TERMS AND CONDITIONS UNDER WHICH EARWIG SOFTWARE IS LICENCED TO SCHOOLS
EARWIG ACADEMIC REPORTING LTD PROVIDES SOFTWARE PACKAGES FOR EDUCATIONAL INSTITUTIONS. THESE ARE :
- Earwig Classic – An app and associated software to capture and manage documents, images, audio and video files using smartphones, tablets and other computing devices and to present this data in a useful and appealing way to a closed user group of Pupils, Parents, School Staff and education authorities over the internet.
- Earwig Assessment – Software to allow staff users to attach media evidence to an assessment framework, make assessments of pupils, track progress and produce reports.
- Earwig Portfolio – Software to allow student to create, manage and present their own academic evidence, under supervision from teaching staff.
- Other user specific packages which are made up of elements from i, ii and iii.
A TERMS AND CONDITIONS
UNDER WHICH ANY EARWIG SOFTWARE LICENCE IS PROVIDED
- a) The Company – Earwig Academic Reporting Ltd (also EARL) registered no. 08304947 and its subsidiary companies.
- b) Earwig – depending on context, either the Company or the Service provided by the Company.
- c) Earwig Website – the website located at earwig.uk.com or any other website provided by the Company for the use of authorised Users
- d) School – the term ‘school’ in this context means any type of educational establishment which subscribes to the Earwig service.
- e) School Year – For the purpose of this Agreement, a School Year starts on the 1st September each year and finishes on the 31st August the following year.
- f) School Administrator – refers to those people who have been given system administration access to administer the Earwig platform on behalf of a specific school by Earwig.
- g) Pupil – anyone, of any age who is receiving education of any sort from an educational establishment which subscribes to the Earwig system.
- h) Parent – the term ‘parent’ refers to parents, guardians or others recognised by the relevant schools as being responsible for one or more of their pupils and who have been invited by that school to participate in the Earwig facility.
- i) Staff – those people who have been given staff level Earwig login rights by a School.
- j) User – any Pupil, Parent, Staff, Administrator or other approved invitee who has been given current login rights to the Earwig system by the Company or a School.
- k) Image – An Earwig Image is one which has either been taken using an Earwig application or which has been uploaded into the Earwig system at any time. The word Image includes photos, documents and video and, where appropriate, products featuring these.
- l) Record – an Earwig Record is a report created by a School Staff member to record an occasion associated with one or more Pupils, which is supported by Images or video which have been uploaded into the Earwig database.
- m) Timeline – a time-based scrolling online presentation of a series of Earwig Records.
- n) Earwig Blog – is an online presentation of Earwig Records which have been modified by School Staff for consumption by people outside the Earwig Closed User Group.
- o) Earwig Account Holder – any person who holds a valid login to an Earwig account.
- p) Active – an Earwig Pupil remains Active while they are attending an Earwig School and for one year thereafter.
- q) The Service – is the software package described in sections I to iv above and includes the facility to offer for sale and fulfil orders for Images, photos, video clips and products derived from these.
- r) Earwig Application Form – A form providing Earwig with the necessary information to allow it to set up the Earwig service for a school and manage the relationship between Earwig and the school. The form, together with these Terms and Conditions, form the contract between Earwig and the School.
- s) Anniversary Date – the Earwig contract date is the date when the Earwig Service Application Form is signed by an authorise representative of the relevant School. In subsequent years, this date is the Anniversary Date.
1) SOFTWARE LICENCE
– Earwig gives each Client School a non-assignable and non-exclusive license to use the Earwig software provided by the Company as part of the Service. This license is for the sole purpose of enabling the School to use and enjoy the benefit of the Service, in the manner permitted by these Terms.
2) DATA SETUP AND SYNCHRONISATION
– The School undertakes to Earwig to provide and keep updated a complete list of their Pupils, Parents, Staff, Curriculum and Earwig Administrators, along with the other pupil details necessary for the proper functioning of the Earwig process. This may be provided in spreadsheet form or through an automated connection with the school database, which is synchronised daily.
– The Service will commence on the Launch Date, this being the date on which the Earwig system first sends out emails to Staff advising them that the system is in operation at the school.
4) LOGIN ACCESS
– No-one may access the facilities provided by Earwig website without a login provided by the relevant School or by Earwig. There are five different levels of access to information and facilities provided by the Earwig platform. These are School Administrator, School Staff, Blog Editor, Student and Parent/Pupil. The School undertakes to advise Earwig whenever a User ceases to be entitled to any of these denominations, whereupon their Earwig login will be immediately disabled.
