Facility Terms (Pool Access for TrySwim Swimming Lessons)

FACILITY TERMS (Pool access for TrySwim Swimming Lessons)

These Facility Terms (this "Agreement") are made on [EFFECTIVE DATE]

BETWEEN

(1) TRY SWIM GLOBAL SDN BHD (Company No. 202501005309 (1606723-W)) a company incorporated in Malaysia and having its registered address at [REGISTERED ADDRESS] ("TrySwim Global" or "TSG"); and

(2) the entity that registers for and electronically accepts this Agreement through the Platform to make its swimming pool or premises available for Lessons (the "Facility").

TrySwim Global and the Facility are each a "Party" and together the "Parties".

[By clicking "I Agree", creating an account, or accessing or using the Platform, the Facility agrees to be bound by this Agreement.]

RECITALS

(A) TSG operates "TrySwim", an online marketplace and platform through which customers book swimming lessons in Malaysia delivered by independent coaches engaged or approved by TSG (the "Platform").

(B) The Facility owns, operates and/or controls one or more swimming pools and related premises which it wishes to make available for swimming lessons booked through the Platform. (the "Pool" and the "Premises").

(C) The Facility wishes to grant TSG, TSG-approved Coaches and Customers access to the Pool for the purpose of delivering and attending swimming Lessons booked through the Platform, and TSG wishes to coordinate such lessons, on the terms set out in this Agreement.

(D) At this stage the Facility does not list, price or manage Lessons on the Platform. TSG operations coordinates coaches, bookings, payments and settlement and provides the Facility a revenue/settlement report.

NOW IT IS AGREED as follows.

1. DEFINITIONS AND INTERPRETATION

1.1 Definitions. In this Agreement, unless the context requires otherwise:

"Access Hours" means the days and times during which the Facility makes the Pool available to TSG for Lessons, as set out in Schedule 1 (default: agreed off-peak hours) — [ACCESS HOURS]

"Access Licence" means the licence granted under Clause 2.

"Authorised Persons" means, collectively, TSG-approved Coaches, TSG operations personnel, and Customers (and, for a minor learner, an accompanying parent/guardian) who have a confirmed Booking, in each case in respect of a scheduled Lesson.

"Booking" means a confirmed booking of a Lesson made through the Platform that uses the Pool.

"Coach" means an independent swimming coach or instructor engaged or approved by TSG to deliver Lessons through the Platform.

"Customer" means the person who books a Lesson and/or the learner; where the learner is a minor, includes the parent or legal guardian who gives consent under the Liability Waiver.

"Coach Agreement" means the agreement governing the engagement of Coaches by TSG, as amended from time to time.

"Effective Date" means the date on which the Facility electronically accepts this Agreement through the Platform.

"Facility" means the entity that registers for and electronically accepts this Agreement through the Platform to make its swimming pool or premises available for Lessons.

"Incident" means any death, drowning or near-drowning, injury, or other serious adverse event affecting a Customer, Coach, Facility staff member, or third party in connection with a Lesson at the Premises.

"Kiosk" means the QR-code check-in/check-out kiosk provided by TSG and operated at the point of entry by the Facility's guards/staff for entry control of Authorised Persons.

"Learner Roster" means the limited dataset described in Clause 12 (learner names and attendance only).

"Lesson" means a swimming lesson booked through the Platform and delivered at the Pool.

"Liability Waiver" means the customer Liability Waiver accepted through the Platform, as updated from time to time.

"Loss" means claims, demands, liabilities, damages, losses, costs, and reasonable legal expenses.

"PDPA" means the Personal Data Protection Act 2010, as amended (including by the Personal Data Protection (Amendment) Act 2024) and together with its subsidiary legislation and the Commissioner's guidelines.

"Personal Data" has the meaning given in the PDPA.

"Premises" means the Pool(s), pool surrounds, water, plant, fixtures, equipment, changing and access areas, and other parts of the Facility used for, or adjacent to, Lessons.

"Privacy Policy" means the TrySwim Privacy Policy as amended from time to time.

"Revenue Model" means the basis on which the Facility's economics are determined, as selected in Schedule 2 — [REVENUE MODEL & FIGURES].

"Settlement Period" means each calendar month, or such other period stated in Schedule 2.

"Settlement Report" means the revenue/settlement report described in Clause 11.

"SST" means sales tax and service tax under the Sales Tax Act 2018, the Service Tax Act 2018 and their subsidiary legislation.

