In these terms and conditions the following words have the following meanings:
‘we’, ‘us’, ‘our’, ‘MathsTracker’, ‘Complete Mathematics’ means La Salle Education Ltd of 125 Wood Street, London EC2V 7AW.
‘you’, ‘your’ means the person, school, firm or company (which (where the context requires, include its end users)) who subscribes to the Service.
'Fee' means the subscription fee payable by you to us for accessing the Service.
'Service' means the on-line "Complete Mathematics" teaching, learning and assessment materials and "MathsTracker" assessment material, provided by us through the Website to which you subscribe, details of which are as provided by us from time to time.
‘Site’ means a single physical location where the provision of teaching for the Service takes place.
2.1. These terms and conditions are the only conditions under which we are willing to provide the Service to you. These conditions can only be modified as set out in these conditions.
2.2. We reserve the right to vary or amend these terms and conditions at any time.
2.3. These terms and conditions (including any documents referred to within them) contain all the terms on which we provide the Service to you. They supersede any prior promises, representations (except fraudulent misrepresentations), undertakings or implications made.
2.4. Where you are an end user, nothing in these terms and conditions shall detract from your statutory rights.
3.1. Access to the Service (except for those parts that we make freely available) is only provided on condition that a Fee has been paid.
3.2. A Fee is payable by you for each Site where the Service is used. You are duly authorised to provide the Site username and password to teachers and students who are wholly connected to the Site for which a Fee has been made. This Fee will also enable teachers and students, who are wholly connected to the Site, to use the username and password at any other location if it is in connection with work set by the Site.
3.3. The Fee is exclusive of VAT which will be payable by you, if applicable and at the prevailing rate of VAT, in addition to the Fee as follows.
3.3.1. For the UK, the Fee will be payable plus VAT at the prevailing rate.
3.3.2. For countries in the EU:
22.214.171.124. If a valid sales tax number is provided (Validation can be verified at ec.europa.eu/taxation_customs/vies) the Fee will be exclusive of VAT.
126.96.36.199. If no or an invalid sales tax number is provided the Fee will be payable plus VAT at the prevailing rate.
3.3.3. For all other countries the Fee will be exclusive of VAT
3.4. Your access to the Service is by user name and password. You are NOT free to divulge these details to teachers and students, except as documented in this agreement.
3.5. We do not permit any part of the Service to be cached in proxy servers.
3.6. If we reasonably believe that a user name and password are being used in any way which is not permitted by us we reserve the right to suspend the Service and/or issue a new username and password.
3.7. We require you to change your password at least on an annual basis, failure to do so may result in an interruption to the service.
4.1. The contents of the Service are only for general information or use. They do not constitute advice and should not be relied upon in making (or refraining from making) any decision.
4.2. We use reasonable care to make sure that the information appearing on the Service is accurate and up to date. However, errors and omissions can occur and you should not take the accuracy of the information for granted.
4.3. Because we do not have control over the use that may be made of the information provided through the Service, we exclude (to the fullest extent permitted at law) all warranties, express or implied, as to the quality, accuracy, timeliness, completeness, performance, or fitness for a particular purpose of the Service or any of its contents. In particular we make no warranty or representation that:
4.3.1. the Service will meet your requirements;
4.3.2. the Service will be uninterrupted, timely, secure or error free;
4.3.3. the results that may be obtained from the use of the Service will be accurate or reliable;
4.3.4. the quality of any products, services, information, or other material purchased or obtained by you through the Service will meet your expectations;
4.3.5. the contents of the Service are free from infection by viruses or anything else which has contaminating or destructive properties; or
4.3.6. any errors in the software contained within the Service will be corrected.
4.4. Any material downloaded or otherwise obtained by you through the use of the Service is done at your own discretion and risk and on the basis that you will be solely responsible for any damage to your computer system or loss of data that results from the download of any such material.
5.1. Subscription does not include access to Courses and Events.
5.2. Courses and Events means any provision, including face to face meetings, beyond the Service.
5.3. The fee for Courses and Events will be as advertised for the particular event.
6.1 Subscription does not include resources and equipment.
6.2 Reources and Equipments means and teaching resource or practical materials for teaching supplied by La Salle Education.
6.3 Resources and Equipment will be charged as advertised on the order form.
Perishable resources are non-returnable and non-refundable, these include practical equipment such as Algebra Tiles.
7.1. Nothing in these terms and conditions shall exclude or limit our liability for death or personal injury caused by our negligence or for fraud.
