PLEASE READ THESE TERMS AND CONDITIONS CAREFULLY BEFORE USING THIS SITE
Terms of website use
PLEASE READ THESE TERMS AND CONDITIONS CAREFULLY BEFORE USING THIS SITE
1.3. This Agreement is written to protect both you and us. The Independent Education Consultants offers a number of services and parts of this Agreement might not be relevant to the specific services that you choose to use.
1.4. You should read this Agreement carefully because it governs your access to, and use of, our Website and the integral WHAT SCHOOL YEAR Widget (referenced herein as the “Widget”), the Widget Content, and any related services (together referenced herein as the “Solution”). This Agreement tells you who we are, how we will provide the Solution to you, how you and we may change or end the Agreement, what to do if there is a problem and other important information. If you think that there is a mistake in any of these terms, please contact us to discuss.
2. Information About Us and How to Contact Us
2.1. The Solution is operated by The Independent Education Consultants Ltd. We are a limited company registered in England and Wales under company number 7697830 and have our registered office at Thornbury Cottage, Chalk Hill, Coleshill, Amersham, HP7 0LY. Our main trading address is Hampden House, Monument Park, Chalgrove, OX44 7RW. Our VAT number is 266 7840 63.
2.2. WHAT SCHOOL YEAR is a trading brand name of The Independent Education Consultants and refers to our website widget and mobile application of the same name.
2.3. You can contact us by telephoning our customer service team at +44 (0)1865 893200 or by emailing us at email@example.com or by post sent to our trading address.
2.4. If we have to contact you, we will do so by emailing you at the email address you have provided to us in your order or when you subscribed.
3. License Grant
3.1. Subject to your continued compliance with this Agreement, The Independent Education Consultants provides to you a single, revocable, limited, non-exclusive, non-transferable, and non-sublicensable license to access and use the Solution during the term of this Agreement on your mobile phone, other mobile computing device, or personal computing device and only for personal or internal business purposes.
3.3. The Solution is directed to people residing in or planning to reside in the United Kingdom and is only appropriate for educational establishments within the United Kingdom. We do not represent that content available on or through the Solution is appropriate or available in other locations. If you choose to access the Solution from outside the United Kingdom, you do so at your own risk.
3.4. The content layout, formatting, features of and online or remote access processes or privileges for the Solution shall be as specified by The Independent Education Consultants in its sole discretion.
3.5. You also acknowledge and agree to the following:
a. We have the right to control and direct the means, manner, and method by which the Solution is provided;
b. We may, from time to time, engage independent contractors, consultants, or subcontractors to aid us in providing the Solution or use thereof; and
c. We have the right to provide the Solution to others.
4. Restrictions on Use
4.1. All rights not expressly granted under this Agreement are hereby reserved to us. Accordingly, you are hereby prohibited from using the Solution in any manner that is not expressly and unambiguously authorized by this Agreement. You, therefore, may not modify, reproduce, duplicate, copy, download, store, further transmit, disseminate, transfer, disassemble, reverse engineer, decompile, extract source code, broadcast, publish, remove or alter any proprietary notices or labels, license, sublicense, sell, mirror, frame, rent, lease, private label, grant a security interest in, create derivative works of, or otherwise exploit the Solution, or any portion of the Solution, without our prior written consent, except as expressly and unambiguously authorized herein.
