Last Updated: 19 may 2021
These Terms & Conditions ("Terms") govern access to and use of TayoCloud School Management, including its website, school management platform, mobile applications, APIs, modules, support services and related services ("Service").
By creating an account, purchasing a subscription, signing an order form, paying an invoice, or continuing to use TayoCloud, the school or organisation ("School", "Customer", "you") agrees to these Terms.
If an individual accepts these Terms on behalf of a School, that individual confirms that they are authorised to bind that School to these Terms.
TayoCloud provides cloud-based school management functionality that may include:
Features available to a School may depend on the subscription plan purchased.
TayoCloud may improve, replace, modify or discontinue individual features where reasonably necessary, provided that the overall core functionality of the subscribed Service is not materially reduced without reasonable notice.
The School is responsible for:
Login credentials may not be shared between unrelated users unless TayoCloud specifically permits a shared-account arrangement.
The School must immediately notify TayoCloud if it becomes aware of unauthorised access or a suspected security incident.
Access to TayoCloud may be provided under:
The applicable subscription price, number of users or students, included services, billing frequency and subscription period will be stated when the School subscribes or in the applicable quotation, order form, invoice or agreement.
If there is a conflict between these Terms and a separately signed agreement or order form, the specifically agreed commercial terms in the signed document will take priority.
Subscription charges must be paid according to the payment schedule stated in the School's subscription, invoice, quotation or order form.
Unless expressly stated otherwise:
An annual subscription that is invoiced monthly remains an annual commitment if it was sold as an annual subscription. Monthly instalments in such a case are a payment arrangement and do not convert the agreement into a month-to-month subscription.
If an invoice becomes overdue, TayoCloud may send a payment reminder and may restrict or suspend access until payment is received.
TayoCloud may suspend the School's Service where an undisputed payment remains overdue after reasonable notice.
Suspension does not cancel the subscription or remove outstanding payment obligations.
The School remains responsible for:
TayoCloud may permanently terminate an account for repeated or substantial non-payment.
A genuine month-to-month subscription may be cancelled by the School at any time.
Cancellation becomes effective at the end of the current paid billing period, unless otherwise agreed.
The School will continue to have access until the effective cancellation date, subject to these Terms.
No partial or prorated refund will be issued for the remaining days of a billing period.
An annual, multi-year or other fixed-term subscription is a commitment for the agreed subscription period.
The School may notify TayoCloud that it does not wish to renew the subscription, but cancellation normally becomes effective only at the end of the existing committed term.
If the School voluntarily:
this does not cancel the existing financial commitment.
Amounts due for the committed subscription period remain payable according to the agreed payment schedule.
Except where required by applicable law or expressly stated otherwise in these Terms:
All subscription payments are final and non-refundable.
TayoCloud does not provide refunds or credits for:
Stopping use of TayoCloud does not automatically constitute cancellation.
Deleting users, students or school records does not constitute cancellation.
A request to close an account does not remove amounts that became payable before the effective termination date.
Nothing in Section 7 removes rights that cannot legally be excluded.
If TayoCloud materially breaches its contractual obligations and, after receiving written notice, fails to remedy that material breach within a reasonable period, the School may have termination or refund rights to the extent required by the applicable agreement or law.
Any voluntary refund, discount or credit issued by TayoCloud on one occasion:
Subscriptions may automatically renew where this was disclosed when the School subscribed or agreed in the applicable order form.
The renewal period and notice requirements will be those stated in the School's subscription or agreement.
If the School does not wish to renew, it must submit its cancellation request before the applicable renewal deadline.
Failure to use the Service is not notice of cancellation.
A verbal statement to an unrelated third party is not notice of cancellation.
TayoCloud may require cancellation requests to be submitted through the account, designated support channel or in writing.
TayoCloud may provide a free or discounted trial.
Trial functionality may be limited.
At the end of a trial:
TayoCloud may limit repeated free trials for the same School.
Data created during a trial may be deleted after the trial expires if the School does not subscribe.
TayoCloud may temporarily restrict or suspend access where reasonably necessary, including where:
Where reasonably possible, TayoCloud will give the School an opportunity to resolve the issue before permanent termination.
TayoCloud may terminate immediately for serious abuse, fraud, unlawful conduct, deliberate security attacks or other serious violations.
When the subscription ends:
Where technically and legally feasible, TayoCloud may provide the School with a reasonable opportunity to export its data following normal termination.
The School is responsible for requesting and saving required exports before its data-retention period expires.
As between TayoCloud and the School, the School retains its rights in the data that it enters into the platform, including student, parent, employee and academic data.
The School authorises TayoCloud to host, process, transmit, back up and otherwise use School data as necessary to:
TayoCloud does not obtain ownership of the School's underlying educational records merely because they are stored on the platform.
The School is responsible for ensuring that it has a lawful basis and appropriate authority to collect and enter personal data into TayoCloud.
This may include information relating to:
The School must not upload personal information that it has no legal right or authority to process.
TayoCloud will handle personal data in accordance with its Privacy Policy and applicable data-protection requirements.
