Terms & Conditions
Please read these terms and conditions carefully as they govern your use of our Booost app and service (the “Product”) and limit our liability to you. Details of the Product are published on our website at www.booosteducation.com (our “Website").
By accepting these terms and conditions and/ or downloading and or using the Product you are forming a contract and agreeing to the terms that appear below. In the case of Individual Licences (as defined below) references to “you” and “your” are to you as an individual. In the case of Enterprise Licences (as defined below) references to “you" and “your" are to the University, school, college, business or organisation which is purchasing (or has purchased) a Licence.
If you download the Product and/ or agree to these terms and conditions, on behalf of another person, or on behalf of a University, school, college, business or organisation, you represent and warrant to us that you have authority to do so. If you have any questions please email us at info@booosteducation.com.
General terms
1.
Provision of the product
1.1
The Product is provided by Booost Education Limited, a company incorporated in the United Kingdom under number 13039225 whose registered office is at 7 St John Street, Mansfield, Nottinghamshire NG18 1QH (“Booost”).
1.2
To purchase a licence allowing you to access and use the Product (your "Licence") you must either complete our online order/ registration form or sign or otherwise confirm your agreement to our offline order form which we have issued to you (the "Order Form"). Your Agreement with us will only start once we have confirmed in writing that we have accepted your Order Form and we reserve the right to decline to accept your Order Form if we consider it appropriate to do so (in our absolute discretion). You, or your Users (as defined below), may be required to use a product licence key to activate the Product, as part of this process.
1.3
Your Agreement with us will consist of the Order Form and these Terms and Conditions to the exclusion of any other terms you may seek to impose or incorporate, including any standard terms and conditions for the purchase of goods or Products you may issue to us, or make reference to, whether in any purchase order or similar documents or otherwise.
1.4
We offer two kinds of Licence. An “Individual Licence" allows a single named individual to download, access and use the Product in accordance with these Terms and Conditions. An "Enterprise Licence" can be purchased by a named University, school, college, business or organisation and allows an agreed number of their students, staff or personnel to download, access and use the Product. In either case, you are responsible for all use which is made of the Product by any individual, students, staff, personnel or other persons who are permitted to use the Product under your Licence (“Users") and for ensuring that all such Users agree to and abide by these Terms and Conditions.
1.5
Each User will be allocated a user name and password or other unique identifier (“User ID”) which must only be used by the person or persons who are authorised to access and use the Product as part of the Licence you have purchased. You are responsible for all use of the Product using any User ID issued in connection with your Licence and for preventing unauthorised use of any such User ID.
1.6
If you believe there has been any breach of security such as the disclosure, theft or unauthorised use of any User ID, you must notify Booost immediately by emailing info@booosteducation.com. If Booost reasonably believes that any User ID is being used in any way which is not permitted by these Terms and Conditions, Booost reserves the right to suspend access/ usage rights immediately on giving notice to you in accordance with clause 10 and to block access/ use from the User ID until the issue has been resolved.
1.7
By purchasing a Licence to use the Product, you represent, warrant and agree that you have provided Booost with accurate and complete information in the Order Form and that it is your responsibility to update Booost of any changes to that information (including your email address) by emailing info@booosteducation.com.
1.8
The Product enables Users to access time management tools, specialist study advice and mental health support. The precise features and functionality available to Users, as well as any limitations or restrictions on use of the Product (including limits on the number of permitted Users and fair usage restrictions), will depend on the Licence you have purchased. Further details of the various Licences which are available, as well as the features and functionality included as part of them, can be found on our Website.
1.9
Booost is continually seeking to improve the Product. Booost reserves the right, at its discretion, to make changes to any part of the Product provided that it does not materially reduce the content or functionality.
1.10
Following Booost's acceptance of your Order Form, Booost will make the Product available to you and except as set out in these Terms and Conditions you will have no right to cancel the contract before the end of your Licence once we have done so.
2.
Limited Rights to Use Product
2.1
The Product and all copyright and intellectual property rights in it belong to Booost (or its licensors). Subject to clause 2.2, you are granted a non-exclusive rights and licence to use (and permit your Users to use) the Product for the purpose for which it was intended, namely to enable Users to access time management tools, specialist study advice and mental health support.