7.2. We do not accept liability for any direct, indirect, incidental, special, consequential or exemplary damages, including but not limited to damage for loss of profits, anticipated savings, goodwill, use, data or other intangible losses (even if we have been advised of the possibility of such damages), including but not limited to anything resulting from:
7.2.1. the use of or inability to use the Service;
7.2.2. the cost of procurement of substitute goods and services resulting from any goods, data, information or services purchased or obtained or messages received or transactions entered into through or from the Service;
7.2.3. unauthorised access to or alteration of your transmissions or data;
7.2.4. statements or conduct of any third party on the Service (including but not limited to any defamatory statements); or
7.2.5. any other matter relating to the Service.
7.3. We will not be liable if we are unable to perform our obligations under these terms and conditions due to the failure of any machine, data processing system or transmission link or to any circumstances beyond our control (including but not limited to strike, industrial action, war, fire, act of God or prohibition or enactment of any kind).
7.4. Subject to clause 5.1 and without prejudice to clause 4.2, if we are found liable to you our liability shall not exceed the total Fee paid by you to us.
7.5. You agree that given the nature of the Service, the exclusions and limitations of our liability are reasonable.
8.1. All material on the Website is the copyright material of La Salle Education Ltd.
8.2. You are permitted to print or download extracts from the Website and the Service solely for your own non-commercial individual teaching and learning purposes. Any extracts so downloaded may be stored on your computer, or if you are an institution on your network, for future use, subject to compliance with the remainder of this clause.
8.3. All copies of any part of the content material must bear an acknowledgement of the copyright of the owner of the material. Copyright, trademark and other proprietary notices must not be removed.
8.4. You may not reproduce, copy or redistribute the design or layout of the Website or our products, individual elements of the Website design or our logos without the express written permission from us.
8.5. No part of the content of the Website or any of our products may be reproduced or transmitted to or stored in any website nor may any of its pages or parts thereof be disseminated in any electronic or non-electronic form (except as set out in clause 6.2) nor be included in any public electronic retrieval system or service without prior written permission from us. Copying or reproducing software to any other server or location is expressly prohibited.
8.6. Except to the limited extent set out above, you are not permitted to copy, broadcast, download, store (in any medium), transmit, show or play for the purpose of public use or for the purpose of commercial exploitation this Website or any part thereof. You are not permitted to adapt, change or incorporate with any other work in any way the content of the Website or any of our products for any other purpose whatsoever without prior written permission from us.
We reserve the right to alter without notice the arrangements for access to the Service or to change the content, presentation and/or facilities of the Service.
10.1. Certain elements of the Service may contain material submitted by users. We do not accept any responsibility for the content or accuracy of such material. Where the material is based on or contains extracts owned by third parties, we do not make any representation or warranty that the material is provided without infringing the rights of the third party.
10.2. You agree that you will not upload files that contain software or other materials protected by intellectual property laws unless you own or control all of the rights thereto or have received all necessary consents.
10.3. Any material or information transmitted to or posted to the Service by any means will be treated as non-confidential and non-proprietary and may be disseminated, stored or used by us for any purpose whatsoever including but not limited to developing, manufacturing and marketing products and services. This includes the right to exploit any proprietary rights in such information and material including rights relating to copyright, trademarks, patents or other intellectual property rights. This applies to all material and information that has already been provided in addition to that transmitted or posted in the future.
10.4. You are not permitted to post or transmit to or from the Service any unlawful, threatening, defamatory, obscene, scandalous, inflammatory, pornographic or profane material or any other material which could give rise to any civil or criminal liability. You must not upload files that contain viruses, corrupted files or any other programs that may damage the operation of our or any third party's computer or conduct or forward surveys, contests, pyramid schemes or chain letters or falsify any author attributions or other proprietary designations or do anything that might restrict or prohibit other users from using the Service.
10.6. We reserve the right at all times to disclose any information as necessary to satisfy any applicable law or legal process or government request or to edit, refuse to post or to remove any information or materials at our discretion.
11.1. You can terminate the Service with us at any time by giving us notice in writing. Unless we are in breach of our obligations to you, you will not be entitled to any refund of the Fee paid by you. You may in addition be entitled to cancellation rights under clause 11.
11.2. We can terminate the Service at any time on giving notice to you if:
11.2.1. you commit a breach of these terms and conditions;
11.2.2. you become bankrupt or enter into a voluntary arrangement with your creditors, become subject to an administration order, have a petition presented or an order made for you winding-up, have a receiver appointed over all or any part of your undertaking or assets, go into liquidation, cease or threaten to cease to trade or suffer any analogous event of insolvency in any jurisdiction; or
11.2.3. you fail to pay the Fee when due.
11.3. We reserve the right to terminate the Service at any time without giving you any reasons. If we terminate the Service under this clause we will refund a proportion of the Fee relating to the remainder of the period for which you have paid (if any).
