 and in the Data Processing Addendum.

Agency may export its leads and reports from the Service at any time. Upon termination of the Agency’s account and receipt of full payment of all outstanding amounts, Company shall assist Agency in transferring Agency Content to a repository designated by Agency.

7. Intellectual Property Rights

Agency’s Rights

Agency retains all right, title, and interest in and to Agency Content. Agency hereby grants to Company a non-exclusive, fully paid-up, royalty-free, worldwide license to use, copy, store, transmit, and display Agency Content solely for the purpose of operating and maintaining the Service.

Company’s Rights

Company is the sole and exclusive owner of Leepr and all associated intellectual property rights worldwide. Any feedback, suggestions, or recommendations provided by Agency or its Authorized Users shall be deemed a voluntary contribution, and Agency shall have no confidentiality claims with respect thereto. Company shall have worldwide, non-exclusive, perpetual, irrevocable, royalty-free, fully paid-up rights to use, incorporate, and otherwise exploit such feedback for any purpose.

8. License and Restrictions on Use

Subject to these Terms, the Company grants each Authorized User a limited, non-exclusive, non-transferable, non-sublicensable license to access and use the Service in accordance with the authorization granted by the Agency. Agency and its Authorized Users agree to comply with all applicable laws and regulations in connection with their use of the Service, including data protection and privacy laws and laws governing electronic marketing communications.

(a) An Agency or Authorized User may not copy, reproduce, distribute, publish, display, perform, or create derivative works based on Leepr or any other resource on the Company’s website, except as expressly permitted in these Terms.

(b) An Agency or Authorized User may not reverse engineer, decompile, disassemble, or otherwise attempt to derive the source code of the Leepr platform or any other resource on the Company’s website.

(c) An Agency or Authorized User may not rent, lease, sublicense, sell, assign, or otherwise transfer its rights in Leepr or any other resource on the Company’s website.

(d) An Agency or Authorized User may not move, alter, or obscure any copyright, trademark, or other proprietary notices on or in Leepr or the Service.

(e) Notwithstanding anything to the contrary herein, an Agency or Authorized User may not use Leepr or the Service for any illegal or unauthorized purposes, or in any manner that violates any applicable laws or regulations, including but not limited to the transmission of any illegal or explicit content.

(f) An Agency or Authorized User may not use the Service to send unsolicited bulk messages, to send messages to people who have asked not to be contacted, or to collect personal information without a lawful basis.

(g) An Agency or Authorized User may not use the Service, or credentials obtained through it, to access a Sponsor’s system beyond what that Sponsor has authorised, or attempt to circumvent any limit the Service or a Sponsor places on that access.

(h) An Agency or Authorized User must be at least eighteen (18) years of age. Students, parents and other contacts who fill in an Agency’s forms, applications or booking pages do so as the Agency’s contacts and do not become Authorized Users.

9. Fees and Payment Terms

Prices

Fees are those published at leepr.app/pricing when they are incurred. As of the date of these Terms, the first seat of each Agency is free; each additional seat, each application an Agency sends to a Sponsor through the Service, and each connected student program that is in an active status at a connected Sponsor are charged at the published prices, subject to any free credits the Agency holds. Prices are stated in euros for Agencies whose billing country is in Europe and in US dollars elsewhere; the currency is set when the Agency signs up.

Taxes

Prices exclude value added tax and other taxes. Agencies in the European Union and the United Kingdom must provide a valid VAT number, and are invoiced under the reverse-charge mechanism. Agency is responsible for any taxes, duties and charges that apply to its purchases, other than taxes on the Company’s income.

Card and Invoicing

A valid payment card is required before an Agency connects a Sponsor, sends an application to a Sponsor, or adds a second Authorized User. Charges are invoiced monthly on the first day of each month through the Company’s payment processor, and the Agency’s card is charged when the invoice is issued. Charges for connected student programs are incurred once per program per calendar month, the first time in that month the program is connected and active, and are not refunded if the program ends or is disconnected during the month. Applications are charged in the month they are sent.