1.2 Interpretation. Clause headings are for convenience only. References to a statute include its subsidiary legislation and amendments. "Including" means "including without limitation". References to a document (including the Privacy Policy, the Liability Waiver and the Coach Agreement) are to that document as amended in accordance with its terms. The singular includes the plural and vice versa.

1.3 Schedules. Schedule 1 (Access Hours and Operational Terms), Schedule 2 (Commercial Terms) and Schedule 3 (Insurance and Limits) form part of this Agreement. If there is a conflict, the operative clauses of this Agreement prevail over the Schedules, save that Schedule 2 and Schedule 3 prevail on the specific figures and commercial/insurance particulars they contain.

2. NATURE OF THE ARRANGEMENT — ACCESS LICENCE (NOT A LEASE)

2.1 Grant of licence. The Facility grants to TSG, and Authorised Persons through TSG, a non-exclusive, revocable licence to enter and use the Pool, changing areas and the ancillary facilities listed in Schedule 1 during the Access Hours, solely for the purpose of delivering and attending Lessons booked through the Platform (the "Access Licence").

2.2 No tenancy or exclusive possession. The Access Licence is a personal licence only and does not grant TSG or any Authorised Person any estate, interest, exclusive possession or right of occupation in the Premises, and is not intended to create a tenancy or lease. The Facility retains possession and control of the Premises at all times.

2.3 No partnership or agency. Nothing in this Agreement creates a partnership, joint venture, employment or (save as expressly stated for booking, payment collection and settlement) agency relationship between the Parties. Neither Party may bind the other.

2.4 Capacity limits and house rules. Use of the Pool is subject to the Facility's reasonable capacity limits, pool rules and house rules notified to TSG in advance, provided they do not conflict with this Agreement or unreasonably restrict the Access Licence. Any maximum number of learners per session is set in Schedule 1.

3. FACILITY OBLIGATIONS

3.1 The Facility shall:

(a) Access — make the Pool available to TSG and Authorised Persons during the Access Hours set out in Schedule 1, and not unreasonably obstruct access during those hours save for safety, maintenance or force-majeure reasons notified as early as reasonably practicable;

(b) Pool condition, water safety and hygiene — keep and maintain the Pool, water and Premises in a clean, safe and serviceable condition and to applicable water-safety and hygiene standards, including water quality and chemical balance, filtration, depth markings and signage, barriers and gates, decking and slip-resistant surfaces, lighting, plant and pool equipment, in accordance with applicable law and good industry practice;

(c) Ancillary facilities — provide the ancillary facilities agreed in Schedule in a clean and usable condition during the Access Hours;

(d) Health, safety and local-authority compliance — comply with all applicable health-and-safety laws and any local-authority (Pihak Berkuasa Tempatan, "PBT") or other regulatory requirements applicable to the operation of the Pool and the Premises, and obtain and maintain any permits, licences or approvals required for the operation of the Pool and Premises;

(e) QR entry process — cooperate with the Kiosk-based entry process, including having its guards/staff facilitate QR check-in and check-out of Authorised Persons, allowing reasonable space and power for the Kiosk, and not admitting persons who have not checked in via the Kiosk;

(f) Hazards and incidents — promptly notify TSG of any pool closure, hazard, defect or safety Incident affecting the Pool or the Access Hours, and comply with the incident-handling obligations in Clause 10;

(g) Lifeguard / supervision — provide such lifeguard or pool-supervision as is allocated to it under Clause 9 and Schedule 1;

(h) Emergency preparedness — maintain a pool emergency action plan, first-aid provision, and trained staff appropriate to the Premises, and make available CCTV or equivalent monitoring of the pool area to the extent it operates such systems;

(i) Cooperation — give TSG and TSG personnel reasonable cooperation and access to operate the arrangement, including reasonable advance notice of changes to Pool availability; and

(j) notify TSG promptly of any change to the Facility's ownership, management, operating licence or authority to grant access to the Pool.

4. TSG OBLIGATIONS

4.1 TSG shall:

(a) Coaches — coordinate Coaches approved by TSG and require them to comply with the Facility's notified pool and house rules;

(b) Bookings — operate the Platform to take and manage Bookings for Lessons using the Pool within the Access Hours;

(c) Payments and settlement — collect Customer payments, calculate the amount due to the Facility under the Revenue Model, and pay the Facility in accordance with Schedule 2 and Clause 11;

(e) Kiosk — supply and maintain the Kiosk for QR check-in/check-out, and remain responsible for the check-in data it generates;

(f) Platform — operate and maintain the Platform with reasonable skill and care; and

(g) Coordination — act as the single operational point of contact for the Facility in respect of Coaches, Bookings, payments and settlement.