5) RESTRICTED ACCESS FOR PUPILS/PARENTS
– Parents and Pupils are only able to see the Earwig Records and Timelines which relate to them or their children.
6) CHARGES TO PUPILS/PARENTS
– There are no charges to Pupils, Parents for access to Earwig records, images, videos or timelines for the previous year via the Earwig Website while any Pupil remains Active. Parents who wish to see Earwig records over a longer period may upgrade their account to Parent Plus on payment of an annual premium, currently £12.00.
7) IMAGE RIGHTS
– The Images featured on the Earwig Website are the property of the School in question. The School undertakes to use these images only for the specific purpose of recording education to enable teachers, management or others in authority to support assessment decisions or to improve pedagogy or teaching outcomes. The School hereby provides the Company with the exclusive and unlimited right to display and sell any Images which have, at any time, featured on the Earwig Website, in digital or physical form of any sort, on condition of payment to the school of the commissions specified in this contract.
8) LIMITATION ON IMAGE RIGHTS
– The School may download Images from the Earwig website without restriction. However, it is the responsibility of the school to hold and manage any Images that they wish to use or keep. Earwig will charge for the provision of any Images which are no longer featured on the website for any reason. Images which have at any time been shown on the Earwig Website may not be disseminated beyond the School Staff (other than in official school publications) without payment to Earwig of compensation. The quantum of compensation will be determined by Earwig and dependent on the nature and extent of the image dissemination.
– Earwig retain the exclusive copyright for all the content other than Images created using the Earwig Service and have the sole right to reproduce this in any form. No-one may reproduce, display or distribute any element of the Earwig content in any Earwig format, without the written consent of Earwig and the payment of an agreed royalty.
10) DATA SECURITY
– Earwig will do its utmost to ensure that the Images, data and Records acquired through the Earwig application are stored and transmitted securely and that these will be available to Earwig customers for many years to come. However, Earwig reserve the right to close their website or to close specific accounts, subject to providing 90 days’ notice to affected schools and 30 days’ notice to affected account holders by email. The EARL Data Security Policy is defined in Schedule1.
– Earwig will try to ensure the accuracy and quality of the Service. However, the Service is provided on an “as is” basis and the Company does not (i) accept responsibility for any use of or reliance on the Service or for any disruptions to or delay in the Service; and (ii) make any representations as to the accuracy, comprehensiveness, completeness, quality, currency, error-free nature, compatibility, security or fitness for purpose of the Service.
12) RIGHT TO MODIFY
– Earwig reserves the right, at any time and from time to time, to modify or discontinue, temporarily or permanently, the service or any part thereof, with 60 days’ notice. The company shall not be liable to the School, account holders or any third party for any modification, suspension or discontinuance of the service. Continued use of the service after any such changes will indicate the School’s acceptance of any such changes.
– The fees charged to the School by Earwig for the Licence under which the Service is provide is specified in Schedule 3 of this Agreement. These include a Setup Fee, an Annual Licence Fee and additional annual fees for upgrades which may be provided from time to time. Earwig reserves the right to change the amount of any fee or charge and to institute new fees or charges at any time for any part of the Service. Client Schools must receive written notice of these changes at least 60 days before any invoice containing these new fees is submitted.
– The invoice from Earwig to the School for the Setup Fee and the first of the Annual Licence Fees will be submitted to the School within 30 days of the School signing an Earwig Application Form. Thereafter, Earwig will invoice the School for the Licence Fee on each Anniversary Date. This is will be paid within the following 30 days. Any fees which are not paid 60 days after the invoice date will attract an interest rate of 2% per month simple on the outstanding fee amount until the full debt is paid off. If any fees or interest are unpaid 120 days after the due date, Earwig will be entitled to restrict access to the site by school staff and administrators.
15) SALE OF EARWIG IMAGES
– Earwig is hereby entitled to sell any Images uploaded into the Earwig database or to offer these free to parents in return for a premium payment. Images may be applied to other products which are offered for sale. The terms on which these Images and products are sold are specified in the Terms and Conditions for Users displayed on the Earwig website.
16) IMAGE SALE PRICING
– The company will determine the lowest price at which these may be sold (the Base Price). However, individual schools may price any product containing any Image generated by accounts associated with that school at whatever figure they wish, provided that it is not lower than the Base Price. Earwig may change the Base Prices for Image or products without notice but must advise schools in writing of any changes.