4.2. Moreover, you may not:
a. Attempt to gain unauthorized access to any portion or feature of the Solution or any other system(s) or network(s) connected to the Solution or to any server or to any of the services offered on or through the Solution by any illegitimate or prohibited means;
b. Probe, scan, or test the vulnerability of the Solution or any network(s) connected to the Solution, nor breach the security or authentication measures on the Solution or any network(s) connected to the Solution;
c. Use any “robot”, “spider” or other automatic device, program, script, algorithm, or methodology, or any similar or equivalent manual process, to access, acquire, copy, or monitor any portion of the Solution (or its data), or in any way reproduce or circumvent the navigational structure or presentation of any of the Solution to obtain or attempt to obtain any materials, documents, services or information through any means not purposely made available through the Solution;
d. Reverse lookup, trace, or seek to trace any information on any other user of or visitor to the Solution;
e. Use any device, software, or routine to interfere with the proper working of the Solution or any transaction conducted on the Solution, or with any other person’s use of the Solution;
f. Forge headers, impersonate a person, or otherwise manipulate identifiers in order to disguise your identity or the origin of any message or transmittal you send to us on or through the Solution;
g. Delete, obscure, or in any manner alter any warning or link that appears in the Solution;
h. Use the Solution in an unlawful manner, including, without limitation, to post, upload, transmit, or otherwise make available any material which violates, misappropriates, or infringes in any way upon the rights of others, is unlawful, threating, abusive, defamatory, invasive of privacy or publicity rights, vulgar, obscene, profane, or otherwise objectionable, or encourages conduct that would constitute unlawful conduct;
i. Knowingly introducing viruses, trojans, worms, logic bombs or other material which is malicious or technologically harmful;
j. Attack the Solution via a denial-of-service attack or a distributed denial-of-service attack;
k. Sell, license, or exploit for any commercial purposes any use of or access to the Solution, except as expressly permitted by us;
l. Remove or alter any copyright notices, watermarks, restrictions and signs indicating proprietary rights of any of our licensors, including copyright mark [©], Creative Commons [(cc)] indicators, or trademarks [® or ™] contained in or accompanying the Solution and/or any Licensed Content;
m. Act in a manner which might be perceived as damaging to our reputation and goodwill or which may bring us into disrepute or harm.
4.3. We will treat the breach of any of the above provisions as a breach of the Computer Misuse Act 1990 and report any such breach to the relevant law enforcement authorities. We will co-operate with those authorities by disclosing your identity to them. In the event of such a breach, your right to use our Solution will cease immediately.
5. Uploading Content
5.1. Whenever you make use of a feature that allows you to upload content to our site, or to make contact with other users of our site, you are required to comply with the content standards set out in our Acceptable Use Policy at the link below:
5.2. You warrant that all contributions that you make will comply with these standards, and you accept that you will be liable to us and indemnify us for any breach of that warranty and that you accept full responsibility for any loss or damage we suffer as a result of your breach of warranty.
5.3. Any content you upload to our site will be considered non-confidential and non-proprietary. You retain all of your ownership rights in your content, but you are required to grant us and all other users of the Solution, a limited licence to use, store and copy that content and to distribute and make it available to third parties.
5.4. We reserve the right to disclose your identity to any third party with a reasonable claim that any content posted or uploaded by you to our site constitutes a violation of their intellectual property rights, or of their right to privacy.
5.5. We will not be responsible, or liable to any third party, for the content or accuracy of any content posted by you or any other user of our site.
5.6. We have the right to remove any posting you make on our site if, in our sole opinion, your post does not comply with the content standards set out in our Acceptable Use Policy.
5.7. You accept that the views expressed by other users on our site do not represent our views or values.
5.8. You are solely responsible for securing and backing up your content.
6.1. To reflect our ownership of the Solution and to protect our rights and interests therein, you shall ensure that proper attribution and notice of copyright attribution appears with any use of the Solution and, in particular, any printout or screenshot (from the Solution or of the Solution’s content).
7. User Obligations
7.1. By downloading, accessing, or using the Solution, you covenant that you will abide by all applicable local and national laws and regulations with respect to your use of the Solution and that you are at least the age of 18.
8.1. You may be required to register to use the Solution. Each registration is for a single user only, unless otherwise expressly agreed upon by us. Registration for access to and use of the Solution may also require access credentials, such as a username and a password, or adherence to other access requirements, as designated by us at our sole discretion from time to time. You hereby agree to consider your access credentials, such as a username and password, as confidential information and not to disclose such information to any third party without our prior express written consent, which may be withheld at our sole discretion.
8.2. In addition, you agree to assume all responsibility concerning your use of the Solution, including being held responsible for any and all activity occurring through your username and password (and the related account access). You shall immediately notify us at firstname.lastname@example.org if you suspect or become aware of any loss or theft of your password or any unauthorized use of your username and password.
8.3. We reserve the right to disable any user identification code or password, whether chosen by you or allocated by us, at any time, if in our reasonable opinion you have failed to comply with any of the provisions of this Agreement.
