Terms & conditions

(Last revision date 10 March 2017)

1. MyEdly.com is owned and run by MyEdly (Pty) Ltd with registration number 2015/174777/07, a company incorporated in the Republic of South Africa (herein after referred to as “Edly”).

2. These terms and conditions between Edly and any and all users of the Service, including the teacher or the school (hereinafter also referred to as “the User”) govern the provision of this Service by Edly to the User and by accepting the terms and conditions when registering as a User, the User agree to be bound by these terms and conditions. The terms and conditions is a legally binding document.

3. Edly may modify the terms and conditions periodically with or without notice to Users, and such modifications shall be effective immediately upon publishing such modifications. It is the Users’ responsibility to review the terms and conditions on a regular basis to ensure that they are fully aware of the terms and conditions to which they are bound.

The Service

4. The Service offered is a software as a service product called Edly. It is effectively a product that assists teachers in the classroom to make more time for teaching.

5. By registering for the Service, the User grants permission to Edly, for the duration of such subscription, to collect, use and store User data in accordance with these terms and conditions and the Edly Privacy Policy.

User Account

6. A teacher will not create an account for a school unless he/she is expressly authorised to do so on behalf of that school. The teacher is responsible for ensuring that all information provided to Edly is accurate and current at all times. Edly will be entitled to call upon the teacher to provide documentary evidence, and/or all other information which we reasonably require to verify the information provided when creating an account.

7. Only teachers who are authorised by the school may use the Service on the school’s behalf. When the teacher’s affiliation with the school ends, the school can either remove the relevant teacher’s access to the Service or the relevant teacher can voluntarily give up his/her access to the Service. If at any time the school learns that a User of the Service falsely claims to be affiliated with the relevant school, the school will notify Edly immediately.

8. The teacher agrees and guarantees that the username and password that he/she will use to log into the Service is for his/her personal use only, and will not be passed on to any third party. The teacher will immediately reset his/her password if there is any unauthorised use of the teacher account, or other account related security breach of which the teacher is aware.

9. Edly has incorporated certain features that allow the teacher to interact with the Service through User accounts on certain supported third party services, such as social networks (“Linked Accounts”). If the teacher chooses to use such features, the teacher grants Edly permission to access and use the User Linked Accounts for the purpose of processing the teacher requests. The teacher’s use of Linked Accounts is subject to the applicable third party terms.

10. Users are prohibited from posting any information that is obscene, offensive, vulgar, defamatory, threatening, harassing, abusive, hateful, racist, sexist, discriminatory, of a menacing character or embarrassing, or which may cause annoyance, anxiety or inconvenience to another User or any other person or entity; post a sexually-explicit image or statement; post advertisements or solicitations of business; post chain letters or pyramid schemes or that impersonates another person.

Duration

11. The Service operates on a month-to-month basis and can be cancelled by the User at any time. In the event that the User cancels the Service, the User will remain liable for any consumption based costs during the month in which the last subscription fee was paid for in advance.

Payment of subscription fees and charges

12. Save with regard to the Edly Free Account, in consideration for the Services rendered, the school shall pay Edly a subscription fee as invoiced monthly in advance, depending on the Account package that is in use. Additional charges for consumption based costs will be invoiced and payable by the school at the end of each month.

13. Payment of the Edly invoice is to be made by way of a bank card payment and will be processed for Edly by a third-party service provider. When upgrading to a paid for Edly Account, the User will be directed to the third-party service provider to authorise monthly payment of the Edly invoices. Payment transactions will accordingly be processed for Edly via the third-party service provider and Users may go to the third-party service provider website to view their security certificate and security policy. No bank card data is supplied to or will be stored by Edly on our systems.

14. Edly has the right to deny access to the Service should the User payment not be processed when it becomes due, in which event the User will be unable to access the Service until such time as the outstanding fees are paid.

15. In the event that a school’s access to the Service is removed for violating these terms and conditions, all fees paid will be non-refundable, unless in its sole discretion Edly determines that a refund is appropriate.

16. Edly may change the subscription fees charged for the Services at any time. Edly will provide the school with reasonable prior written notice of any change in subscription fees to give the school an opportunity to cancel the Service before the change becomes effective.