17) IMAGE SALES COMMISSION
– Earwig will pay a commission to each School based on sales of Images to Account Holders linked to that School’s account. The commission paid is set out in Schedule3 of this agreement. The commission is calculated by applying the specified percentage to the price paid for the item net of VAT and postage, packing and handling. Earwig may change this percentage at any time, subject to 60 days’ written notice to the Schools concerned.
18) COMMISSION OFFSET
– School Earwig Administrators have access through their Earwig Dashboards to real-time reports of Image and product sales to related Users and the commission thus generated. If the commission generated in any payment year exceeds £100 it will be applied as a discount on the Annual Licence Fee for the subsequent year. Otherwise, it is carried forward to the following year. If the commission in any year exceeds the value of the licence fee, Earwig will generate a negative invoice and will pay the school within 30 days of its issuance.
19) LATE PAYMENT
– If the Licence fees for any school year are unpaid 60 days after the invoice date, Earwig is entitled charge a late payment fee of 2% per month. Subject to a further reminder and a further 30 days’ notice, Earwig may withhold access to the system for relevant Users.
20) TERMINATION NOTICE
– In the event that a School does not intend to renew its Earwig Licence it must provide Earwig with written notice of its intention at least 60 days before the anniversary date of the start of the Earwig service. If this Notice is not received by Earwig, the full invoice sum for will be payable by the School for the year in which the notice is received.
21) TERMINATION ARRANGEMENTS
– Once Earwig receives a Termination Notice it will disable all logins associated with that school on the last day for which the school has paid the licence fee – the Termination Date. It will be the responsibility of the School to inform relevant Users that the service is to be terminated.
22) ACQUISITION OF IMAGES IN THE EVENT OF CLOSURE
– In the event that Earwig ceases to provide the Service to a School, as a result of a Termination Notice from a School, the School will be entitled to download any Images that they wish, at no charge, up to the Termination Date. Thereafter, they may purchase their entire Earwig Image database for £1.00 per Pupil per school year covered. However, Earwig may continue to sell Images to Individual Account Holders who will be given the opportunity to acquire digital copies of the Images in their accounts, on payment of a charge.
– Earwig trademarks, logos and Timelines are Copyright and may not be reproduced in any form without the written consent of Earwig. Any attempt by any entity to reproduce any combination of the Services or to offer an alternative version of the Service will result in an action for passing off.
24) INFORMATION PRIVACY
– Earwig’s DATA SHARING POLICY (Schedule 1) and CHILD PROTECTION POLICY (Schedule 2) explain how Earwig treats each School’s and Pupil’s personal information, and protects their privacy. Schools agree to the use of their data in accordance with these policies.
25) INFORMATION SECURITY
– Schools are responsible for maintaining the confidentiality of passwords associated with any account used to access the Service. The School is responsible to Earwig for all activities that occur under its account logins. If a School becomes aware of any unauthorized use of Schools passwords or of any other breach of security, the Schools will notify Earwig immediately. The Company is not liable for any loss or damage arising from Schools failure to comply with any of the foregoing obligations.
– The School agrees to defend, indemnify, and hold harmless The Company, and its directors, officers, employees, and agents from and against all claims, losses, costs, and expenses (including legal fees) arising out of activities in connection with the unauthorized use of the Service by any of their Account Holders.
– Earwig retains the right to show advertising from selected and appropriate advertisers in banners around its web pages.
– The Earwig website may contain links to other websites. Those sites will have their own policies regarding privacy. We bear no responsibility for linked or associated websites or services and do not recommend or endorse any products or services offered by them.
29) ASSIGNMENT OF OBLIGATIONS
– Either party may assign or transfer their rights and obligations under this Agreement to any company, subject to 30 days’ notice to the other party.
– If any part of this Agreement is found by a court to be invalid or unenforceable, the enforceable sections of this Agreement will remain binding upon the parties.
– Notices to Schools will be made via email to any designated School Administrator or by regular mail to the School address. Earwig may also provide notices of changes to this Agreement or other matters, by displaying such notice on the Earwig Staff Website Dashboard.
– This Agreement shall be governed by and construed in accordance with the laws of England and any disputes in relation to this Agreement shall be heard by the English courts.
– Where the provisions of these online Terms & Conditions differ from those in a printed contract, these online Terms & Conditions shall apply.
B SERVICE LEVEL AGREEMENT
THIS APPLIES TO ANY EARWIG SUPPLIER CONTRACT.
1. SERVICE PROVISION
The Earwig service will be available to users 99.99% of the time.
This excludes times when users are unable to access the service due to breaks in the internet service between the Earwig servers and the user or access blockages caused by firewall settings at any individual School.