2.2
You may not, except as expressly authorised under this Agreement or by Booost in writing:
2.2.1
redistribute or resell copies of, use of, or access to, the Product in any way, or use the Product on behalf of third parties, or to provide a bureau service;
2.2.2
translate, reverse engineer, decompile, disassemble, modify or create derivative works based on the Product (except as expressly permitted by applicable law);
2.2.3
use the Product (or any part thereof) commercially or for monetary or other reward or grant any third party a sub-licence in respect of the Product; or
2.2.4
remove any copyright or trade mark notices of Booost (or its licensors) from any part of the Product.
2.3
You acknowledge that "Booost" and any associated logos are the brand names of the Booost and protected by intellectual property laws. You agree that you may not use them without prior written permission of Booost.
3.
Licence Fees and Renewal of your Licence
3.1
The standard fees payable for your Licence (“Licence Fees”) will be calculated in accordance with your Order Form or (to the extent not detailed in your Order Form) our standard price list in effect at the relevant time.
3.2
For Individual Licences, the Licence Fee must be paid in advance and entitles the User to download, access and use the Product for fixed period of time, which (unless we agree otherwise in writing) will be a period of five (5) years from the date your Licence started (“Licence Term"). Once this Licence Term has ended, the Licence will end, unless you enter into an agreement with us to extend or renew your Licence and pay any applicable renewal fees.
3.3
For Enterprise Licences, Licence Fees will consist of an “Annual Licence Fee" which will depend on the number of Users you require and which (unless agreed otherwise) must be paid annually in advance. For Enterprise Licences, following the end of any minimum term stated in your Order From, your Licence will renew automatically on each anniversary of the start of your Licence, unless you have given notice to terminate it in accordance with clause 9.3. Following any minimum term stated in your Order Form, Booost reserves the right to increase the Licence Fees due on renewal of your Licence, by giving you reasonable prior notice in advance of the renewal date. Upon renewal of your Enterprise Licence, Booost will have the right to take payment of (or where applicable invoice you for) the next Annual Licence Fee (or the increased Annual Licence Fee) due on renewal of your Enterprise Licence, using the payment details you have provided,
3.4
You must arrange to pay all Licence Fees by such method of payment as Booost reasonably requests from time to time. If Booost invoices you in respect of any Licence Fees (or other sums) payable under this Agreement, you agree to pay any such invoice within thirty (30) days of receipt. Booost shall be under no obligation to provide the Product to you, or to permit you or your Users to access or use the Product, if you have failed to pay any Licence Fees when they are due for payment.
4.
Content and Acceptable Use
4.1
The Product allows Users to upload, store, create, access and transmit information, content and data (“Content"). Whilst Booost does not seek to monitor or control Content uploaded to, stored on, or created, accessed or transmitted using the Product, it does reserve the right to delete, remove, move, edit or deny or block access to any Content where (in its absolute discretion) it considers it prudent or necessary to do so.
4.2
You agree to comply with (and procure that your Users comply with) all applicable laws and regulations when using our Product. You are solely responsible for all Content uploaded, stored, created, accessed or transmitted by your Users using the Product in connection with your Licence. You must ensure that all Content uploaded, stored, created, accessed or transmitted, by you (or your Users), in connection with your Licence, is lawful and that it is not harmful to others or otherwise objectionable. In particular you must not upload, store, create, access or transmit any Content using the Product, that:
4.2.1
is fraudulent, dishonest or misleading;
4.2.2
is unlawful, harassing, libellous, abusive, threatening, harmful, vulgar, obscene, or otherwise objectionable or breaches any applicable laws;
4.2.3
encourages conduct that constitutes a criminal offence, gives rise to civil liability or otherwise breaches any applicable laws, regulations or code of practice;
4.2.4
infringes the copyright or other rights of any third party; or
4.2.5
is technically harmful (including, without limitation, computer viruses or other malicious software or harmful data).
4.3
You must ensure that you (and your Users) have all necessary permissions, consents, rights and licences which may be required to upload, store, create, access and transmit any Content using the Product in accordance with this Agreement. You agree to indemnify us and hold us harmless against any claims which may be made against us as a consequence of your failure to obtain any required permissions, consents, rights or licences required for you to upload, store, create, access or transmit any Content in accordance with this Agreement.
