EduControl Terms of Service

1Who this agreement is between

This agreement is between Pixelspective, of Accra, Ghana ("we", "us", "our") and the school whose administrator accepts these terms ("the School", "you", "your").

It becomes binding at the moment an administrator of the School accepts it. We record that acceptance with the accepting person's name and email address, the version of this document they were shown, the date and time, and the network address the acceptance came from. The School can see that record at any time by asking us.

If you are accepting these terms, you confirm that you are authorised to do so on behalf of the School.

2The words we use

A few words in this agreement mean something specific. Everywhere else, words mean what they ordinarily mean.

• •Platform — EduControl: the software, its screens, its interfaces and the service that runs them.
• •School Data — everything the School or its users put into the Platform, and everything the Platform derives from it. Pupil records, staff records, guardian details, attendance, marks, reports, invoices, payments and the audit log are all School Data.
• •Pupil Data — the part of School Data that is about a pupil, including a pupil's photograph and health information.
• •Staff User — a person the School has given a staff account: a proprietor, an administrator, a bursar, a head teacher or a teacher.
• •Portal User — a pupil or a guardian using the pupil or family portals, who signs in by a separate route and never holds a staff account.
• •Tenant — the School's own isolated portion of the Platform. One school's Tenant is separated from every other school's at the database level.

3What EduControl provides

For as long as this agreement is in force, we grant the School the right to use the Platform to administer that School, and to let its Staff Users and Portal Users do the same. The right is non-exclusive and cannot be transferred to anybody else.

This is not a sale of software and it is not a licence to the source code. The School does not receive a copy of the Platform, and it may not sub-license, rent, or make the Platform available to a school this agreement does not cover.

We may improve the Platform, add to it and change how parts of it work. Section 17 says what happens when a change materially reduces what the Platform does.

4Accounts and credentials

The School decides who has an account. It also decides who stops having one: when a member of staff leaves, removing or disabling their account is the School's responsibility, and we cannot know to do it.

Staff sign-in, pupil sign-in and guardian sign-in are separate routes. A portal session never becomes a staff session, and a pupil's credentials never open a staff screen. The School must not attempt to work around that separation.

Credentials are personal. Sharing one account between several people makes the audit log a fiction — it will name the account, not the person — and the School accepts that anything done under an account is attributed to the person that account belongs to.

The School is responsible for what is done through its accounts, including by anyone it has invited.

5Who owns the school's records

School Data belongs to the School. That is true while this agreement is running and it stays true after it ends. Using the Platform gives us no ownership of the School's records and no right to use them for our own purposes.

For the purposes of Ghana's Data Protection Act, 2012 (Act 843), the School is the data controller for School Data. We are its data processor.

We process School Data on the School's instructions. In practice, the School's instructions are its use of the Platform's features: when a bursar records a payment, that is an instruction to store a payment. We do not process School Data for any other purpose, we do not sell it, and we do not use it to train machine-learning systems.

We may use aggregated, anonymised information that cannot identify the School, any pupil or any member of staff — for example, how many schools use a feature — to operate and improve the Platform.

6Pupil data and children's privacy

Most of what the Platform holds is information about children. That deserves saying plainly rather than leaving it inside a definition.

The Platform holds, for each pupil the School admits: name, date of birth, gender, photograph, admission number, class and enrolment history, attendance, marks and published reports, and fee records. Where the School enters them, it also holds health information — allergies, blood group, medical notes and a preferred hospital — and details of the pupil's guardians.

Act 843 applies to all of it. The School confirms that it has the standing to provide this information and to authorise us to process it, and that it will give guardians whatever notice its own obligations require. Where the School relies on a guardian's consent — for a photograph, for example — obtaining and recording that consent is the School's responsibility.

Our Privacy and Data Protection Notice explains in detail what is held, why, who else touches it and how it is protected. It forms part of this agreement and is accepted alongside it.

7How the Platform may not be used

The School and its users must not do any of the following.

• •Attempt to reach another school's Tenant, another school's data, or any part of the Platform the School has not been given access to.
• •Use the Platform to defeat record-keeping the School is required by law to maintain — for example, by deleting or altering a financial record to conceal what happened rather than issuing a correction.
• •Probe, scan or test the security of the Platform without our written consent. We will usually give it; asking first is what separates a security test from an attack.
• •Resell access, or run the Platform as a bureau service for schools this agreement does not cover.
• •Upload malicious code, or material that is unlawful in Ghana.
• •Share staff credentials with anybody outside the role they were issued for.

8Fees, invoicing and non-payment

The Platform is charged in two parts: a one-off joining fee of GHS 4,000, payable before the School begins using it, and a subscription of USD 20 per month thereafter.

The joining fee covers the School's first month. The monthly subscription begins one month after the joining fee is paid, and is invoiced monthly in advance. Where we invoice the monthly subscription in Ghana Cedis, it is converted at the prevailing rate on the date of the invoice.

The fee does not depend on how many pupils the School enrols. A school that grows pays the same as one that does not.

Invoices are due on the date stated on them. If an invoice is not paid, we will write to the School's registered administrator. If it remains unpaid 30 days after that written notice, we may suspend the School's access.

Suspension makes the Platform unavailable. It does not delete School Data. A suspended School's records are retained and are restored in full when the account is brought up to date. We will not hold a school's records hostage: even if the account is never brought up to date, the export right in section 10 still applies.

9Availability, support and maintenance

We provide the Platform using commercially reasonable efforts to keep it available and working.