9. Fee & Subscription
9.1. Read-only access to the site is made available free of charge and full access to the Solution is provided without a fee in return for subscribing via email.
9.2. We reserve the right to change our Fees for the Solution at any time, upon notice to you if such change may affect your existing subscriptions. All Fees shall be deemed to be in GBP, except as specifically stated otherwise in writing by us.
9.3. The Solution may also be supported by advertising and sponsorship revenue.
10. Mobile Services
10.1. The Solution offers display functionality and various tools that are available to you via your mobile phone or any other mobile computing device (collectively, “Mobile Services”). You are solely responsible for checking with your mobile carrier to determine if the Mobile Services are available for your mobile devices; what restrictions, if any, may be applicable to your use of the Mobile Services; and how much such use will cost you. Nevertheless, all use of the Solution and its related Mobile Services shall be strictly in accordance with this Agreement.
11.1. Advertisements for our products and services or any third-party products and services will generally be displayed within the frame of the Solution.
12. Data Collection, Communications & Updates
12.1. By accessing, or using the Solution, you agree to allow us to collect (on behalf of itself and its business partners) certain information regarding your use of the Solution including, without limitation, personal information (e.g., name, email, children’s dates of birth etc.) as well as certain data regarding your computing device (e.g., type of device, unique device ID, etc.), operating software, feature utilization, navigation). You also agree to receive electronic communications from us. These electronic communications may include notices about applicable fees and charges, transactional information, and other information concerning or related to the Solution or our other products, solutions, or services. These electronic communications are part of your relationship with us and you receive them as part of your use of the Solution. You therefore hereby agree that any such notices, agreements, disclosures or other communications that we send you electronically will satisfy any legal communication requirements.
13. Data Protection
13.1. Notwithstanding any other provision of this Agreement, in exercising its rights and performing its obligations under this Agreement, we shall, to the extent necessary, comply with the Data Protection Legislation. For the purpose of this clause, “controller”, “processor”, “personal data”, “process” and “processing” have the meanings given to them by the Data Protection Legislation.
13.2. For the purposes of the Data Protection Legislation, we are the controller and the processor of any personal data from the point when any such data is transferred by us by you and we shall comply with the provisions of the Data Protection Legislation imposed on a controller.
13.3. We warrant that we will act only on and at all times comply with your lawful, reasonable and documented instructions, unless we are required by the laws of any member of the European Union or by national laws to process personal data in which case we shall, to the extent permitted by such law, inform you of that legal requirement before processing that personal data;
13.4. Having regard to the state of technological development and to the cost of implementing any measures, take appropriate technical and organisational measures against unauthorised or unlawful processing of such personal data, unauthorised access to, or disclosure of, such personal data and against accidental loss or destruction of, or damage to, such personal data, appropriate to the harm that might result from the unauthorised or unlawful processing or accidental loss, destruction or damage and the nature of the data to be protected.
13.5. At a minimum, our safeguards for the protection of personal data shall include:
a. Limiting access to all personal data to authorised employees/authorised persons who are obliged to keep the personal data confidential;
b. Securing business facilities, data centres, paper files, servers, back-up;
c. Implementing network, device application, database and platform security;
d. Securing information transmission, storage and disposal;
e. Implementing authentication and access controls within applications, operating systems and equipment;
f. Not sharing, disclosing or subcontracting the processing of such personal data with any third parties, unless required to by an instrument of law, without your express written consent; and
g. Where appropriate, may also include the pseudonymisation or encryption of personal data.
13.6. We will not transfer any personal data provided by you outside of the European Economic Area (EEA) unless such transfer is undertaken in accordance with applicable Data Protection Legislation.
14.2. You can, at any time, cease to use the Solution and the site.
14.3. We will use the personal information you provide to us:
a. To supply the products to you;
b. To process your payment for the products;
c. If you agreed to this during the order process, to give you information about other products and services that we provide, but you may stop receiving this at any time by contacting us.