4.4
You hereby grant to Booost a royalty-free, non-exclusive, perpetual, Worldwide licence, of any rights you (or your Users) may own in any Content, to use, reproduce, modify, translate, make available and distribute such Content, for the purpose of operating the Product and providing the Product to you and other Users and for the purposes of enabling Booost (and its licensors and suppliers) to develop and improve the Product.
5.
Warranties
5.1
Subject always to the specific disclaimers contained in clause 5.3, below, Booost warrants that: (i) it has the right to make the Product available to you under these Terms and Conditions; and (ii) the Product when properly used will conform in all material respects with the description of the Product published by Booost on its Website from time to time.
5.2
Because of the nature of the Internet and software, errors and omissions do occur. Accordingly, save as provided in clause 5.1, Booost does not give any other warranties in respect of the Product or its availability. In particular, Booost makes no warranty that use of the Product will be continuously available, uninterrupted or error free, or that the Product is free from infection by viruses or anything else that has contaminating or destructive properties. All implied warranties are excluded from this Agreement to the extent that they may be excluded as a matter of law.
5.3
The Product may provide links to, or access to, or otherwise signpost Users to third party services, including mental health support services (“Third Party Services"). You acknowledge and agree that these Third Party Services are provided by third parties and not by Booost. Whilst Booost takes care to signpost Users to appropriate Third Party Services which may be helpful to them, it cannot take responsibility for the quality or availability of the Third Party Services concerned. Therefore, under no circumstances will Booost be liable for any issues relating to advice or help provided by any Third Party Services, or the nonavailability of any Third Party Services.
6.
Limitation of Liability
6.1
Booost will use its reasonable endeavours to remedy material faults in the Product, or any breach of the warranties given at clause 5.1 above, which are reported to it during your Licence. If Booost is in breach of these Terms and Conditions and/ or its Agreement with you, you agree that your only recovery for damages that you incur, and your exclusive remedy, shall be limited to an amount equivalent to any Licence Fees paid in relation to your use of the Product for the relevant Licence period.
6.2
Booost, will not be liable for any business losses such as lost data, lost profits or business interruption arising from your (or your Users') use or inability to use the Product, or from any action taken (or refrained from being taken) as a result of using the Product.
6.3
Notwithstanding the above provisions of this clause 6, nothing in these Terms and Conditions shall limit or exclude Booost's liability for fraud, or for death or personal injury caused by Booost's negligence, or for any other liability which may not be limited or excluded as a matter of applicable law.
7.
Privacy Policy and Data Protection
7.1
Personal information that you provide about yourself (or your Users), which you upload to the Product will be used by Booost in accordance with its Privacy Policy. Please read the Privacy Policy carefully and if you have any questions please email info@booosteducation.com.
7.2
If you (or your Users) use the Product to process or store any personal data concerning third parties (including, for example, any third party contact details stored in the Product), you must ensure that you have obtained all necessary consents and permissions and taken all other action necessary to ensure that such processing of personal data is compliant with all applicable laws concerning privacy and data protection. You agree to indemnify us and hold us harmless in respect of any claim or loss, damage or expenses we may incur or suffer as a consequence of any breach of this clause.
7.3
In the event that you use the Product to process or store any personal data concerning third parties, then to the extent that Booost processes that personal data (as defined in ANNEX 2) on your behalf in providing the Product, we each agree to comply with the provisions of ANNEX 2 with respect to that personal data.
8.
Term and Termination
8.1
Unless otherwise stated or agreed in writing, all Licences will commence on the date that Booost accepts your Order Form and will continue for the period of your Licence. Thereafter, Individual Licences will end (unless you agree with Booost to extend or renew it), and all Enterprise Licences will automatically renew for successive annual periods (in accordance with clause 3.3) unless and until terminated in accordance with clause 9.3.
8.2
If you are a Consumer (as defined in clause 9.1) and you have purchased an Individual Licence you may cancel your Licence within 14 days of the date you purchased your Licence in accordance with clause 9 below, in which event you may be able to claim a full or (to the extent that you have made use of the Product) partial refund of any Licence Fees you have paid.