4.2 No Facility self-service (current stage). The Parties acknowledge that, at this stage, the Facility does not list, price or manage Lessons on the Platform. Any future change enabling Facility self-service shall be agreed in writing between the Parties.

4.3 TSG may suspend Bookings or access to the Pool where reasonably necessary for safety, operational or legal reasons.

5. ENTRY CONTROL AND OPERATIONS

5.1 QR check-in/out. Entry and exit of Authorised Persons for each Lesson is controlled via the Kiosk. TSG is responsible for the Kiosk and the check-in data it generates; the Facility's guards/staff operate the physical entry point and facilitate the check-in and check-out process.

5.2 Refusal of entry. The Facility may refuse or remove any person who has not validly checked in, who breaches Facility’s pool or house rules, or who poses a safety or security risk, provided it acts reasonably and notifies TSG promptly.

5.3 Records. Check-in/out records generated by the Kiosk are TSG records used for attendance, settlement reconciliation and operational purposes in accordance with Clause 12.

5.4 System outage. If the Kiosk or Platform is temporarily unavailable, the Parties shall cooperate to implement a reasonable alternative attendance verification process designated by TSG.

6. LIABILITY — ALLOCATION BY FAULT AND CONTROL

6.1 Governing principle. Each Party bears the liability for the risks within its own control and arising from its own fault, and indemnifies the other accordingly under Clause 7, to the extent permitted by Malaysian law. The control zones are:

6.2 Facility zone. As between the Parties, the Facility is responsible for the safe condition of the Pool, water, Premises and ancillary facilities, and for the acts and omissions of its own staff (including any lifeguard it provides under Clause 9).

6.3 Coach zone (consistency note). Responsibility for the conduct and negligent instruction sits with the Coach under the Coach Agreement. As between TSG and the Facility, neither assumes the Coach's liability for negligent instruction. TSG shall use reasonable efforts to ensure the Coach carries the insurance required under the Coach Agreement.

6.4 TSG zone. As between the Parties, TSG is responsible for the operation of the Platform and for the conduct of TSG operations personnel in coordinating the arrangement, and for its contractual coach-screening obligations. TSG does not, as between the Parties, accept liability for the condition of the Premises or for negligent instruction by the Coach.

6.5 Mixed-cause Incidents. Where an Incident is caused by the fault of more than one party, each party is liable for its proportionate share of the Loss according to its contribution, and the indemnities in Clause 7 apply only to each Party's respective share. Nothing in this Clause prevents a Customer or third party from pursuing any party to the full extent the law allows; the apportionment governs contribution between the Parties after the event.

6.6 Limitation of liability. Subject to Clause 6.7 and to the extent permitted by law, neither Party is liable to the other for indirect or consequential loss, and each Party's aggregate liability to the amount specified in Schedule 3.

6.7 What cannot be contracted away (mandatory carve-out). Notwithstanding anything in this Agreement, in the Liability Waiver or elsewhere, nothing excludes or limits, and no indemnity or cap purports to relieve a Party of, liability for:

(a) death or personal injury caused by negligence, to the extent such exclusion or limitation is prohibited by law;

(b) gross negligence, recklessness, or wilful or criminal misconduct;

(c) fraud or fraudulent misrepresentation; or

(d) any other liability that cannot lawfully be excluded or limited.

Liability within this Clause 6.7 remains with the at-fault Party.

7. MUTUAL INDEMNITIES

7.1 Facility indemnity. Subject to Clause 6.7 and to the extent permitted by law, the Facility shall indemnify and hold harmless TSG (and, where applicable, the Coach) against Loss arising from:

(a) the unsafe, defective or non-compliant condition of the Premises or Pool (including water quality, depth marking, surfaces, barriers, plant and equipment);

(b) the negligence, act or omission of the Facility or its staff (including any lifeguard the Facility provides under Clause 9);

(c) the Facility's breach of this Agreement or of any pool-safety standard, statute or by-law applicable to the Premises; and

(d) the Facility's failure to maintain the insurance required of it under Clause 8,

except to the extent the Loss is caused by TSG's breach or negligence or by the Coach's negligent instruction.

7.2 TSG indemnity. To the extent enforceable under Malaysian law and subject to Clause 6.7, TSG shall indemnify and hold harmless the Facility against Loss to the extent arising from:

(a) TSG's negligence, act or omission in operating the Platform;

(b) TSG's breach of this Agreement; and

(c) TSG's failure to maintain the insurance required of it under Clause 8,

except to the extent the Loss is caused by the Facility's breach or negligence or by the Coach's negligent instruction.