It also excludes planned downtime for hardware or software changes which will be advised by at least 48 hours in advance.
Data is backed up daily and any lost data will be restored within three days.
Minor improvement to the service will be made throughout the life of this contract. Unless otherwise advised in advance, these will not be charged for although the accumulation of these may impact on future licence fee levels.
Earwig will provide training courses for School staff, as requested by the School and paid for at the rates indicated in Schedule 3.
Included in the Earwig Licence Fee package is ongoing telephone and email support for both Schools and individual users via the 0333 6666 166 helpline and email@example.com. Earwig undertakes to respond to issues advised by phone and email within one working day. There are no additional charges for issue resolution.
Occasionally it can be necessary for Earwig support technicians to view an issue with you, in order to diagnose it fully and offer a solution. In circumstances where support technicians need to view the issue with you they may use remote access tools to view a user’s computer with them, in which case the user should remain at their computer and supervise the entire session.
Schools should avoid sending personal information, such as student/contact records, to us directly via email. You certainly should only send such information when supported by strong encryption, if there is an explicit requirement to do so. EARL staff will advise the most secure method for transfer if there is such an explicit requirement.
Remedies for failure to comply with these obligations may be negotiated with EARL. These may not exceed one month’s gross licence fee.
This document details the data objects and items that are shared, the use, storage, and security of the data that Schools share with EARL.
This agreement supports our joint obligation to comply not only with the Data Protection Act 2003 and the Information Commissioner’s Office (ICO) mandate, but also the General Data Protection Regulations (GDPR) which are due to come into effect in May 2018.
All the personal data about school staff, parents or pupils held by Earwig has been supplied by the School. Parent self registrations are individually approved by the School. The School is the Controller of this data for the purpose of the GDPR and Earwig is acting merely as the agent of the School in applying this data for purposes approved by the School. It is therefore the responsibility of the School to ensure that this data is kept secure and accurate. Earwig will do whatever is necessary to ensure compliance with the letter and spirit of the regulations, as follows.
The principles which Earwig applies to the management of personal data are
- That all Earwig data will be held only within the UK.
- That all data will be encrypted during transmission and processed in a manner that ensures appropriate security of the personal data, including protection against unauthorised or unlawful processing and against accidental loss, destruction or damage.
- That Earwig will only hold such personal data as is required to fulfil its obligations under this contract and that once this data is no longer required for this purpose, it will be deleted.
- That Earwig will provide the School with whatever information it requires to fulfil its obligations in terms of data transparency.
- In the event of any breach of the security of the personal data related to the School Earwig will inform the school within 48 hours so that the School may comply with its obligations to keep the affected people informed.
Signature of the Earwig Application form by authorised staff at any educational establishment within the UK indicates the acceptance by that entity of the terms of this agreement.
Below is the list of personal information which Earwig requires to provide the Earwig service. Where appropriate, the data is classified in accordance with the UK Government’s Information Security Design Manual Business Impact Levels.
1. Personal information about pupils who are currently on roll:
- Name, Gender, Age
- Assigned classes, clubs, groups, teams
- Unique Pupil Number
- All special needs, EAL, Pupil Premium, Looked After
- Parental Consent
2. Personal information about Staff currently in the employment of the school:
- Name, Position, Work email address
- Assigned classes, clubs, groups, teams
3. Personal information about Parents
- Name, Address (for product fulfilment only)
- Assigned children
- Email address
4. Information about the school:
- Name, Address, Email address
- Name and contact details of the appointed Earwig Administrators, IT Managers, Business Managers, Accounts Managers and Senior Learning Team including the Head(s) and Deputy Head(s).
We do not collect or retain credit card information.
We do not sell any personal information to third parties. This information is only available to certain employees who have a need to it in the execution of their job.
We may use independent contractors to provide services on our behalf such third parties may have access to personal information in the course of providing services on our behalf. Any personal information that we provide to such third parties is protected under a confidentiality agreement. Such third parties will take commercially reasonable measures to keep your personal information safe, private and secure.
Payments made to Earwig for vouchers designed for use by others at a later date are held separate from the business funds of Earwig until the vouchers are cashed in order to pay for Earwig services. We automatically collect and store: the name of the domain and host from which you access the Internet;
- the Internet protocol (IP) address of the computer
- the date and time of access our sites
- the Internet address of the site from which the user arrived.
We use this information only as anonymous aggregate data to determine the number of visitors to different sections of our sites, to ensure the sites are working properly, and to help us make our sites more useful. We do not use it to track or record information about individuals.