Where required, TayoCloud and the School may enter into a separate Data Processing Agreement.
After termination or expiry, TayoCloud may retain School data for a limited period for backup, security, legal, accounting or recovery purposes.
After the applicable retention period, TayoCloud may permanently delete School data unless retention is required by law.
Once data has been permanently deleted from active systems and applicable backup cycles, it may no longer be recoverable.
The School is therefore responsible for exporting any information it is legally required to retain before final deletion.
The School and its users must not:
TayoCloud may investigate suspected misuse and take reasonable protective measures.
The School controls many actions carried out by its administrators, including:
TayoCloud is not responsible for errors caused by authorised School users, including accidental deletion, incorrect marks, incorrect financial entries, incorrect permissions or incorrect information entered by the School.
TayoCloud may maintain reasonable backup and recovery processes.
However, no electronic system can guarantee that data will never be lost.
Schools should maintain appropriate copies or exports of records that are critical to their operations or legally required to be retained.
TayoCloud does not guarantee that every individual record can always be restored after accidental deletion by an authorised user.
TayoCloud aims to maintain reliable access to the Service.
However, uninterrupted or error-free operation is not guaranteed.
The Service may occasionally be unavailable because of:
Where reasonably possible, planned maintenance that may cause significant disruption will be communicated in advance.
Some TayoCloud functions may depend upon third-party providers, including hosting, email, SMS, payment, cloud infrastructure, authentication or other external services.
TayoCloud does not control the availability or operation of independent third-party services.
Changes, restrictions or outages affecting those providers may temporarily affect corresponding TayoCloud features.
Additional charges may apply to services such as SMS, payment processing or other externally billed services.
TayoCloud and its licensors retain all rights, title and interest in:
The School receives only a limited, non-exclusive, non-transferable right to use the Service during an active subscription.
No ownership of the TayoCloud software is transferred to the School.
Each party must use reasonable care to protect confidential information received from the other party.
Confidential information must not be disclosed to third parties except:
This obligation survives termination where appropriate.
Technical support will be provided according to the support level associated with the School's subscription.
Support does not necessarily include:
unless separately agreed.
Additional work may be quoted separately.
Requests for custom development, integrations, reports, migration, training or other work outside the normal subscription may result in additional charges.
TayoCloud is not required to implement every requested feature.
Any custom work will be subject to the scope and price separately agreed by the parties.
To the maximum extent permitted by applicable law, TayoCloud will not be liable for indirect, incidental, special or consequential loss arising from use of the Service.
This may include, where legally permitted:
Nothing in these Terms excludes liability that cannot legally be excluded.
Where liability can legally be limited, TayoCloud's aggregate liability relating to the Service will not exceed the amount paid by the affected School to TayoCloud for the applicable Service during the 12 months immediately preceding the event giving rise to the claim, unless a different mandatory legal rule applies.
TayoCloud will not be responsible for failure or delay caused by circumstances reasonably outside its control.
These may include:
Performance will resume as reasonably practicable once the relevant event ends.
TayoCloud may change subscription prices for future billing or renewal periods.
Price changes will not normally retroactively change fees already paid for an existing prepaid period.
Where reasonable notice is required by the applicable agreement or law, TayoCloud will provide that notice before the new price becomes effective.
Continued use after a valid renewal at the new price constitutes acceptance of that renewal price.
TayoCloud may update these Terms to reflect:
Material changes will be communicated through reasonable means, such as email, account notification or the TayoCloud platform.
Changes will apply prospectively according to the notice provided and applicable law.
Official notices relating to subscription cancellation, breach, payment disputes or termination should be sent through a communication method designated by TayoCloud.
TayoCloud may communicate with the School using the administrator email address registered to the School's account.
The School is responsible for keeping that email address current.
These Terms, together with the applicable subscription, quotation, order form, Data Processing Agreement and Privacy Policy, form the agreement between TayoCloud and the School concerning the Service.
Failure by TayoCloud to enforce a provision on one occasion does not waive its right to enforce that provision later.
If a provision of these Terms is found to be invalid or unenforceable, the remaining provisions will continue in effect to the extent permitted by law.
The invalid provision will be interpreted or replaced as closely as legally possible to achieve its intended commercial purpose.
Questions concerning these Terms may be directed to:
TayoCloud School Management
Email: tayocloud@gmail.com
Phone: +31 6 85249569
Website: tayocloud.com
Before purchasing a paid subscription, the School acknowledges that:
1. TayoCloud is a paid subscription service.
2. Subscription payments already made are non-refundable except where required by law or expressly stated in these Terms.
3. Cancelling a monthly subscription does not create a refund for the remaining portion of the current billing period.
4. An annual or fixed-term subscription remains a commitment for the agreed term, even when payment is divided into monthly instalments.
5. A School that voluntarily stops using TayoCloud before the end of a committed subscription period remains responsible for the fees agreed for that period.
6. Simply stopping use of TayoCloud does not constitute cancellation.
By purchasing, renewing or continuing a paid subscription, the School confirms that it has read, understood and accepted these conditions.