Terms and Conditions of Service

Last updated: [Insert Date]

These Terms and Conditions ("Terms") form a binding agreement between Gradeet Technologies [Ltd.] ("Gradeet", "we", "us") and the organisation, business, or individual that registers for or uses the Gradeet platform ("Customer", "Organisation", "you"). By creating an account, subscribing to a plan, or using the Service, you agree to these Terms. If you are agreeing on behalf of a school, company, or other entity, you confirm you have authority to bind that entity.

1. Definitions

  • "Service" — the Gradeet computer-based testing platform, including the Administrator, Supervisor, and Student/Candidate interfaces, websites, and related support.
  • "Organisation Content" — questions, question banks, marking schemes, exam configurations, branding, and other materials the Customer uploads or creates in the Service.
  • "End User" — any individual who accesses the Service under a Customer's account, including administrators, teachers, supervisors, and students/candidates.
  • "Subscription Plan" — the pricing tier (Free Trial, Starter, Standard, or Enterprise, or any successor plan) the Customer has selected.

2. Eligibility and Accounts

  • You must provide accurate registration information and keep it up to date.
  • You are responsible for maintaining the confidentiality of login credentials for your account and for all activity that occurs under it.
  • The Service is intended for use by organisations and their authorised staff and students. Individual students/candidates generally access exams via a link or access code provided by their Organisation, and do not need to independently agree to these Terms, but their use is governed by the Organisation's agreement with Gradeet and the Organisation's own policies.

3. Subscription Plans, Billing, and Payment

  • Gradeet offers a Free Trial and paid Starter, Standard, and Enterprise plans as described on our pricing page, each with feature and usage limits that may change from time to time with notice.
  • Prices are set in US Dollars; payment is collected in your local currency through Stripe or other supported payment processors, at the exchange rate applied by the relevant payment processor at the time of transaction.
  • Paid subscriptions renew automatically for successive billing periods unless cancelled before the renewal date. You authorise us (via our payment processors) to charge your chosen payment method for each renewal.
  • We may change subscription prices with at least [30] days' notice; continued use after a price change takes effect constitutes acceptance of the new price.
  • You are responsible for any applicable taxes, levies, or duties, other than taxes on Gradeet's net income.

3.1 Refunds and Cancellation

  • You may cancel auto-renewal at any time from your account settings; cancellation takes effect at the end of the current billing period, and you retain access to paid features until then.
  • Except where required by applicable consumer protection law, fees already paid are non-refundable, including for partial billing periods or unused exams/students.
  • If the Service is unavailable for an extended period due to our fault, we may, at our discretion, issue a service credit or pro-rated refund.
  • The Free Trial does not require payment and converts to a paid plan only when you actively choose and pay for one.

4. Acceptable Use

You agree not to, and not to permit any End User to:

  • Use the Service to violate any applicable law, including data protection, examination malpractice, or consumer protection law;
  • Upload content that is unlawful, infringing, defamatory, or that you do not have the right to use;
  • Attempt to bypass, disable, or interfere with the Service's anti-cheating, security, or access-control features, or assist a student/candidate in doing so;
  • Reverse-engineer, decompile, scrape, or attempt to extract the source code or underlying algorithms of the Service, except to the extent expressly permitted by law;
  • Resell, sublicense, or provide the Service to third parties outside your Organisation without our written consent;
  • Introduce viruses, malware, or attempt to gain unauthorised access to the Service or other customers' data;
  • Use the Service to conduct high-stakes, life-or-safety-critical, or regulatory certification testing without first discussing suitability with us.

We may suspend or terminate access for any account reasonably believed to violate this section, with notice where practicable.

5. Exam Integrity Features — Disclaimer

Gradeet provides tools intended to reduce (not eliminate) exam malpractice, including tab-switch detection, full-screen lockdown, randomised question/answer order, connection monitoring, device-fingerprint checks, and — on eligible plans — AI webcam proctoring. These features are provided on a commercially reasonable-efforts basis. Gradeet does not guarantee that all instances of cheating will be detected or prevented, and the Customer remains responsible for the ultimate conduct, invigilation, and academic-integrity decisions relating to its exams.

The Customer is solely responsible for giving End Users adequate notice of, and obtaining any consent required by law for, monitoring features used in its exams (see also our Privacy Policy, Section 5).

