1. The Service and Account Eligibility

• SaaS License: Edcrane grants the School a non-exclusive, non-transferable, revocable license to access and use our cloud-based software during the subscription term.
• Account Creation: The School must provide accurate, current, and complete registration information. The School is entirely responsible for maintaining the confidentiality of its admin, teacher, parent, and student login credentials.
• Unauthorized Access: You must notify Edcrane immediately at support@edcrane.com of any unauthorized use or security breach of your school's accounts.

2. Responsibility for Data & Parental Consent

• Data Ownership: The School retains ownership of all institutional data, student profiles, academic records, staff details, and financial logs uploaded to Edcrane ("School Data").
• Data Controller Role: Under the Nigeria Data Protection Act (NDPA), the School operates as the Data Controller. The School warrants that it has a valid legal basis (including explicit parental or guardian consent for minors under 18) to collect and upload student data to Edcrane.
• Compliance: The School agrees to indemnify and hold Edcrane harmless against any legal claims or regulatory penalties arising from the School's failure to obtain appropriate parental consent.

3. Fees, Billing, and Subscription Terms

• Pricing: The School agrees to pay the subscription fees specified in their chosen pricing plan or custom service agreement. The Company reserves the right to adjust subscription pricing to reflect macroeconomic conditions and market forces, such as inflation. Any such adjustments will become effective following notice delivered to the School via email or an administrative app banner.
• Payment Processing: All online payments for subscriptions, or tuition fees collected through the platform, are processed via secure third-party payment gateways. Edcrane is not liable for errors, processing failures, or network disruptions caused by these third-party financial institutions.
• Late Payments & Suspension: Failure to pay subscription fees on time may result in the temporary suspension or permanent termination of access to the Service.

4. Data Backup and Liability Limitation

Routine System Backups: Edcrane performs routine, automated technical backups for platform maintenance, platform updates, and overall disaster recovery purposes.

School Backup Obligation: These routine system operations do not transfer data preservation liability to Edcrane. The School explicitly acknowledges that maintaining independent external backups of all institutional, academic, and financial records is solely the responsibility of the School.

Data Loss Disclaimer: Edcrane shall not be held liable for any data corruption, accidental deletion, or data loss resulting from system failures, cyber-attacks, or the School's failure to download and archive its own independent data records, or exposure of passwords to third parties and any similar errors.

5. Prohibited Uses and Intellectual Property

• Edcrane Ownership: Edcrane owns all rights, titles, and interests in the software, including logos, source code, user interfaces, documentation, and system updates. You may not copy, reverse-engineer, modify, or resell our software.
• Acceptable Use: The School must not use the platform to:

• Upload malicious software, viruses, or harmful code.
• Transmit defamatory, obscene, or unlawful material.
• Interfere with or disrupt the security or performance of the platform servers.

6. Term, Suspension, and Termination

• Duration: This Agreement remains in effect as long as the School has an active, paid subscription.
• Termination by School: The School may cancel its subscription at any time. No refunds will be provided for remaining portions of a billing cycle unless otherwise agreed in writing.
• Termination by Edcrane: We reserve the right to suspend or terminate account access immediately, without prior notice, if the School violates these Terms, fails to resolve unpaid balances, or engages in fraudulent behavior.
• Post-Termination Data Deletion: Upon contract termination, Edcrane will delete the School's active production data within a commercially reasonable timeframe, subject to standard backup expiration cycles and legal retention requirements.

7. Limitation of Liability

• "As-Is" Basis: Edcrane is provided on an "As-Is" and "As-Available" basis without warranties of any kind, either express or implied, including the implied warranties of merchantability or fitness for a particular purpose.
• Maximum Liability: To the maximum extent permitted under Nigerian law, Edcrane’s total cumulative liability for any claims arising out of or related to this Agreement shall not exceed the total amount of subscription fees paid by the School to Edcrane during the twelve (12) months immediately preceding the event giving rise to liability.
• Indirect Damages: In no event shall Edcrane be liable for any indirect, incidental, special, consequential, or punitive damages, including loss of profits, data loss, business interruption, or loss of institutional reputation.

8. Indemnification

The School agrees to defend, indemnify, and hold harmless Edcrane, its officers, employees, and agents from and against any claims, damages, losses, or legal costs arising from:

• The School’s breach of these Terms or the NDPA.
• Any disputes between the School and parents, students, or staff members.
• Intellectual property infringement claims related to materials uploaded by the School.

9. Revisions and Modifications to the Terms

• Right to Modify: Edcrane reserves the right, at our sole discretion, to modify, update, or replace these Terms of Service at any time to reflect software updates, changes in law, or regulatory adjustments.
• Notification of Material Changes: For any significant changes that affect your legal rights or subscription obligations, we will notify the School at least thirty (30) days in advance via the primary administrator email address on file or through a prominent in-app notification banner.
• Acceptance of Updated Terms: Your continued access or use of the Service after the effective date of the revised Terms constitutes your explicit acceptance of the updated terms. If the School does not agree to the new terms, it must stop using the Service and terminate its subscription before the changes take effect.

10. Governing Law and Dispute Resolution

• Governing Law: You agree that these Terms shall be governed by, interpreted, and enforced in accordance with the laws of the Federal Republic of Nigeria, without regard to its conflicts of laws provisions.
• Amicable Settlement: In the event of any dispute or disagreement arising out of this Agreement, the parties shall first attempt to resolve the issue amicably through good-faith mutual negotiations.
• Arbitration: If negotiations fail within thirty (30) days, the dispute shall be referred to and finally resolved by arbitration in Nigeria, in accordance with the Arbitration and Mediation Act, 2023. The language of arbitration shall be English. Any claim under these Terms of Service must be brought within one (1) year after the cause of action arises, or such claim or cause of action is barred.

11. Contact Information

For legal inquiries, notices of breach, or support questions regarding these Terms, please contact us at:

Edcrane Legal Department
Email: support@edcrane.com