When you use our services as a registered user, we utilize cookies to store information about your visits to make your revisits more efficient for you and us. It is necessary to place the cookie on your computer’s hard drive in order for us to do this. We do not sell or give this information to any outside parties.
We use commercially reasonable measures to provide secure transmission of personal information to us. You should be aware that there is a level of risk involved in transmitting information over the Internet. As a result, we cannot ensure or warrant the security of the information that is transmitted over the Internet, and that you do so at your own risk.
Our website may contain links to other sites for your convenience. In most cases, those sites are not under our control, and they have their own policies regarding privacy, which you should review before using them. We bear no responsibility for linked websites and provide these links solely for your convenience and information.
DATA UPDATE AND SECURITY PROCESSES
It is the responsibility of the School to ensure that the data in Earwig is always current.
If the School cannot implement an automated update process it will assign a person to update data manually through the Earwig website or by sending and data revisions to Earwig customer services in the form of a spreadsheet,
To update data automatically, information is extracted from the school Management Information System (MIS) daily using Groupcall’s industry leading and secure Xporter software. The data is securely uploaded to Earwig using industry standard SSL encryption. A unique identifier configured by EARL in Groupcall Xporter ensures that the information is linked to the correct customer account in Earwig. Groupcall Xporter accesses your school MIS system using credentials that you provide and cannot access it without them.
The information from the School is held inside the Earwig platform, which is hosted on dedicated servers based in England. You can find out more about the security and safety policies that affect your data by looking on the Earwig website or by contacting EARL.
The data held by Earwig is protected from exposure by multiple layers of firewalling, authentication, intrusion detection and physical access control.
SCHEDULE 2 EARWIG CHILD PROTECTION POLICY
S2.1 CHILD PROTECTION – BEST PRACTICE
Child protection is high on the agenda of most schools, particularly pre-school and primary and any system which involves the use of photographs or video must provide adequate safeguards to ensure that these images are not misused.
The key fact to understand with regard to the Earwig platform is that it is a CLOSED SYSTEM. This means that no-one can access any of the site content unless they are Earwig Account Holders and have a login and password provided by a school.
Nothing is accessible by the general public. From the moment a photo or a video is taken it remains within the system. The only people who may be Earwig Account Holders are…
- School staff, including teachers and assistants, who have been issued Earwig logins by the School Administrator.
- Earwig staff, who are carefully screened.
- Ofsted inspectors and other authorities specifically authorised by School Administrator.
- Parents who are currently registered with the school and who have been sent an invitation by the School Administrator.
Even then, individual parents can only access images related to their children.
When teaching staff take photos or video using the Earwig app, these are deleted from the device as soon as they are uploaded to Earwig. So no chance of images leaving the school inadvertently on phones or tablets.
Parents are entitled to opt their children out of the Earwig process at any time, in which case access to their children’s images will be restricted to school Staff. Parents are also advised that any images that they buy from the website should not be displayed on the internet without some consideration of child security issues.
The only images which leave the Earwig closed user group are those that are selected for the school blog (or magazine). In these cases the decision to move the images into the public arena is taken by the school staff, with due regard to child protection issues, in the same way as any other school magazine photos would be.
SCHEDULE 3 FEES AND COMMISSSIONS
S3.1 ANNUAL FEES PAYABLE FOR THE EARWIG SERVICE
Setup £50 (1st year)
CLASSIC £500 + £1pp
Setup £200 (1st year)
Plus 1 – EYFS, EAL, Rebound + £100 (1 only)
Portfolio + £100
ASSESSMENT (includes Classic) £1,000 + £2pp
Setup £200 (1st year)
Additional frameworks + £100 each
Portfolio + £100
SCITT Management £500+ £40pp
Setup £200 (1st year)
In school £280 per visit
Online £ 80 per webinar
Custom Framework £600
Modification to stock framework £300
Cluster Discount 10% per school
Referral Discount 10% off the following year’s ALF
Reference School Discount 20% off that year’s ALF.
Contract Length Discount 10% – 3 years
15%.- 5 years
S3.3 COMMISSION PAYABLE ON REVENUE FROM SALES OF IMAGES AND IMAGE BASED PRODUCTS
Digital products – 25%
Physical products – 25%
These commissions are credited to the relevant school’s Earwig account and, if exceeding £100 in value, will be applied as a credit against that school’s subsequent annual licence fee. Each school is provided with real time information of sales and commissions generated.
The figures in this schedule are subject to change, in accordance with the terms of this licence.