7.3 Conduct of claims. The Party seeking indemnity shall notify the other Party promptly on becoming aware of a relevant claim, shall not admit liability, settle or compromise the claim without the other's prior written consent (not to be unreasonably withheld) and shall provide reasonable cooperation and information to enable the indemnifying Party to conduct the defence.

7.4 No double recovery. Nothing in this Clause entitles a Party to recover more than once for the same Loss.

8. INSURANCE

8.1 TSG insurance. TSG shall maintain insurance appropriate to its operation of the Platform With the cover types and limits specified in Schedule 3.

8.2 Facility insurance. The Facility shall maintain premises and public liability insurance covering the Pool and the activities permitted on the Premises (including hosting third-party swimming lessons), with a limit of not less than the amount specified in Schedule 3, together with any other insurance required by law.

8.3 Coach insurance. The Coach's personal/professional liability insurance is required and governed by the Coach Agreement. TSG shall use reasonable efforts to ensure that, the Coach maintain the insurance required under the Coach Agreement.

8.5 Evidence of insurance. Each Party shall provide evidence of the insurance required under this Agreement before the Effective Date, upon renewal and upon reasonable request.

8.6 Maintenance, run-off and notice of change. Each Party shall (a) maintain the insurance required of it throughout the term; (b) promptly notify the other of any cancellation, non-renewal or material reduction in such insurance. Failure to maintain the required insurance constitutes a material breach of this Agreement.

9. LIFEGUARD AND SUPERVISION

9.2 Whether a lifeguard is required. The requirement for a qualified lifeguard during Lessons shall be determined in accordance with applicable laws, regulatory requirements and Schedule 1.

9.3 Supervision standard (candidate position). During each Lesson, the Parties shall ensure that the supervision requirements specified in Schedule 1 are maintained at all times. A qualified lifeguard and the supervising Coach must be present during each Lesson.

9.4 Who provides and pays. Responsibility for providing and paying for any required lifeguard or additional supervision shall be set out in Schedule 1 — [PLACEHOLDER, to be set from the lifeguard assessment and the commercial deal]. The candidate default for negotiation is that the Facility provides and pays for any lifeguard required by the Pool's operating licence or its own house rules (the lifeguard supervising the body of water being a Premises-zone function under Clause 6) and warrants that the Pool meets the applicable PBT and building by-law conditions, while TSG provides the rescue-qualified Coach and any additional supervisor needed to meet the Clause 9.3 standard above the venue baseline and bears that cost. The Parties may agree another allocation; TSG does not assume that the presence (or absence) of a venue lifeguard discharges its own duty to the learners.

9.5 Qualifications and ratios. The required qualifications and supervision ratios are set out in Schedule 1.

9.6 If required supervision is unavailable. If supervision required under this Clause is not available for a scheduled Lesson, the affected lesson shall be cancelled or rescheduled in accordance with TSG's policies and Schedule 1.

10. INCIDENT HANDLING

10.1 Immediate response. Upon an incident, the Party first becoming aware shall ensure appropriate emergency response measures are taken (call for emergency services on 999) and that the safety of the affected person takes priority

10.2 Mutual and insurer notification. The Party first becoming aware of the Incident shall notify the other Party as soon as practicable and, in any event, within [24 hours]. Each Party shall notify its insurers in accordance with its insurance requirements.

10.3 Preservation of evidence. Each Party shall preserve and not alter evidence within its control relating to the Incident — including CCTV/footage, pool water-quality and maintenance logs, equipment, attendance and Booking records, any lifeguard roster, and incident notes — for the period required by law or its insurers.

10.4 No admission of liability. No Party shall make any admission of liability, settlement offer or payment in respect of an Incident, or issue any public or media statement about it, without prior consultation with its insurers and legal advisers, except where required by law.

10.5 Cooperation. The Parties shall cooperate reasonably with each other, their insurers and any authority investigating an Incident — sharing relevant records (subject to legal privilege and the PDPA), giving reasonable access to the Premises and witnesses, and taking witness details and statements while fresh. Each Party may make truthful disclosures required by law or by its insurer.

10.6 Survival. The obligations in this Clause, and the indemnity and insurance obligations in Clauses 7 and 8, survive termination in respect of Incidents occurring during the term.