We do not promise a specific uptime percentage. We would rather say so here than publish a figure we do not currently measure or engineer for. If your school needs a contractual availability commitment, tell us and we will discuss what that would involve.

Some parts of the Platform, such as taking the class register, continue to work while a device is offline and send their data when the connection returns. That reduces disruption in a classroom with poor connectivity. It is a mitigation, not an availability guarantee, and it does not cover every screen.

We carry out maintenance from time to time. Where maintenance will interrupt service and we can foresee it, we will give the School notice in advance. Urgent work to protect the Platform or its data may have to happen without notice.

Support is available through the contact channels published on our website, during Ghanaian working hours.

10Backups, retention and getting your data out

We take backups of the Platform for our own continuity. Those backups exist so that we can recover the service after a failure. They are not the School's archive, and the School should not rely on them as one.

The School remains responsible for keeping whatever records the law requires it to keep, in whatever form the law requires.

When this agreement ends, the School may ask us for an export of its School Data in a machine-readable form. We will provide it within a reasonable time if the request is made within 30 days of the date this agreement ends. After that window we may delete the School's data, and we will normally do so.

We will tell the School before deleting its data, at the email address of its registered administrator.

11Intellectual property

The Platform, its design, its interfaces, its documentation and everything we create in providing it remain ours. Nothing in this agreement transfers any of that to the School.

Nothing in this agreement transfers any rights in School Data to us. Section 5 governs that.

If the School gives us feedback or suggests an improvement, we may use it freely, without obligation and without payment. Feedback does not become the School's intellectual property in our product.

12Confidentiality

Each side may learn things about the other that are not public. Each side agrees to keep the other's confidential information confidential, and to use it only for the purposes of this agreement.

This does not apply to information that is already public through no fault of the receiving side, that the receiving side already had or worked out independently, or that it lawfully received from somebody else who was free to disclose it.

Either side may disclose the other's confidential information where the law or a court requires it. Where giving notice of that disclosure is lawful, the disclosing side will give it, so the other has the chance to respond.

13What each side promises

Each side confirms that it has the capacity and the authority to enter into this agreement.

We promise to provide the Platform with reasonable skill and care.

Beyond those promises, and to the fullest extent Ghanaian law allows, the Platform is provided as it stands. We do not promise that it will be free of every defect, that it will meet every requirement a particular school has, or that it will be uninterrupted.

14Limitation of liability

Neither side is liable to the other for indirect or consequential loss, for loss of profit, for loss of anticipated savings, or for loss of goodwill or reputation.

Each side's total liability to the other, for everything arising in any twelve-month period, is limited to one half of the total fees the School paid in the twelve months before the claim arose.

Nothing in this section limits or excludes liability for death or personal injury caused by negligence, for fraud or fraudulent misrepresentation, for breach of the confidentiality obligations in section 12, or for anything else that cannot lawfully be limited under Ghanaian law.

15Indemnity

The School will indemnify us against claims brought by a third party that arise from information the School had no standing to provide, or from use of the Platform in breach of section 7.

We will tell the School promptly about any such claim, will not settle it without the School's agreement, and will give the School reasonable assistance in dealing with it.

16Term, suspension and termination

This agreement runs from acceptance until either side ends it.

Either side may end it by giving written notice, taking effect at the end of the current billing period. Fees already invoiced for that period remain payable.

Either side may end it immediately if the other commits a material breach and does not put it right within thirty days of being told about it in writing.

We may suspend access for non-payment, as section 8 describes, or where continued use would endanger the Platform or another school's data. Suspension is not termination, and we will restore access as soon as the reason for it is resolved.

When this agreement ends, the School's access ends and section 10 governs what happens to its data. Sections 5, 10, 11, 12, 14, 15 and 18 survive termination.

17Changes to the Platform and to these terms

We develop the Platform continuously, and most changes add to it. Where a change would materially reduce what the Platform does for the School, we will tell the School in advance.

We may revise these terms. A revised version is published with a new version date, and the next time an administrator of the School signs in they are asked to read and accept it. Ordinary Staff Users are not interrupted; a teacher does not stop being able to take a register because a clause changed.

Refusing a revised version is not a breach of this agreement. The School may end the agreement instead, under section 16, and section 10 then governs its data. Continuing to use the Platform is not treated as acceptance of a version nobody accepted — acceptance is the recorded act described in section 1, and nothing else.

18Governing law and disputes

This agreement is governed by the laws of the Republic of Ghana.

If a dispute arises, each side will first name a senior representative, and those two will try in good faith to resolve it within thirty days.

If they cannot, the dispute is subject to the exclusive jurisdiction of the courts of Accra.

19Notices

Notices to the School are given at the email address of its registered administrator. Keeping that address current is the School's responsibility.

Notices to us are given at the contact address published on our website.

A notice sent by email is treated as given when it is sent, unless the sender receives a delivery failure.

20General

This agreement, together with the Privacy and Data Protection Notice, is the whole agreement between the School and us about the Platform, and it replaces anything said or written beforehand.

If any part of this agreement turns out to be unenforceable, the rest of it continues to apply, and the unenforceable part is treated as replaced by the closest enforceable equivalent.

If either side does not enforce a right straight away, that does not mean the right is given up.

Neither side may transfer this agreement without the other's consent, except that either may transfer it to a successor as part of a reorganisation or a sale of the whole business.

Nothing in this agreement creates a partnership, a joint venture, or a relationship of employer and employee between the School and us.