12.1. You are entitled to cancel your booking to a Course or Event, subject to the following cancelleation fees:
12.1.1 Cancellation made less than 15 days prior to the Course of Event is subject to 100% cancellation fee.
12.1.2 Cancellation made between 15 and 30 days prior to the Course of Event is subject to 50% cancellation fee.
12.1.1 Cancellation made more than 30 days prior to the Course of Event will incur no cancellation fee.
12.2 A booking to a Course or Event may be transferred to any other person within the same institution.
13.1. You are entitled to cancel your agreement with us at any time during the period of fourteen (14) days from when we notify you that your subscription commences.
13.3 You may not cancel an order for Resources and Equipment if the item is perishable and has been opened.
14.1. We will request certain personal information from you (or if you are an institution, from your employees) in order to provide the Service to you. You are responsible for the accuracy and truthfulness of such information and you warrant and undertake to us that all such information is true and correct.
14.2. We will use your personal information only for the purposes of providing the Service to you. We will treat your personal information as confidential and we will not disclose it to any third party except with your prior agreement or as required by law. We are registered under the Data Protection Act 1998 and your data will be processed subject to that Act.
14.3. We reserve the right to request supporting documentation to verify personal information in our absolute discretion.
14.4. You must notify us immediately of any change in your personal details.
We are concerned about the safety and privacy of our users, particularly children. Teachers/ parents who wish to allow their children access to and use of the Website/Services should supervise such access and use. By allowing your child access to the Services you are allowing your child access to all of the Services. It is therefore your responsibility to determine which Services are appropriate for your child. Always use caution when revealing personally identifiable information about yourself or your children via any of the Services.
The Website/Services may include links to third party websites that are controlled and maintained by others. Any link to other websites is not an endorsement of such websites and you acknowledge and agree that we are not responsible for the content or availability of any such sites
You agree that these terms and conditions including the terms governing your subscription shall be exclusively governed in accordance with the laws of and the courts in England and Wales. Notwithstanding the foregoing, nothing in this legal notice will preclude La Salle Education Ltd from applying to any court to bring an action for the infringement of its intellectual property rights.
1.1 In this Schedule, the following terms shall have the following meanings:
1.2. A reference to writing or written includes faxes, emails and writing in any electronic form.
2.1. By continuing to use the Product, and by providing the Company with the School Data, the School agrees to the terms of this Schedule.
2.2. The School and the Company acknowledge that, for the purposes of Applicable Data Protection Law, the Company is a Processor and the School is a Controller in respect of the School Data comprising Personal Data described in Annex A to this Schedule (the “Data”).
2.3. The Company and the School shall comply with all Applicable Data Protection Law in respect of the Processing of the Data.
2.4. The Company shall Process the Data as a Processor for the purposes described in Annex A to this Schedule and otherwise strictly in accordance with the instructions of the School (the "Permitted Purpose"), except where otherwise required by any EU (or any EU Member State) law applicable to the Company.
2.5. The School hereby instructs and authorises the Company to process the Data for the purposes described in Annex A to this Schedule, and as otherwise reasonably necessary to enable the Company to provide the Product to the School.
2.6. The School warrants and represents that it has obtained all consents from individuals (including students, parents and guardians, and staff at the School) whose Data the School supplies to the Company in connection with the School’s use of the Product for the lawful Processing of the Data by the School and the Company for the purposes set out in this paragraph 2. The School shall indemnify the Company against all costs, claims, damages, expenses, losses and liabilities incurred by the Company arising out of or in connection with any failure (or alleged failure) by the School to obtain such consents.
3.1. The Company shall not transfer the Data (nor permit the Data to be transferred) outside of the European Economic Area ("EEA") unless it first takes such measures as are necessary to ensure any such transfer is in compliance with Applicable Data Protection Law.
4.1. The Company shall ensure that any person that it authorises to Process the Data (including the Company’s staff, agents and subcontractors) (an "Authorised Person") shall be subject to a strict duty of confidentiality (whether a contractual duty or a statutory duty or otherwise), and shall not permit any person to Process the Data who is not under such a duty of confidentiality.
4.2. The Company shall ensure that all Authorised Persons Process the Data only as necessary for the Permitted Purpose.
5.1. Taking into account the state of the art, the costs of implementation and the nature, scope, context and purposes of processing to be carried out by the Company, as well as the risk of varying likelihood and severity for the rights and freedoms of natural persons, the Company shall implement appropriate technical and organisational measures to protect the Data from (i) accidental or unlawful destruction, (ii) accidental loss, alteration, unauthorised disclosure or access, and (iii) any other breach of security ((i), (ii) and (iii) together, a "Security Incident") in each case appropriate to that risk.
6.1. The Company may appoint sub-contractors to carry out any or all of its Processing activities in accordance with the terms of this paragraph 6.
6.2. The School hereby authorises the Company to appoint third parties to provide web and app development services to the Company in connection with the Product, and third parties to provide electronic data storage and transmission services to the Company in connection with the Product.