14.4. We will only give your personal information to third parties where the law either requires or allows us to do so.
15. Links to Our Site
15.1. You may link to our home page, provided you do so in a way that is fair and legal and does not damage our reputation or take advantage of it. In linking to our site, you agree to:
a. Not establish a link in such a way as to suggest any form of association, approval or endorsement on our part where none exists;
b. Only establish links to our site in a website that is owned by you;
c. Ensure that our site is not be framed on any other site, nor may you create a link to any part of our site other than the home page;
d. Ensure the website in which you are linking complies in all respects with the content standards set out in our Acceptable Use Policy.
15.2. We reserve the right to withdraw linking permission without notice.
15.3. If you wish to make any use of the content on our site other than that set out above, please contact us at email@example.com.
16. Links to Other Sites
16.1. The Solution may connect to certain third-party websites or online networks (collectively, “Third-Party Sites”). These Third-Party Sites have not necessarily been reviewed by us and are owned, controlled and/or maintained solely by third parties over whom we exercise no control. Your correspondence or any other dealings with third parties found through any Third-Party Sites on the Solution is solely between you and such third party. Accordingly, we hereby expressly disclaim and shall not have any liability or responsibility for any Third-Party Sites.
17. Proprietary Rights
17.1. All intellectual property rights (including use of trademarks) shall be solely owned by us. You are permitted only to use material on our website as expressly authorised by us or our licensors. Our rights are protected by UK, European, and International intellectual property laws, including those for the protection of copyrights, trademarks, and database rights. Misuse of our website may incur civil liability or attract criminal sanctions.
17.2. This Agreement provides only a limited license to access and use the Solution in accordance with the terms of this Agreement. Accordingly, you hereby agree that such use transfers no ownership or intellectual property interest or title in and to the Solution or any other intellectual property to you or anyone else in connection with your use of the Solution.
17.3. All text, graphics, user interfaces, visual interfaces, photographs, sounds, artwork, computer code (including HTML code), programs, software, products, information, and documentation as well as the design, structure, selection, coordination, expression, “look and feel,” and arrangement of any content contained on or available through the Solution are exclusively owned, controlled, and/or licensed by us or our affiliate(s).
a. You may print off one copy and may download extracts, of any page(s) from our Solution for your personal use and you may draw the attention of others within your organisation to content posted on our Solution;
b. You must not modify the paper or digital copies of any materials you have printed off or downloaded in any way, and you must not use any illustrations, photographs, video or audio sequences or any graphics separately from any accompanying text;
c. Our status (and that of any identified contributors) as the authors of content on our Solution must always be acknowledged;
d. You must not use any part of the content on our Solution for commercial purposes without obtaining a licence to do so from us or our licensors;
18.1. You acknowledge and agree that the Solution contains our proprietary trade secrets and confidential or non-public information and/or our licensors (the “Confidential Information”). You agree to secure and protect the confidentiality of our Confidential Information (and/or our licensors) in a manner consistent with the maintenance of our rights therein, using at least as great a degree of care as you use to maintain the confidentiality of your own confidential information of a similar nature, but in no event using less than reasonable efforts. You shall not, nor permit any third party to, sell, transfer, publish, disclose, or otherwise make available any portion of the Confidential Information to third parties, except as expressly authorized in this Agreement.
19.1. The Solution is provided on an “as-is” basis and may include errors, omissions, or other inaccuracies. We have taken every reasonable step to ensure that all data included in the Solution is robust. However, no warranty, express or implied, is given as to its accuracy and we do not accept any liability for error or omission. We are not responsible for how the information is used, how it is interpreted or what reliance is placed on it.
19.2. We do not guarantee that our site, or any content on it, will always be available or be uninterrupted. Access to our site is permitted on a temporary basis. We may suspend, withdraw, discontinue or change all or any part of our site without notice. We will not be liable to you if for any reason our site is unavailable at any time or for any period. You are responsible for making all arrangements necessary for you to have access to our site.
19.3. We hereby expressly disclaim all warranties, express or implied, including, without limitation, any warranty of merchantability, fitness for a particular purpose, or non-infringement or any other implied warranty. We also make no representations or warranties that the Solution will operate error-free, uninterrupted, or in a manner that will meet your particular requirements and/or needs. Therefore, you assume the entire risk regarding the quality and/or performance of the Solution. You specifically acknowledge that we are not liable for the defamatory, offensive or illegal conduct of other users or third-parties over which we have no control.