User data

17. The teacher will be required to submit the required User data to the Service. All data posted or transmitted through the Service is the responsibility of the teacher that posted it and Edly will not be liable for any errors or omissions in any User content.

18. The User data remains the property of the User and Edly will not use nor make available for use any of this information without the school’s permission.

19. In order, however, to allow Edly to provide the Service, the school hereby grants to Edly the right to use and disclose metrics and analytics regarding the User data in an aggregate or other non-personally identifiable manner (including, for use in improving our service or in marketing and business development purposes), use any User data that has been de-identified for any product development, research or other purpose.

20. Please also refer to the Edly Privacy Policy in this regard.

Data Storage

21. Due to the fact that Edly is committed to ensuring that the privacy of their Users is protected, Edly makes use of Microsoft Azure cloud services when storing the User data. This means that Edly will store all live User data at an offsite storage facility in Western Europe with Geo-redundant backup in Northern Europe, while the User remains an active user of the Service.

22. Edly shall reasonably endeavour to ensure that no User data is accessed in an unauthorised manner for the duration of the provision of the Services. Edly shall promptly inform the User if any User data has been accessed in an unauthorised manner or if Edly suspects that such access has occurred.

23. Edly reserves the right to archive User data after a period of 1 (one) year from date of submission of the User data to the Service. Edly shall ensure that any User data stored in off-site archives is securely stored and not accessible by third parties.

24. If the Service is cancelled, the User data will be maintained for a period of 60 (sixty) days, even though the User will not be able to access the User data during that period, whereafter it will be permanently deleted from the Edly systems. During the aforementioned 60 (sixty) day period, the school will be able to request that their User Account be re-activated.

25. If a school is subscribed to an Edly Free Account and no User Data is submitted to the Service by any teacher for a continuous period of 60 (sixty) days, such an Edly Free Account will be regarded as being inactive and Edly reserves the right to remove both the school Account and the User Data from our systems.

26. Edly is not responsible or liable for the deletion or failure to store User data or the loss thereof due to technical failure beyond the control of Edly.

Support

27. Support is provided by Edly to all Users of the Services. The link to the support portal is: https://help.myedly.com/

28. All Users will have access to support by way of Edly documentation and Edly community forums. All paid for Services will, however, also have access to support ticket requests that will be handled by Edly support personnel.

Warrantees and Limitations of Liability

29. Edly will not be responsible for any direct or incidental, indirect, special or consequential damages or loss of any nature whatsoever suffered by the User as a result of making use of the Service.

30. Furthermore, Edly does not guarantee that all files made available or delivered via email will be free of infection or viruses, worms, Trojan horses or any other code that manifest contaminating or destructive properties. Users are solely responsible for ensuring that sufficient measures are in place to offer relevant protection or to satisfy the accuracy of data input and output.

31. Edly does not warrant that the Service will meet the User requirements and, for this purpose, it is specifically recorded that the Service is provided "as is" and it is the User’s responsibility to satisfy itself that it meets the User requirements and is compatible with the User hardware and software prior to making use thereof.

32. Edly does not warrant that the Service results of use will be correct, accurate or reliable or that any defects in the Service can or will be corrected. Edly can furthermore not be held responsible for the accuracy of the User data sourced through the Service.

Indemnification

33. The User agrees to indemnify and hold harmless Edly and its respective directors, officers, employees, agents or other representatives from and against all claims, liability and expenses, including all legal fees and costs arising from or relating to (a) breach by the User of these terms and conditions; and (b) unauthorised use or misuse of Services by the User. This provision shall survive the termination of the right of the User to make use of these Services.

Intellectual Property

34. All Intellectual Property Rights in the Service, processes, manuals and other documentation connected with the Service and/or Edly shall remain at all times the sole property of Edly. Unless specifically authorised in these terms and conditions or in writing by Edly and then only to the extent so authorised, the User shall have no right to use Edly’s Intellectual Property in any manner whatsoever.

Use of the website

35. Usage of the website is at the Users own risk and Edly may not be held liable for any direct or indirect special, consequential, or other damage, loss or liability of whatsoever nature arising out of their access to, or use of the website.

