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DRAFT. Pending legal review. This is a working draft and not yet legally reviewed. Bracketed [items] need to be completed before publication.

Terms of Service

VindicaOS, a Seneca product, operated by [legal entity name] ("VindicaOS," "we," "us"). Last updated [date].

These Terms govern your academy's use of the VindicaOS platform ("Service"). By creating an account or using the Service, you agree to them on behalf of your academy.

1. The Service

VindicaOS provides software for running an SAT-prep program: diagnostics, mock tests, homework, parent reports, a live classroom, and a question bank, offered under your own brand. We may update features over time; we will not materially reduce the core Service during a paid term without notice.

2. Accounts & eligibility

You must provide accurate account information and are responsible for activity under your account and for keeping credentials secure. The person who registers represents that they are authorized to bind the academy to these Terms.

3. Your responsibilities

4. Data & privacy

Our handling of personal data is described in the Privacy Policy, and our processing of student data on your behalf is governed by the Data Processing Agreement, which forms part of these Terms. You retain ownership of the data and content your academy uploads.

5. Fees & billing

Paid plans are billed at [$30] per active student per month, unless otherwise agreed. Free trials and the nonprofit-school program are offered as described at sign-up. Payments are handled by Stripe. Fees are [non-refundable except as required by law], and you may cancel at any time; cancellation takes effect at the end of the current billing period. [State taxes / currency terms.]

6. Intellectual property

We own the Service, including the software and the VindicaOS question bank, and grant you a limited, non-exclusive, non-transferable right to use them during your subscription. You own the students, content, and questions you bring or create. White-label branding lets you present the Service under your own name; it does not transfer ownership of the underlying platform.

7. Confidentiality

Each party will protect the other's non-public information and use it only as needed to provide or use the Service.

8. Warranties & disclaimer

We provide the Service with reasonable care and skill. Except as expressly stated, the Service is provided "as is," and we disclaim other warranties to the extent permitted by law. VindicaOS is a tool to support instruction; it does not guarantee any particular score outcome.

9. Limitation of liability

To the maximum extent permitted by law, neither party is liable for indirect or consequential losses, and our total liability under these Terms is limited to [the fees paid in the prior 12 months]. Nothing limits liability that cannot be limited by law.

10. Term & termination

These Terms apply while you use the Service. Either party may terminate for material breach not cured within [30 days]. On termination, your right to use the Service ends and we will return or delete your data as described in the Data Processing Agreement.

11. Governing law

These Terms are governed by [governing law / jurisdiction], and disputes will be resolved in [venue].

12. Changes & contact

We may update these Terms and will post changes here with an updated date; material changes will be communicated to account holders. Questions? Contact kevinchoi@vindicaseneca.com.

VindicaOS · a Seneca product · terms of service draft v0.1, pending legal review.