Terms of Purchase of Services

  • The term "Solution" refers to the Safe School Assurance International (SSAI) online platform for managing information and documents pertaining to School Safety Trust Mark Certification. www.school-safety.org is the platform's URL.
  • The term "service" refers to the school’s service for evaluating and monitoring its School Safety performance, as well as the associated support.
  • The term "School" refers to any business entity that registers on the Solution to provide information about its School Safety practices, voluntarily for the sole purpose of gaining SSAI’s School Safety Trust Mark Certification.
  • The term "Users" refers to users of www.school-safety.org which is the platform's URL

Subject

  • SSAI provides a service on for monitoring a school's Safety performance and certification, which includes both the Service and the Solution. Access to and use of this Service are subject to these General Terms and Conditions (collectively referred to as the "Agreement")

Confidentiality

  • Except as expressly authorized by the other party, SSAI and Users agree to use all information and documents about the other party to which they may gain access during or in connection with the use of the Solution solely for the purpose of this Service. Confidential information includes the contents of evaluation questionnaires and information about the SSAI evaluation methodology.
  • For the purposes of the Service, the School grants SSAI the non-exclusive and royalty-free rights to host, cache, reproduce, and display the information the School provides in connection with the Solution's use (the "Data"), and to use such Data to develop the SSAI database. The School warrants and represents that it possesses all necessary rights and authorizations to use the Data for the purposes of the Service and that it is free to grant the aforementioned license rights. The term "Users" shall indemnify, defend, and hold harmless SSAI against any and all losses, damages, liabilities, deficiencies, claims, actions, judgments, settlements, interest, awards, penalties, fines, costs, or expenses of any kind incurred by SSAI in connection with any claim, suit, action, or proceedings arising out of or relating to any breach of any representations, warranties, or other agreements.
  • Section 3.1 shall not apply to information in the public domain or to information obtained prior to the performance of the Service by the other Party. Each Party may disclose, without the other Party's prior notification, approval, or consent, any Confidential Information required to be disclosed by law or for audit purposes to Tax authorities and/or to such Party's representatives, external counsel, and advisors.
  • Notwithstanding Section 3.1 above, (i) the School will have the ability to control the sharing of their Scorecards via the Solution with specific Stakeholders who subscribe to the Service; and (ii) The Schools hereby grant SSAI the right to classify and display their names, as well as any performance ratings and certifications, on the Solution.

SSAI's Accountability

  • Users may access the Service at any time, 24 hours a day, seven days a week, except during scheduled maintenance periods. SSAI is not liable for network-related failures, interruptions, outages, delays, system unavailability, or other connectivity issues affecting the Solution or Services. If SSAI becomes aware of a data breach incident that is likely to jeopardize the security of the Solution, the Service, or the Users' Data, SSAI reserves the right, without notice, to temporarily suspend access to the Solution and the Service in order to address the security breach in a timely manner. SSAI shall have no liability to Users in such an event, and Users shall have no right to seek any compensation from SSAI.
  • SSAI expressly disclaims all warranties, express or implied, with respect to the Solution or the Service, or their use, including, without limitation, any implied warranty of merchantability or fitness for a particular purpose of the Solution to any specific purpose. SSAI does not guarantee any particular outcome from the use of the Service and is only obligated to use reasonable efforts ("obligation de moyens") in connection with the provision of the Service. SSAI makes no warranty that the Solution's or Service's functionalities will meet the Users' requirements. The Parties acknowledge that no software is error-free and that not all software errors are cost-effective to correct or even necessary to correct.

User Responsibilities

  • The User agrees not to (i) disrupt or attempt to disrupt the Solution's proper operation; (ii) post or send to the Solution anything that contains a virus or any other harmful files; or (iii) reverse engineer the Solution.
  • The User is solely and exclusively responsible for the security of its employees' usernames and passwords. It shall notify SSAI immediately of any unauthorized use of personal login data. In the absence of such notification, SSAI will treat all information received from someone using the User's login and password as having been sent by the User.

The School's Responsibility

  • The School shall cooperate with SSAI and ensure that it provides SSAI with all necessary data, information, and documentation for or in connection with the operation of the Service in a timely manner.
  • The School shall ensure that all data communicated is accurate, complete, and accurate, and agrees not to post or transmit any unlawful, fraudulent, harassing, libellous, or obscene data to the Solution. The School will be liable to third parties for the consequences of any false or unlawful data, information, or documents provided to SSAI, and will indemnify SSAI.