8.3
In all cases, you may terminate your Licence for convenience at any time by giving us not less than fourteen (14) days' notice in writing. However, in these circumstances, you will not be entitled to receive a refund of any Licence Fees you have already paid prior to the end of your then current Licence period. In addition, if you have purchased an Enterprise Licence which is subject to a minimum term, you must pay all Licence Fees due in respect of the Minimum Term. In addition, if you have purchased an Enterprise Licence, and you do not want your Licence to automatically renew at the end of the then current Licence period, you must give us not less that fourteen (14) days' notice in writing in advance of the relevant renewal date.
8.4
Booost may terminate your Licence, and/ or terminate or suspend your access to and ability to use the Product, at any time by written notice if: (i) you have failed to pay any Licence Fees (or other fees of sums) due in respect of your Licence by the due date for payment; or (ii) you are otherwise in material breach of these Terms and Conditions and/ or your Agreement with Booost and the breach is not remedied within the period of fourteen (14) days after written notice of the breach has been given to you.
8.5
Booost may suspend your access to the Product at any time with immediate effect, if it reasonably believes you are in breach of clause 4.
8.6
Booost may discontinue the Product at any time by giving you not less than thirty (30) days' notice in writing. In this situation, your Licence will usually cease on the next renewal date (or such later date as Booost may specify). In rare cases, Booost may need to terminate your Licence before the end of your current Licence period where Booost (acting reasonably) considers it necessary to do so. However, under those circumstances you will be entitled to receive a pro-rata refund of any Licence Fees you have paid for the unexpired (or unused) part of your Licence.
8.7
You may terminate this Agreement and receive a pro-rata refund of any Licence Fees you have paid, if Booost is in material breach of these Terms and Conditions and/ or its Agreement with you and the breach is not remedied within the period of thirty (30) days after written notice of the breach has been given to Booost.
8.8
Following termination of your Licence for any reason you will no longer be able to access or use the Product or any Content you have created or stored on the Product.
9.
Consumer Cancellation (and Other) Rights
9.1
For the purposes of this clause and these Terms and Conditions generally, you are a "Consumer" if: (i) you are an individual; and (ii) you are purchasing (or have purchased) an Individual Licence from Booost wholly or mainly for personal use (i.e. not for use in connection with your trade, business, craft or profession).
9.2
If you are a Consumer, and you have purchased an Individual Licence as such, you have a legal right to change your mind within fourteen (14) days and receive a refund. These are your rights under the Consumer Contracts Regulations 2013. You have fourteen (14) days following the day that you purchased your Individual Licence to exercise this right. However, if you have accessed and used the Product during this period, we reserve the right to charge a reasonable price for your use of the Product up until the time you tell us that you have changed your mind. If you have changed your mind, please let us know by either: (i) emailing us at info@booosteducation.com; or (ii) printing off the form appended to these terms and conditions at Annex 1 and sending it to us at the address given in clause 1.1 (or you can simply write to us at that address including the information required in that form). We will refund to you the Licence Fee you have paid for your Individual Licence. However (as noted above) we may deduct a reasonable amount for any use you have made of the Product before you notified us that you have changed your mind. Refunds will be given within fourteen (14) days of you notifying us that you have changed your mind.
9.3
In addition, if you are a Consumer, then you may enjoy certain other legal rights and protections under applicable law, in addition to those mentioned in clause 9.2 above or elsewhere in this Agreement. Nothing in these Terms and Conditions or our Agreement with you will affect your statutory or legal rights as a Consumer.
10.
Notices
10.1
All notices shall be given to Booost via email at info@booosteducation.com or by post at 7 St John Street, Mansfield, Nottinghamshire NG18 1QH, United Kingdom; or to you at either the email or postal address stated in your Order Form.
10.2
Notice will be deemed received when an email is received (or else on the next business day if it is received on a weekend or a public holiday in the place of receipt) or 3 days after the date of posting.
11.
General
11.1
Booost may transfer and/or assign its rights and/or obligations under its Agreement with you. This will not affect your rights under that Agreement. You may not transfer any of your rights or obligations under your Agreement with Booost without first obtaining the consent of Booost.
11.2
Nothing in these Terms and Conditions and/ or our Agreement with you shall confer your rights on any other person.
11.3
If you breach these Terms and Conditions and/ or your Agreement with Booost and Booost ignore this, Booost will still be entitled to use its rights and remedies at a later date or in any other situation where you breach these terms and conditions and/ or your Agreement with Booost.