20. Limitation of Liability
20.1. You expressly absolve and release us from any claim of harm resulting from a cause beyond our control, including, but not limited to, failure of electronic or mechanical equipment, computer viruses, unauthorized access, operator errors. To the maximum extent permitted by law, in no event shall we be liable for any indirect, punitive, incidental, special, or consequential damages arising out of or in any way connected with any dealings or agreements between you and a third party, the use of the Solution, with the inability to use the Solution, the cost of procurement of substitute products or services, or for any information, software functionality, and materials available through the Solution, even if we have been advised of the possibility of such damages. In addition, the total liability for any reason whatsoever related to use of the Solution shall not exceed the amount paid by you to us for use of the Solution during the twelve (12) months preceding any claim.
20.2. Notwithstanding anything to the contrary herein, nothing in this Agreement shall exclude or limit our liability for:
a. Death or personal injury caused by our negligence, or that of our personnel;
b. Fraud or fraudulent misrepresentation by it or our personnel; or
c. Breach of any obligation as to title implied by section 12 of the Sale of Goods Act 1979 or section 2 of the Supply of Goods and Services Act 1982.
21.1. Our Solution may be used for lawful purposes only. You agree to indemnify and hold us harmless from any claims resulting from your use of our service that damages you or any other party.
22. Cancellation of this Agreement
22.1. If you choose to cancel the purchase of products and services procured directly from us, you may do so within 14 days from when you received your confirmation of purchase email, without giving any reason. To meet the cancellation deadline, you must send your communication of cancellation before the 14-day period has expired.
22.2. To cancel your purchase, you must inform us in writing by email of your decision using the contact details in this Agreement, giving your name, email address, order number, date of order and date of receipt.
22.3. We will reimburse you no later than 14 days from the day on which we receive your cancellation notice. Where practical, we will use the same means of payment as you used for the transaction, and you will not incur any fees for such reimbursement.
23. Security & Enforcement
23.1. Any actual or attempted use of the Solution by you in violation of this Agreement may result in criminal and/or civil prosecution, including, without limitation, punishment under English law. We reserve the right in its sole discretion to review, monitor, and/or record any information relating to your use of the Solution (“User Information”) without any prior notice to or permission from you, including, without limitation, by archiving content and/or communications submitted to and/or sent by you through the Solution.
23.2. We may share any User Information that we obtain from you with any law enforcement organization in connection with any investigation or prosecution of possible criminal or unlawful activity. We will also disclose User Information as required by any court order and/or subpoena.
23.3. In addition, we hereby reserve the right in our sole discretion to, at any time and without notice, modify, suspend, terminate, and/or interrupt operation of or access to the Solution, or any portion thereof, in order to protect the Solution, our intellectual property, our business or our business interests and/or our members and affiliates.
24. Term and Termination
24.1. This Agreement will take (re-take) effect at the time first access the Site. You may cease use of the Solution at any time.
24.2. This Agreement will terminate automatically if
a. You fail to comply with any of its terms and conditions;
b. Cease all use of the Solution.
24.3. Termination will be effective without notice. In addition, WHAT SCHOOL YEAR may in its sole discretion terminate this Agreement upon notice to you for any or no reason. Upon termination of this Agreement, any and all right(s) to use the Solution shall immediately cease and you must promptly delete or destroy all copies of the Solution in your possession or control.
25. Other Terms and Conditions
25.1. Additional notices, terms, and conditions may apply to access to or use of our products and services. If there is a conflict between this Agreement and any other notices, terms, or conditions, we shall resolve any conflict in good faith at our sole discretion, but this Agreement shall generally control with respect to accessing and using the Solution.
26. Governing Law
26.1. This Agreement and any non-contractual obligations arising from or connected with it shall be governed by English law and this Agreement shall be construed in accordance with English law.
26.2. In relation to any legal action or proceedings arising out of or in connection with this Agreement (whether arising out of or in connection with contractual or non-contractual obligations), each of the parties irrevocably submits to the exclusive jurisdiction of the English courts. Any proceeding, suit or action arising out of or in connection with this Agreement shall be brought only in the courts of England.