11. SETTLEMENT AND REPORTING

11.1 Revenue Model. The Facility's entitlement shall be determined in accordance with the Revenue Model set out in Schedule 2.

11.2 Settlement cycle. TSG shall, for each Settlement Period (default: monthly), reconcile the Lessons and calculate the amount payable to the Facility under the Revenue Model.

11.3 Settlement Report. TSG shall provide the Facility a Settlement Report for each Settlement Period setting out the Lessons delivered and the amount payable to the Facility.

11.4 Payout. Payment shall be made by [PAYOUT DATE/METHOD — PLACEHOLDER] of each cycle, to the account in Schedule 2.

11.5 Disputes. The Facility may dispute a Settlement Report within [x DAYS] of receipt; undisputed amounts remain payable and any agreed adjustment shall be reflected in the next Settlement Period.

11.6 Taxes / SST. Each Party is responsible for its own taxes, including SST, arising from amounts received under this Agreement and shall provide any tax documentation required by law. TSG acts solely as a collection and settlement intermediary and each Party remains responsible for its own tax obligations.

12. DATA PROTECTION

12.1 Compliance and roles. Each Party shall comply with the PDPA in connection with this Agreement. The Facility acts as an independent data controller in respect of the Learner Roster it receives under this Agreement.

12.2 Minimised disclosure to the Facility. TSG shall disclose to the Facility only the Learner Roster comprising learner names and attendance for scheduled Lessons. The Facility shall use the Learner Roster solely for entry control, safety and lesson-operations purposes.

12.3 No onward use. The Facility shall not use the Learner Roster for marketing or any purpose outside this Agreement, and shall keep it secure with appropriate technical and organisational measures.

12.4 Retention and deletion. The Facility shall retain the Learner Roster only for as long as necessary for the purposes of this Agreement and shall return or securely delete it upon TSG's request or termination of this Agreement, unless retention is required by law.

12.5 Data-subject requests and breach. The Facility shall promptly notify TSG of any data-subject request affecting the Learner Roster, and provide all information reasonably required by TSG to comply with the PDPA.

13. BRAND AND INTELLECTUAL PROPERTY

13.1 Facility listing. Subject to Schedule 1, the Facility grants TSG permission to name and list the Facility (name, location and agreed details) on the Platform and in TrySwim marketing as a participating venue. The Facility may revoke this permission on [NOTICE], subject to existing Bookings.

13.2 Use of marks. Each Party retains ownership of its trade marks, names, logos and other intellectual property. Neither Party may use the other's marks except as expressly permitted under this Clause 13 or Schedule 1; any permitted use shall comply with the owner's reasonable brand guidelines and cease on termination.

13.3 Platform and Premises IP. All intellectual property in the Platform, the Kiosk software and TSG materials remains with TSG. All intellectual property in the Premises and Facility materials remains with the Facility.

13.4 The Facility grants TSG a non-exclusive licence to use photographs, descriptions and promotional materials supplied by the Facility for the purpose of operating and marketing the Platform.

14. TERM, EXCLUSIVITY, RENEWAL AND TERMINATION

14.1 Term. This Agreement commences on the Effective Date and continues for [TERM LENGTH — PLACEHOLDER], unless terminated earlier in accordance with this Clause 14.

14.2 Exclusivity. The arrangement is non-exclusive and each Party may engage other venues or platforms.

14.3 Renewal. On expiry this Agreement [automatically renews for successive periods of [RENEWAL TERM] unless either Party gives [RENEWAL NOTICE] notice / renews only by written agreement — SELECT].

14.4 Termination for convenience. Either Party may terminate for any reason upon [30 DAYS’] written notice.

14.5 Termination for cause. Either Party may terminate immediately upon written notice if the other Party commits a material breach that is incapable of remedy or is not remedied within [14 DAYS] after notice, or becomes insolvent or is wound up.

14.6 Termination / suspension for safety. Either Party may suspend access to the Pool and/or terminate immediately on written notice in the event of a serious safety Incident at the Pool; where required insurance or supervision arrangements are not maintained; or the Pool becomes unsafe for Lessons.

15. EXIT AND RUN-OFF

15.1 On expiry or termination:

(a) Run-off — Lessons already booked and paid before termination shall be honoured unless the Parties agree otherwise or there is a safety reason preventing the Lessons from proceeding. TSG has the discretion to cancel and refund all affected booked Lessons.