36. Should any of the terms and conditions be breached by a User, Edly, at its sole discretion, reserves the right to suspend, alter or terminate User access to the website.

Third party websites and services

37. Where links and pointers have been provided by Edly to other third party websites, these links are provided without endorsement by Edly. Edly is not responsible for the content of linked third-party websites and does not make any representations regarding the content and accuracy of materials on such websites. Linking to third party websites is solely at the Users own risk.

Security

38. Users are prohibited to attempt any violations to the security of the Edly website, including, but not limited to an attempt to interfere with the host or network by submitting a virus to the website, overloading or spamming, attempting to manipulate URL’s, forging of TCP/IP packet header or any part of the header information in any email or newsgroup posting or by accessing information not intended for such User or logging into a server or account which the User is not authorised to access. Violations of this nature may result in serious civil or criminal liability.

Trademarks

39. All copyright relating to the website, including these terms and conditions, is held by Edly. All rights not expressly given are reserved. You may download, view and print content from this website only for private and non-commercial ends. All content, trademarks and data on this website, including but not limited to software, databases, text, graphics, icons, links, private information, designs and agreements, are the property of or under licence of Edly. As such, they are protected by local and international legislation and agreements.

Arbitration

40. In the event of any dispute or difference arising between the parties hereto relating to or arising out of this agreement, including the implementation, execution, interpretation, rectification, termination or cancellation of this agreement, the parties may submit the said dispute or difference to arbitration on an informal basis in accordance with the provisions of the Arbitration Foundation of Southern Africa, which arbitration proceedings shall be held in Cape Town or such other place as the Parties may agree. This provision shall not preclude any party from obtaining any relief from a court of competent jurisdiction in the Republic of South Africa.

41. In the event of any of the parties ("the Defaulting Party") committing a breach of any of these terms of this agreement and failing to remedy such breach within a period of 7 (seven) days after receipt of a written notice from another party ("the Aggrieved Party") calling upon the Defaulting Party so to remedy, then the Aggrieved Party shall be entitled, at its sole discretion and without prejudice to any of its other rights in law, either to claim specific performance of the terms of this agreement or to cancel this agreement forthwith and without further notice, claim and recover damages from the Defaulting Party.

Notices

42. The User chooses the physical school address and the email address associated with the User’s registered account and Edly chooses the physical address as noted on the website and the email address [email protected] for all purposes arising out of or in connection with this agreement at which address all processes and notices arising out of or in connection with this agreement, its breach or termination may validly be served upon or delivered to the parties.

43. Any notice given in terms of this agreement shall be in writing and shall – i) if delivered by hand be deemed to have been duly received by the addressee on the date of delivery; ii) if posted by prepaid registered post be deemed to have been received by the addressee on the 8th (eighth) day following the date of such posting; iii) if transmitted by email be deemed to have been received by the addressee on the day following the date of dispatch, unless the contrary is proved.

44. Notwithstanding anything to the contrary contained or implied in this agreement, a written notice or communication actually received by one of the parties from another shall be adequate written notice or communication to such party.

General

45. Should any of the terms and conditions be breached by a User, Edly, at its sole discretion reserves the right to suspend User registration and access to the Service.

46. Should any part of these terms and conditions be held by a court of competent jurisdiction to be unenforceable, the validity and enforceability of the remainder of the terms and conditions shall not be affected. Users’ use of this Service is solely at Users’ own risk and subject to all applicable laws governed by South Africa. Should Users outside of this jurisdiction access the website, they do so at their own risk and are responsible for compliance with applicable local laws and regulations.

47. These terms and conditions constitute the whole agreement between the parties and no party shall be bound by any undertakings, representations, warranties, promises or the like not recorded herein. Any indulgence of whatsoever nature granted by Edly shall not be construed as a waiver or variation of any of our rights or remedies.

48. Edly reserves the right to reference the school in marketing materials, on websites, in discussions, case studies and white papers and this right will continue even after termination of this agreement.

49. Edly appreciates hearing from our Users and welcomes any comments regarding our Service. If you have questions, suggestions or concerns regarding the terms and conditions, please contact our customer support by email on [email protected]