Subscriptions and Associated Fees

  • The School's use of the Solution is contingent upon the payment of an annual subscription fee that is non-refundable and is determined by the service level selected by the School, as detailed on the Fees Plan.
  • Subject to the Company’s right to terminate this Agreement pursuant to Article 11, SSAI reserves the right to modify its annual subscription fee schedule at any time and without incurring any liability to Users.
  • Any method of payment other than credit card will incur a processing fee. The processing fees are specified in detail on the Fees Plan.
  • Businesses with a billing address other than India shall be invoiced exclusively in US dollars.
  • The School shall bear all bank-related fees (wire transfer and currency exchange fees, if applicable), as well as any debt collection service fees. Failure by the User to make any payment when due may result in late payment fees equal to three (3) times the interest rate permitted by applicable Indian law on the past due amount.

Rights to intellectual property

  • The entirety of the Solution's content, including all methodologies, procedures, management tools, workshops, manuals, software packages, databases, questionnaires, designs, ideas, inventions, expertise, commercial methods, analysis methods, evaluation methodologies, and evaluation results, as well as all other intellectual property rights developed, created, or acquired. Each User's data and individual entries on the Solution remain his or her property. In the event of a service subscription, the School will be granted a 12-month license to use and reproduce its school safety scorecard and/or certification and/or any associated communication tools from the date these results are published.
  • SSAI shall indemnify, defend, and hold harmless the User from and against any and all losses, damages, liabilities, deficiencies, claims, actions, judgments, settlements, interest, awards, penalties, fines, costs, or expenses of any kind incurred by the User in connection with any claim that the Service violates third-party intellectual property rights. SSAI shall assume sole responsibility for the defence or settlement of the claim and shall pay any monetary judgments and costs finally awarded to the third party for such infringement, or any settlement of such claim to which SSAI has agreed.

Protection of Personal Information

  • SSAI, as the data controller, will process personal data in accordance with the EU General Data Protection Regulation 2016/679 (hereafter "GDPR") while operating the Solution and providing the Service. SSAI will take appropriate physical, administrative, and technical safeguards in connection with this processing to protect such data from accidental or unlawful destruction, accidental loss, alteration, disclosure, and any unauthorized access, including via the Internet, as well as any other form of unlawful processing, in accordance with its Statement of Data Privacy.

Liability Limitation

  • Notwithstanding any other provision of this Agreement, SSAI shall not be liable for any indirect loss or damage of any kind (including, without limitation, costs of cover, loss of profits, revenue, business, or loss or corruption of data) arising out of or in connection with this Agreement, including (i) the use or inability to use the Solution or the Services.
  • In any case, regardless of the legal basis, SSAI's aggregate liability shall be strictly limited to the fees paid by the School for the Services under this Agreement during the preceding 12 months.

Termination – Term

  • This Agreement shall commence on the date the User accepts the General Terms & Conditions, as validated by online confirmation on the SSAI platform, for an initial term of 12 months. It will automatically renew for successive periods of 12 months, unless either party terminates it.
  • The school may terminate the Agreement at any time and for any reason by ceasing use of the Solution and notifying SSAI in writing. Electronic documentation will be deleted upon request. SSAI may immediately terminate this Agreement if the school is found to be in material breach of any of its terms. Sections 3, 8, and 10 shall survive the Agreement's termination.

Delegation and Transfer

  • The School shall not assign or transfer the Agreement without SSAI's prior written consent. SSAI may assign this Agreement to any of its subsidiaries, whether direct or indirect, or to any other third party.

Alteration

  • SSAI reserves the right to amend the terms of this Agreement at any time, subject to the Users' right to terminate the Agreement in accordance with Section 11.2 hereof. Users will be notified of any such changes via publication on the www.school-safety.org website or through other appropriate means.
  • This Agreement shall be governed by, construed in accordance with, and interpreted in accordance with Indian law. Any dispute arising out of or in connection with the Agreement that cannot be resolved amicably shall be submitted to the competent court in Mumbai, India, which shall have exclusive jurisdiction despite the fact that the defendants may be numerous.

Application of Agreement

  • The Parties agree that this Agreement contains the entirety of their respective rights and obligations with respect to the Agreement's subject matter. This Agreement supersedes all prior agreements, negotiations, and discussions between the Parties concerning the subject matter hereof. Any terms or conditions contained in a purchase order or other document submitted by the User in connection with access to or use of the Solution that are in addition to, differ from, or contradict this Agreement are not binding on SSAI and are therefore null and void.