11.4
These Terms and Conditions, together with your Order Form, our Privacy Policy, any other documents referred to in these Terms and Conditions and any other legal terms and notices we may publish on the Product from time to time (collectively the "Agreement"), represents the entire agreement between the parties in relation to its subject matter and may be amended only by our agreement in writing.
11.5
The Agreement shall be governed by English law. We will try to solve any disagreements quickly and efficiently. If either of us want to take court proceedings in relation to this Agreement we agree that the courts of England and Wales shall have non-exclusive jurisdiction to handle those proceedings.
11.6
We may amend or update the Terms and Conditions governing use of the Product at any time by giving you not less than thirty (30) days notice in writing. Your Agreement with Booost will be governed by the Terms and Conditions referenced in your Order Form or published on our Website when your Licence started, or (if more recently) which were in force on the date that your Licence was last renewed.
These terms and conditions were last updated on 4 October 2022.
Annex 1
Model Cancellation Form for Consumer Customers
(Complete and return this form only if you wish to withdraw from the contract)
This Data Protection Addendum shall apply where the Customer (as defined below) uses the Product to process Customer Personal Data (as defined below) and Booost processes that Customer Personal Data on the Customer's behalf in providing the Product:
To:
Booost Education Ltd, 7 St John Street, Mansfield, Nottinghamshire NG18 1QH
Email: info@booosteducation.com
I/ We [*] hereby give notice that I/We [*] cancel my/our [*] contract for the supply of the following Products,
Ordered on,
Name of Consumer(s),
Address of Consumer(s),
Signature of Consumer(s) (only if this form is notified on paper)
Date
[*] Delete as appropriate
Annex 2
Data Protection Addendum
This Data Protection Addendum shall apply where the Customer (as defined below) uses the Product to process Customer Personal Data (as defined below) and Booost processes that Customer Personal Data on the Customer's behalf in providing the Product:
1.
Definitions
1.1
In this Data Protection Addendum terms defined in the Booost EULA Terms and Conditions shall have the meaning given there, and the following terms shall have the following meanings:
1.1.1
“Customer": means the individual, University, school, college, business or organisation who has taken a licence to use Booost's Product;
1.1.2
“Customer Personal Data": means personal data processed by the Customer (or its Users) using the Product;
1.1.3
“Data Protection Legislation": means all applicable data protection and privacy legislation in force from time to time in the UK including without limitation the UK GDPR; the Data Protection Act 2018 (and regulations made thereunder) (DPA 2018); and the Privacy and Electronic Communications Regulations 2003 (SI 2003/2426) as amended.
1.1.4
“personal data", “controller", “processor", “process", “data subject" and any equivalent terms shall have the meaning given in Data Protection Legislation.
1.1.5
“UK GDPR": has the meaning given to it in section 3(10) (as supplemented by section 205(4)) of the DPA 2018.
2.
Obligations of the Parties
2.1
Both parties will comply with all applicable requirements of the Data Protection Legislation. This Data Protection Addendum is in addition to, and does not relieve, remove or replace, a party's obligations under the Data Protection Legislation.
2.1
The parties acknowledge that:
2.2.1
if (or to the extent that) Booost processes any Customer Personal Data on the Customer's behalf when performing its obligations under its Agreement with the Customer, the Customer is the controller and Booost is the processor for the purposes of the Data Protection Legislation;
2.2.2
Section 3 below sets out the scope, nature and purpose of processing by Booost, the duration of the processing and the types of personal data (as defined in the Data Protection Legislation) and categories of data subject;
2.2.3
the personal data may be transferred or stored outside the UK/ EEA or the country where the Customer is located in order to provide the Product and Booost's other obligations under the Agreement between the parties.
2.3
Without prejudice to the generality of Paragraph 2.1, the Customer will ensure that it has all necessary appropriate consents and notices in place to enable lawful transfer of the Customer Personal Data to Booost for the duration and purposes of the Agreement between the parties so that Booost may lawfully use, process and transfer the Customer Personal Data in accordance with the Agreement on the Customer's behalf.