6.3. The School hereby authorises the Company to appoint the sub-contractors listed in Annex B to this Schedule to carry out Processing activities in connection with the Data. The Company shall use reasonable endeavours to promptly notify the School of any changes to the identity of such third parties from time-to-time.
6.4. Save as permitted by paragraphs 6.2 and 6.3, the Company shall not appoint any other sub-contractor in connection with the processing of the Data without the prior permission of the School.
6.5. Where the Company appoints a sub-contractor pursuant to this paragraph 6, it shall ensure that the Company imposes data protection terms on any sub-contractor it appoints that protect the Data to the same standard as those provided for in this schedule, and meet the requirements of Applicable Data Protection Law.
6.6. The Company acknowledges that it remains fully liable for the acts, errors or omissions of any of its sub-contractors in respect of the Processing of the Data.
7.1. The Company shall provide all reasonable and timely assistance (including by appropriate technical and organisational measures) to the School (at the School’s expense) to enable the School to respond to:
7.2. In the event that any such request, correspondence, enquiry or complaint is made directly to the Company, the Company shall promptly inform the School providing full details of the same and the School shall provide all reasonable and timely assistance to the Company to enable the Company to take appropriate action.
8.1. If the Company believes or becomes aware that its Processing of the Data is likely to result in a high risk to the data protection rights and freedoms of data subjects, it shall promptly inform the School and provide the School with all such reasonable and timely assistance as the School may require in order to conduct a data protection impact assessment and, if necessary, consult with its relevant data protection authority.
9.1. Upon becoming aware of a Security Incident, the affected party shall inform the other party without undue delay and shall provide all such timely information and cooperation as the other party may reasonably require including in order for the affected party to fulfil its data breach reporting obligations under (and in accordance with the timescales required by) Applicable Data Protection Law.
9.2. The parties shall each further take all such measures and actions as are reasonably necessary to remedy or mitigate the effects of the Security Incident and shall keep the other party up-to-date about all developments in connection with the Security Incident.
10.1. Upon written request by the School, the Company shall destroy all Data (including all copies of the Data) in its possession or control (including any Data subcontracted to a third party for processing).
10.2. This requirement shall not apply to the extent that the Company is required by any EU (or any EU Member State) law to retain some or all of the Data, in which event the Company shall isolate and protect the Data from any further processing except to the extent required by such law.
11.1. The Company shall permit the School (or its appointed third party auditors) to audit the Company's compliance with this Schedule, and shall make available to the School all information, systems and staff reasonably necessary for the School (or its third party auditors) to conduct such audit.
11.2. The School will not exercise its audit rights more than once in any twelve (12) calendar month period, except (i) if and when required by instruction of a competent data protection authority; or (ii) the School believes a further audit is necessary due to a Security Incident suffered by the Company.
11.3. The information and audit rights of the School under paragraph 11.1 shall apply only to the extent required by Applicable Data Protection Law.
11.4. The School shall give the Company reasonable notice of any audit or inspection that it wishes to conduct, and shall (and shall ensure that any nominated auditor shall) avoid causing (or, if it cannot avoid, minimise) any damage, injury or disruption to the Company or its sub-contractors’ business.
12.1. Each party (the "Indemnifying Party") shall indemnify the other (the "Indemnified Party") from and against all loss, cost, harm, expense (including reasonable legal fees), liabilities or damage ("Damage") suffered or incurred by the Indemnified Party as a result of the Indemnifying Party's breach of the provisions of this Schedule, and provided that: (i) the Indemnified Party gives the Indemnifying Party prompt notice of any circumstances of which it is aware that give rise to an indemnity claim under this Clause; and (ii) the Indemnified Party takes reasonable steps and actions to mitigate any ongoing Damage it may suffer as a consequence of the Indemnifying Party's breach.
13.1. The Company shall have no liability to the School, whether arising in contract, tort (including negligence), breach of statutory duty or otherwise, for or in connection with:
2. Nothing in this clause shall limit the liability of the Company for any death or personal injury caused by its negligence, fraud or fraudulent misrepresentation, or any other matter for which liability cannot be limited or excluded as a matter of law.
This Annex A forms part of the General Conditions and describes the Processing that the Company will perform on behalf of the School.
The School Data to be processed concern the following categories of Data Subjects:
The School Data to be Processed concern the following categories of data:
The School Data will be obtained, held and used by the Company to enable the Company to carry out its obligations arising from the terms and conditions entered into between the School and the Company regarding the use by the School and its users of the Product, including the Site and Apps.
To help us deliver Complete Mathematics we share information and data with various 3rd party apps. We list those apps here and outline our use:
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COPYRIGHT 2020 LA SALLE EDUCATION