Failed Payment

If a payment fails or the Agency’s card is removed, the Agency’s connections to Sponsors are paused until a valid card is on file and outstanding invoices are paid. While connections are paused, nothing is charged for connected student programs, and the Agency’s other data and functions remain available. Authorized Users beyond the Agency’s paid seats may be limited to read-only access until the seats are paid.

Dispute Procedures

Agency must notify Company in writing of any invoice dispute within five (5) days of receipt of such invoice. Such notice must describe the basis for the dispute in reasonable detail. Agency shall pay all undisputed amounts in a timely manner regardless of any pending dispute.

Suspension for Non-Payment

Any invoice remaining unpaid for thirty (30) days or more after the applicable due date shall entitle Company to suspend Agency’s access to the Service. Company shall provide written notice to Agency prior to suspending access. Agency shall reimburse Company for all reasonable collection costs, including attorney fees. Reinstatement of access may require completion of reactivation steps as determined by Company.

10. Sponsor Connections

An Agency connects a Sponsor by signing in at the Sponsor’s system with its own account there and approving the Service. The Company never receives the Agency’s password at the Sponsor. Each connection is limited to what the Sponsor permits the Agency’s account to see and do, and the Sponsor may change or end that access at any time.

Through a connection, the Service keeps a summary of the Agency’s students at that Sponsor (such as their names, programs, statuses and what the Sponsor is waiting for from the Agency), shows further detail by reading it from the Sponsor when an Authorized User opens it, and sends the Agency’s applications to the Sponsor when an Authorized User asks it to. The Sponsor is responsible for the data it holds in its own system, as a controller independent of the Company and of the Agency. Company makes no warranties regarding the availability, accuracy or completeness of any Sponsor’s system or data, and is not a party to any agreement between an Agency and a Sponsor.

Disconnecting a Sponsor stops the exchange of data with that Sponsor. Agency remains responsible for complying with any terms the Sponsor applies to the Agency’s use of its system.

11. Third-Party Integrations

The Service integrates with the following third-party services:

• Google and Microsoft (sign-in, and calendars that an Authorized User chooses to connect)
• Amazon Web Services (email sending and receiving)
• Stripe (payments and invoicing)
• Cloudflare (network protection, including Turnstile on public forms)
• Anthropic (the optional assistant described in Section 12)
• Sponsors’ systems, such as Exlink, that an Agency chooses to connect
• Tools an Agency connects through the API and webhooks, such as Zapier

Company makes no warranties or representations regarding the functionality, accuracy, or availability of any third-party integrations. Agency acknowledges that such integrations are subject to the terms and conditions of the applicable third-party providers.

12. The Assistant

The Service includes an optional assistant that drafts configuration, such as fields, forms and the mapping of an Agency’s application to a Sponsor’s form, from descriptions and documents an Authorized User provides. The assistant only proposes: nothing it drafts is applied until an Authorized User reviews and applies it. Requests to the assistant contain configuration, such as field names, form outlines and Sponsors’ lists of questions, and the descriptions Authorized Users write, with names, email addresses and phone numbers removed; they do not contain the records of the Agency’s leads, students or contacts. An Agency may turn the assistant off for its account at any time.

13. Data Protection

Where the Company processes personal information on behalf of an Agency, the Agency is the controller of that information and the Company acts as processor on the Agency’s documented instructions. The Data Processing Addendum forms part of these Terms and governs that processing. The Company’s own processing of personal information, such as the details of Authorized Users and visitors to its website, is described in the Privacy Policy.

Students and applicants recruited by Agencies are often minors. Agency shall obtain any consent required by the law of the student’s own country from the student’s parent or legal guardian, including any parental consent required under Article 8 of the General Data Protection Regulation where the applicable digital-consent age applies.

14. Service Level Agreement

The Company’s commitments on availability, maintenance notice and support are set out in the Service Level Agreement, which forms part of these Terms.

15. Security Policy

The Company’s security measures are set out in the Security Policy, which forms part of these Terms.

16. Term and Termination

These Terms apply for as long as the Agency has an account. Agency may close its account at any time by notice to the Company; fees already incurred remain payable, and no fees are refunded for the month in which the account is closed. Company may terminate an Agency’s account upon thirty (30) days written notice, or upon written notice if the Agency materially breaches these Terms and fails to cure the breach within thirty (30) days of being notified of it.