2.4
Without prejudice to the generality of Paragraph 2.1, Booost shall, in relation to any Customer Personal Data processed in connection with the performance by Booost of its obligations under its Agreement with the Customer:
2.4.1
process that Customer Personal Data only on the written instructions of the Customer unless Booost is required by the laws of the UK or any member of the European Union or by the laws of the European Union applicable to Booost to process Personal Data (“Applicable Laws"). Where Booost is relying on laws of the UK or a member of the European Union or European Union law as the basis for processing Personal Data, Booost shall promptly notify the Customer of this before performing the processing required by the Applicable Laws unless those Applicable Laws prohibit Booost from so notifying the Customer;
2.4.2
not transfer any Personal Data outside of the UK or European Economic Area (EEA) unless the following conditions are fulfilled: (i) the Customer or Booost has provided appropriate safeguards in relation to the transfer; (ii) the data subject has enforceable rights and effective legal remedies; (iii) Booost complies with its obligations under the Data Protection Legislation by providing an adequate level of protection to any Personal Data that is transferred; and (iv) Booost complies with reasonable instructions notified to it in advance by the Customer with respect to the processing of the Personal Data;
2.4.3
assist the Customer, at the Customer's cost, in responding to any request from a data subject and in ensuring compliance with its obligations under the Data Protection Legislation with respect to security, breach notifications, impact assessments and consultations with supervisory authorities or regulators;
2.4.4
notify the Customer without undue delay on becoming aware of a personal data breach;
2.4.5
at the written direction of the Customer, delete or return Customer Personal Data and copies thereof to the Customer on termination of the Agreement between the parties unless required by Applicable Law to store the Customer Personal Data; and
2.4.6
maintain complete and accurate records and information to demonstrate its compliance with this Data Protection Addendum and to allow the Customer or the Customer's designated auditor to audit and inspect such records on reasonable prior notice to Booost.
2.5
Each party shall ensure that it has in place appropriate technical and organisational measures, (where applicable) reviewed and approved by the other party, to protect against unauthorised or unlawful processing of Customer Personal Data and against accidental loss or destruction of, or damage to, Customer Personal Data, appropriate to the harm that might result from the unauthorised or unlawful processing or accidental loss, destruction or damage and the nature of the data to be protected, having regard to the state of technological development and the cost of implementing any measures (those measures may include, where appropriate, pseudonymising and encrypting Customer Personal Data, ensuring the, integrity, availability and resilience of its systems and Products, ensuring that availability of and access to Customer Personal Data can be restored in a timely manner after an incident, and regularly assessing and evaluating the effectiveness of the technical and organisational measures adopted by it).
2.6
The Customer consents to Booost appointing third-party processors of Customer Personal Data from time to time. Booost confirms that it has entered or (as the case may be) will enter with such third-party processors written agreements incorporating terms which are similar to those set out in this Data Protection Addendum and which are (in any event) compliant with the requirements of Data Protection Legislation. As between the Customer and Booost, Booost shall remain fully liable for all acts or omissions of any third-party processor appointed by it.
3.
Processing, Personal Data and Data Subjects
3.1
This Section details, in respect of Customer Personal Data which may be processed under the Agreement between the parties, the scope, nature and purpose of processing by Booost, the duration of the processing and the types of personal data and categories of data subject
3.1.1
Processing by Booost: Booost (in conjunction with its own suppliers) provides a Product which gives Users access to time management tools, specialist study advice and mental health support.. Booost may process Customer Personal Data which the Customer processes using the Product, for the purpose of making the Product available to the Customer;
3.1.2
Purpose of Processing: Booost shall process the Customer Personal Data as may be required for the purpose of providing the Product to the Customer and enabling the Customer to use the Product;
3.1.3
Duration of the Processing; The processing shall continue for so long as the Agreement between the parties remains in force;
3.1.4
Types of Personal Data: The types of personal data being processed shall be any personal data concerning third parties which may be uploaded to or stored or transmitted using the Product; and
3.1.5
Categories of Data Subject: The categories of data subject shall be any persons whose personal data is contained Content uploaded to, stored on or transmitted using the Product.
4.
Amendments and Updates to this Addendum
4.1
Booost may by notice in writing to the Customer from time to time amend and update this Data Protection Addendum, where Booost determines (in its reasonable discretion) that this is necessary or desirable to ensure continued compliance with applicable laws (including applicable Data Protection Legislation).
4.2
This Data Protection Addendum was last updated on 17 December 2021.