26.3. Other jurisdictions may apply solely for the purpose of giving effect to this clause 26 and for the enforcement of any judgement, order or award given under English jurisdiction.
27. Legal Compliance
27.1. We assert that the goods and services provided hereunder shall comply with the applicable provisions of any international, European or national law or ordinance and all orders, rules and regulations issued thereunder.
27.2. You shall immediately notify us if you become aware of any allegation of non-compliance with any Law under the contract.
28.1. We and you agree to enter into negotiations to resolve any controversy, claim or dispute (“Dispute”) arising under or relating to this Agreement. The parties agree to negotiate in good faith to reach a mutually agreeable resolution of such dispute within a reasonable period. If good faith negotiations are unsuccessful, we and you agree to resolve the dispute by binding and final arbitration in accordance with the rules of arbitration of the Chartered Institute of Arbitrators in the United Kingdom and by Arbitrators appointed in accordance with such rules in effect. The Arbitrator(s) shall be bound to follow the applicable provisions of any Agreement in resolving the dispute and may not award punitive damages. The decision of the Arbitrators’ shall be final and binding on the parties and any award of the arbitrator(s) may be entered or enforced in any court of competent jurisdiction.
29. General Relationship
29.1. We are an independent Solution provider, and nothing contained in this Agreement shall be deemed or construed to create a partnership, joint venture, agency or other relationship other than that of supplier and customer.
30. Assignment and Substitution
30.1. We reserve the right to assign this Agreement or any part thereof without constraint.
30.2. This Agreement shall be binding on us and you and all respective successors and permitted assigns.
31. Non-Waiver of Rights
31.1. The failure by either us or you to enforce at any time or for any period any one or more of the terms or conditions of this Agreement shall not be a waiver of them or of the right at any time subsequently to enforce all terms and conditions of this Agreement.
32.1. Any rights and remedies specified under this Agreement shall be cumulative, non-exclusive and in addition to any other rights and remedies available at law or equity.
33.1. If any term contained in this Agreement is held or finally determined to be invalid, illegal or unenforceable in any respect, in whole or in part, such term shall be severed from this Agreement, and the remaining terms contained herein shall continue in force and effect, and shall in no way be affected, prejudiced or disturbed thereby.
34. Human Rights Act
34.1. We and our agents and employees assert that at all times we shall comply with the provisions of the Human Rights Act 1998 in the execution of this Agreement.
35.1. We assert that we shall not unlawfully discriminate within the meaning and scope of the provisions of the Race Relations Act 1976, the Sex Discrimination Act 1975 and 1986, or the Disability Discrimination Act 1997, relating to discrimination in employment. We will take all reasonable steps to secure the observance of these provisions by all of our servants, employees or agents and all vendors and sub-contractors employed in the execution of this Agreement.
36. Rights of Third Parties Act
36.1. The parties intend that no provision of any Agreement shall, by virtue of the Contracts (Rights of Third Parties) Act 1999 (“the Act”) confer any benefit on, nor be enforceable by any person who is not a party to the Agreement.
37. Entire Agreement
37.1. This Agreement, including all documents incorporated herein by reference, shall constitute the entire agreement and understanding between the parties hereto and shall supersede and replace any and all prior or contemporaneous representations, agreements or understandings of any kind, whether written or oral, relating to the subject matter hereof.
37.2. In consideration of the mutual obligations assumed under this Agreement, we and you agree to these Terms and Conditions and represent that this Agreement is executed by duly authorized representatives as of the Effective Date.
38.2. We may update our site from time to time and may change the content at any time. However, please note that any of the content on our site may be out of date at any given time, and we are under no obligation to update it.
38.3. Each time you access the site or use our Solution, you agree to be bound by the Agreement in effect at the time you access the site or the Solution. If you do not agree to the revised terms, please do not use the site or the Solution.
39. General Relationship
39.1. We are an independent advice and services provider, and nothing contained in this Agreement shall be deemed or construed to create a partnership, joint venture, agency or other relationship other than that of supplier and customer.