(b) Settlement — TSG shall produce a final Settlement Report and pay amounts due to the Facility;

(c) Kiosk — TSG shall remove deactivate the Kiosk within [X] days after termination;

(d) Data — each Party shall return or delete the other's Confidential Information in its possession, and the Facility shall return or securely delete the Learner Roster in accordance with Clause 12; and

(e) Marks — each Party shall cease using the other's marks and the Facility's Platform listing shall be removed.

(f) Existing customer communications — The Parties shall cooperate in communicating any cancellation, rescheduling or transition arrangements to affected Customers.

16. CONFIDENTIALITY

16.1 Each Party shall keep confidential the other's non-public business, commercial, technical and customer information disclosed under this Agreement ("Confidential Information"), use it only for this Agreement, and not disclose it except to personnel or advisers who need it and are bound by like obligations.

16.2 Exceptions: information that is or becomes public (other than through breach), is independently developed, is lawfully received from a third party, or is required to be disclosed by law or a regulator (with notice to the other Party where lawful).

16.3 The commercial terms in Schedule 2 and the Settlement Reports are Confidential Information.

17. FORCE MAJEURE

17.1 Neither Party is liable for failure or delay caused by events beyond its reasonable control, including pool closures (for maintenance ordered by an authority or for safety), natural disaster, epidemic or pandemic, utility failure, or governmental action. The affected Party shall notify the other and use reasonable efforts to mitigate. Bookings affected by force majeure shall be [rescheduled and, if rescheduling is not reasonably possible, cancelled and refunded in accordance with TSG's customer policies. If a force-majeure event continues for more than 30 consecutive days, either Party may terminate on notice.

18. SURVIVAL

18.1 The following provisions survive termination or expiry of this Agreement and remain in force for the period necessary to give them effect: Clause 6 (Liability), Clause 7 (Indemnities), Clause 8.6 (Insurance), Clause 10 (Incident Handling), Clause 12 (Data Protection), Clause 13.2–13.3 (Intellectual Property), Clause 16 (Confidentiality), Clause 11.6 (Taxes), Clause 19 (Governing Law and Disputes), and any other provision intended to survive termination. Termination or expiry of this Agreement does not affect any rights, remedies, obligations or liabilities accrued before termination.

19. GOVERNING LAW AND DISPUTE RESOLUTION

19.1 This Agreement is governed by the laws of Malaysia.

19.2 The Parties shall first attempt to resolve any dispute by good-faith negotiation. Failing resolution within [PERIOD — PLACEHOLDER], the dispute shall be referred to [the Courts of Malaysia to whose non-exclusive jurisdiction the Parties submit / arbitration administered by the Asian International Arbitration Centre (AIAC) in Kuala Lumpur under the AIAC Arbitration Rules — SELECT].

20. GENERAL

20.1 Variation. TSG may amend this Agreement by giving reasonable notice through the Platform or by email. Continued use of the Platform after the effective date of the amendment constitutes acceptance of the amendment.

20.2 Severability. If any provision is held invalid or unenforceable, the remainder continues in effect and the Parties shall replace it with a valid provision of nearest effect.

20.3 Notices. Notices shall be in writing and may be given through the Platform, by email to the address registered with the Platform, or by any other contact details notified by a Party from time to time.

20.4 Assignment. Neither Party may assign or novate without the other's prior written consent (not unreasonably withheld), save that TSG may assign to an affiliate or in connection with a reorganisation or financing on notice.

20.5 No third-party rights. Save for an indemnified person where expressly provided, a person who is not a Party has no right to enforce this Agreement.

20.6 Entire agreement. This Agreement, together with its Schedules, constitutes the entire agreement between the Parties and supersedes all prior discussions and agreements relating to its subject matter, except in the case of fraud

20.7 Electronic Acceptance. By clicking "I Agree", creating a Facility account, accessing or using the Platform, the Facility hereby acknowledges that the Facility has read and understood this Agreement, including its schedules and addendum (if any); agrees to be bound by this Agreement, including schedules and addendum (if any); and all policies referred to in it; confirms that all information and documents provided to TSG are true, accurate and complete; and agrees that the electronic acceptance of this Agreement constitutes the Facility's legally binding signature and has the same force and effect as a handwritten signature. TSG may rely on its electronic records, including the Facility's account details, date and time stamp, IP address and other onboarding records, as evidence of the Facility's acceptance of this Agreement.

SCHEDULE 1 — ACCESS HOURS AND OPERATIONAL TERMS

SCHEDULE 2 — COMMERCIAL TERMS

Option A — Revenue Share

Option B — Fixed Per-Lesson Access Fee

Common settlement terms

SCHEDULE 3 — INSURANCE AND LIMITS