After an account is closed, Agency may ask for its Agency Content to be exported for thirty (30) days. Company then deletes Agency Content from the Service, and it is deleted from backups as they expire, within a further thirty (30) days, except where the law requires the Company to keep it. Agency’s payment obligations for all fees accrued prior to the effective date of termination shall survive termination.

17. Restrictive Covenants

Confidential Information Definition

“Confidential Information” means trade secrets or non-public information, including but not limited to: source code or object code, software designs, operating policies and procedures, prices, terms and conditions, business plans, marketing or sales plans or strategies, identities of customers and their needs and requirements, employee and personnel information, internal reports, and financial information.

Exclusions from Confidentiality

Information shall not be deemed Confidential Information if:

(a) it becomes publicly available without any action or fault of the receiving party;

(b) the receiving party possessed it prior to disclosure without any restriction on use or disclosure;

(c) it was rightfully obtained from an unrestricted third-party source;

(d) it was independently developed by the receiving party without use of or reference to the disclosing party’s Confidential Information;

(e) disclosure is required by law, provided the receiving party uses reasonable efforts to provide prior notice to the disclosing party; or

(f) it is disclosed with the prior written consent of the disclosing party.

Non-Disclosure

Recipients shall exercise at least the same level of care in protecting the disclosing party’s Confidential Information as it exercises in protecting its own Confidential Information of like kind. Recipients shall not disclose Confidential Information during or after the term of this Agreement except to parties with a legitimate need to know. Recipients shall not use Confidential Information for any purpose without the prior written consent of the disclosing party.

Conflict Resolution

In the event of a conflict between the Privacy Policy and the confidentiality or security provisions of these Terms, the Privacy Policy shall control.

Material Return

Upon termination of this Agreement or upon written request of the disclosing party, the receiving party shall return to the disclosing party all originals and copies of records, reports, documents, lists, plans, memoranda, notes, and other documentation containing or reflecting Confidential Information.

Remedies

In the event of a breach or threatened breach of any covenant set forth in this Section, the non-breaching party shall be entitled to seek injunctive relief in addition to any other remedies available at law or in equity, the parties acknowledging that monetary damages alone would be inadequate to compensate for such breach.

18. Warranty Disclaimer

LEEPR AND ANY OTHER SERVICES OF THE COMPANY ARE PROVIDED “AS IS,” WITHOUT WARRANTY OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION, THE WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.

Company does NOT warrant that the services will be error-free, uninterrupted, or secure, or that defects or errors will be corrected.

19. Limitation of Liability

Excluded Damages

In no event shall Company be liable for any indirect, special, incidental, consequential, or punitive damages, including but not limited to lost profits or lost data, arising from or related to this Agreement, these Terms of Service, or the use of Leepr, even if Company has been advised of the possibility of such damages.

Liability Cap

Company’s total aggregate liability under or in connection with this Agreement shall not exceed the total amount of fees actually paid by the complaining individual or entity to Company during the twelve (12) consecutive month period immediately preceding the event giving rise to such liability.

20. Indemnification

Agency shall indemnify, protect, defend, and hold harmless Lulo Solutions, its owners, members, managers, officers, employees, independent contractors, and affiliates from and against any and all pending or threatened claims, damages, liabilities, causes of action, costs, and expenses (including reasonable attorney fees) arising out of or in connection with any breach of Agency’s obligations under this Agreement.

21. Waiver

No waiver of any provision of this Agreement shall constitute a waiver of any other provision. No waiver shall constitute a continuing waiver. No waiver shall be binding unless executed in writing by the party granting such waiver.

22. Assignment

Neither Agency nor any Authorized User may assign any rights or obligations under this Agreement without the express prior written consent of the Company. All provisions of this Agreement shall be binding upon and inure to the benefit of the parties’ respective successors and permitted assigns. Agency is responsible for ensuring that this Agreement binds its personnel and partners to the extent applicable. All provisions that by their nature should survive termination shall survive and remain in full force and effect following termination of this Agreement.