6. Intellectual Property

6.1 Gradeet's IP

The Service, including its software, design, "Gradeet" name and logo, and all underlying technology, is owned by Gradeet or its licensors and is protected by copyright, trademark, and other intellectual property laws. Except for the limited right to use the Service under these Terms, no rights are granted to you in Gradeet's intellectual property.

6.2 Organisation Content

As between Gradeet and the Customer, the Customer retains ownership of its Organisation Content (question banks, marking schemes, exam materials, and student data). The Customer grants Gradeet a limited, non-exclusive licence to host, store, process, and display Organisation Content solely to provide and improve the Service.

6.3 Feedback

If you send us feedback or suggestions, you grant us the right to use them without restriction or compensation to you.

7. Data Protection

Our collection and use of personal data is described in our Privacy Policy, incorporated into these Terms by reference. Where the Customer uploads personal data of students, staff, or other individuals, the Customer confirms it has the legal right to do so and has provided any notices or obtained any consents required by applicable data protection laws. Enterprise customers requiring a separate Data Processing Agreement may request one from admin@gradeet.com.

8. Service Availability

We aim to keep the Service available and reliable, and Enterprise plans include a target uptime commitment as described in your order form or a separate Service Level Agreement. Except as expressly stated in an applicable SLA, the Service is provided "as is" and "as available," without warranties of any kind, express or implied, including merchantability, fitness for a particular purpose, and non-infringement, to the maximum extent permitted by law. We do not warrant that the Service will be uninterrupted, error-free, or completely secure.

9. Limitation of Liability

To the maximum extent permitted by applicable law: (a) Gradeet will not be liable for indirect, incidental, special, consequential, exemplary, or punitive damages, or loss of profits, revenue, goodwill, or data; and (b) Gradeet's total aggregate liability arising out of or relating to these Terms or the Service will not exceed the fees paid by the Customer to Gradeet in the [twelve (12) months] immediately preceding the event giving rise to the claim. Nothing in these Terms limits liability that cannot lawfully be limited, such as liability for fraud or wilful misconduct.

10. Indemnification

You agree to indemnify and hold Gradeet harmless from any claims, damages, liabilities, and expenses (including reasonable legal fees) arising from: (a) your Organisation Content; (b) your breach of these Terms; (c) your violation of applicable law, including data protection or examination-integrity obligations owed to your students or staff; or (d) your misuse of the Service.

11. Term, Suspension, and Termination

  • These Terms remain in effect for as long as you maintain an account or active subscription.
  • You may terminate by cancelling your subscription and closing your account.
  • We may suspend or terminate your access, with notice where reasonably practicable, for material breach of these Terms, non-payment, suspected fraud, or legal or security requirements.
  • On termination, your right to use the Service ends; Sections dealing with IP, payment obligations already accrued, indemnification, limitation of liability, and governing law survive termination.
  • Upon request made within [30] days of termination, we will make Organisation Content available for export in a reasonable format, after which it may be deleted in line with our data retention practices.

12. Changes to the Service and These Terms

We may modify the Service (including features available on each plan) and these Terms from time to time. We will post the updated Terms with a new "Last updated" date and, for material changes, provide notice (such as email or in-app notice) at least [14] days before they take effect. Continued use of the Service after changes take effect constitutes acceptance of the revised Terms.

13. Governing Law and Dispute Resolution

These Terms are governed by the laws of [Insert Jurisdiction], without regard to conflict-of-law principles. The parties will first attempt to resolve any dispute through good-faith negotiation. If a dispute is not resolved within [30] days, it will be submitted to the exclusive jurisdiction of the courts of [Insert Jurisdiction].

14. Force Majeure

Neither party is liable for delay or failure to perform caused by events beyond its reasonable control, including power or internet outages, acts of government, natural disasters, or widespread cyberattacks, provided the affected party uses reasonable efforts to mitigate the impact.

15. General

  • Entire agreement — these Terms, together with the Privacy Policy and any order form or SLA, constitute the entire agreement between the parties regarding the Service.
  • Assignment — you may not assign these Terms without our written consent; we may assign them in connection with a merger, acquisition, or sale of assets.
  • Severability — if any provision is found unenforceable, the remaining provisions continue in full force.
  • No waiver — failure to enforce a provision is not a waiver of the right to enforce it later.
  • Notices — legal notices to Gradeet should be sent to admin@gradeet.com.

16. Contact

Questions about these Terms can be sent to admin@gradeet.com.