23. Default

In the event of default by either party, the defaulting party shall reimburse the non-defaulting party for all costs and expenses reasonably incurred in connection with such default, including without limitation, reasonable attorney’s fees. In any enforcement action arising under this Agreement, the prevailing party shall be entitled to recover its reasonable costs and fees from the non-prevailing party.

24. Force Majeure

Relief from Obligations

Neither party shall be deemed in breach of this Agreement to the extent that performance of its obligations is prevented or delayed by a Force Majeure event that was unforeseeable at the time of execution and that the affected party cannot prevent, avoid, or remove by the exercise of reasonable diligence.

Defined Events

“Force Majeure” includes, but is not limited to: fire, earthquake, or other natural disasters or acts of God; explosion; acts of war (whether declared or undeclared); terrorism; insurrection; pandemic; epidemic; or any legal prohibition. Plant or equipment breakdown and unavailability of funds shall not constitute Force Majeure events unless directly caused by a Force Majeure event as defined herein.

Notice and Relief

The party asserting Force Majeure shall provide notice to the other party upon first foresight or knowledge of such event. Performance obligations shall be suspended for the duration of the Force Majeure event.

Termination

If the effects of a Force Majeure event persist for a period of at least one hundred twenty (120) days, either party may terminate this Agreement upon fifteen (15) days written notice to the other party.

25. Governing Law and Jurisdiction

This Agreement shall be governed by and construed in accordance with the laws of the State of New York, without regard to its conflicts of law principles. Any dispute arising under or in connection with this Agreement shall be resolved exclusively by binding arbitration in accordance with Section 28 (Dispute Resolution and Binding Arbitration). To the extent any matter is not subject to arbitration — including any action to compel arbitration, to confirm or enforce an arbitration award, or to seek injunctive relief — such matter shall be brought exclusively in the state or federal courts located in New York County (Manhattan), New York. Agency hereby consents to the personal jurisdiction and venue of such courts.

26. Headings

The headings used in this Agreement are for convenience of reference only and shall not affect the interpretation or construction of any provision hereof.

27. Severability

If any provision of this Agreement is held to be invalid or unenforceable by a court of competent jurisdiction, this Agreement shall be construed without regard to such provision, and all remaining provisions shall continue in full force and effect.

28. Dispute Resolution and Binding Arbitration

Filing Procedure

Any party seeking arbitration shall deliver a written demand to the other party or parties and file such demand with the American Arbitration Association (“AAA”) at its Manhattan, New York office. The demanding party shall assert all known claims in its initial demand.

Statute of Limitations

A demand for arbitration must be filed no later than the date on which legal or equitable proceedings based on the same claims would be barred by the applicable New York statute of limitations.

Award Finality

The award rendered by the arbitrator shall be final and binding upon the parties, and judgment may be entered upon such award in any court of competent jurisdiction in accordance with applicable law.

Fee Allocation

Arbitration filing fees and the fees of the arbitrator shall be allocated as determined in good faith by the arbitrator.

Attorney Fees

The substantially successful party or parties shall be entitled to recover its reasonable attorney fees and costs from the other party, as determined by the arbitrator in its sole discretion.

Continued Operations

The parties shall continue to operate in compliance with this Agreement during the pendency of any dispute resolution proceeding.

29. Merger

These Terms of Service, together with the Data Processing Addendum, the Security Policy and the Service Level Agreement posted at leepr.app/legal, constitute the complete and exclusive agreement between the parties with respect to the subject matter hereof.

30. Governing Language

These Terms of Service are made in the English language. Any translation is provided for convenience only. In the event of any conflict or inconsistency between the English version and a translation, the English version governs.

THESE TERMS OF SERVICE ARE BINDING UPON ANY AGENCY OR USER THAT ACCESSES OR USES LEEPR. BY SUCH ACCESS OR USE, EACH AGENCY AND USER AGREES TO BE BOUND BY THE TERMS AND CONDITIONS SET FORTH HEREIN.

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Security Contact: security@exlink.org Privacy Contact: privacy@exlink.org Support Hours: Monday—Friday, 9:00 AM — 5:00 PM ET (excluding U.S. holidays)