§ 1 Scope
(1) These general terms and conditions (GTC) apply to the use of the software-as-a-service infrastructure “OhayoSchool” (hereinafter “Infrastructure”), provided by OhayoEducation UG (haftungsbeschränkt) i. G. (hereinafter “Provider”).
(2) The Provider's contractual partner is the respective school or school authority (hereinafter “Customer”). Teachers, students, and parents use the Infrastructure under the contract between the Provider and the Customer.
(3) Deviating or supplementary terms and conditions of the Customer only become part of the contract if the Provider expressly agrees to them in writing.
§ 2 Subject matter of the contract
(1) The Provider makes the OhayoSchool infrastructure available to the Customer as software as a service (SaaS). The scope of services is set out in the current product description on the Provider's website.
(2) The Infrastructure includes all available modules: timetabling, substitution plan, class register, digital school office, lesson planner, digital classroom, document management, grade calculator, cognitive learning profiles, adaptive practice apps, parent portal, messages, and learning progress. There are no add-on modules or paid upgrades.
(3) The Provider continuously develops the Infrastructure further. The Customer has no claim to specific functions or further developments. The Provider will not significantly restrict the functional scope of the Infrastructure during the term of the contract.
§ 3 Conclusion of the contract and trial period
(1) The contract is concluded when both parties sign the user agreement.
(2) Before concluding the contract, the Customer can use a free, non-binding trial period of 30 days. During the trial period, all functions are available without restriction. The trial period ends automatically; a paid subscription only arises when the user agreement is concluded.
§ 4 Fees
(1) The fee is €19 per active student per month, excluding VAT. Teachers and other school staff are free of charge.
(2) Billing is monthly, based on the number of active students on the reference date (the 1st of the month).
(3) Invoices are due within 14 days of receipt.
(4) The Provider reserves the right to adjust prices at the start of a new school year. Price adjustments are announced at least 3 months in advance. If prices increase by more than 5%, the Customer has a special right of termination.
(5) The fee covers all services: all modules, further developments, updates, support, and setup. There are no setup fees or paid add-on modules.
§ 5 Availability and service level
(1) The Provider aims for 99.5% availability of the Infrastructure as a monthly average, measured outside scheduled maintenance windows.
(2) Scheduled maintenance is announced at least 48 hours in advance and, where possible, carried out outside school hours (weekdays 7:00 a.m. to 5:00 p.m.).
(3) The Provider makes daily backups of all data. The backups are stored in encrypted form at a separate location in Germany.
§ 6 Data protection and commissioned processing
(1) Personal data is processed on behalf of the Customer in accordance with Art. 28 GDPR. A data processing agreement (DPA) forms part of this contract.
(2) The Customer remains the controller within the meaning of the GDPR. The Provider processes personal data only on the Customer's instructions.
(3) Data is processed exclusively on servers in Germany. No data is transferred to third countries.
(4) Cognitive assessment results are stored in pseudonymized form and only collected with the express consent of parents or legal guardians.
§ 7 Obligations of the Customer
- The Customer is responsible for obtaining any required consent (in particular for cognitive assessments).
- The Customer ensures that access credentials are kept confidential.
- The Customer informs the Provider without delay of security incidents or unauthorized access.
- The Customer provides the technical infrastructure required for use (internet access, browser).
§ 8 Term and termination
(1) The contract runs for an indefinite period and can be terminated by either party with one month's notice to the end of a month.
(2) The right to extraordinary termination for good cause remains unaffected.
(3) After the end of the contract, the Customer receives, on request, a full export of all data in a machine-readable format (JSON/CSV). After 90 days, all data is irrevocably deleted.
§ 9 Liability
(1) The Provider has unlimited liability for intent and gross negligence and for damage resulting from injury to life, body, or health.
(2) In the event of slight negligence, the Provider is only liable for breaches of essential contractual obligations (cardinal obligations). In this case, liability is limited to the foreseeable damage typical for this type of contract.
(3) Liability for slight negligence is limited in amount to the annual fee paid by the Customer.
(4) The above limitations of liability do not apply to claims under the German Product Liability Act.
§ 10 Intellectual property
(1) All rights to the Infrastructure, including software, design, and documentation, remain with the Provider.
(2) For the term of the contract, the Customer receives a simple, non-transferable right to use the Infrastructure.
(3) Data entered by the Customer remains the property of the Customer.
§ 11 Changes to the GTC
(1) The Provider may change these GTC with 6 weeks' notice. The Customer is informed of changes by email.
(2) If the Customer does not object within 4 weeks of receiving the notice of change, the amended GTC are deemed accepted. The notice of change points out this legal consequence.
§ 12 Final provisions
(1) The law of the Federal Republic of Germany applies, excluding the UN Convention on Contracts for the International Sale of Goods.
(2) The place of jurisdiction is Mannheim if the Customer is a merchant, a legal entity under public law, or a special fund under public law.
(3) Should individual provisions of these GTC be or become invalid, the validity of the remaining provisions remains unaffected. The invalid provision is replaced by a valid provision that comes closest to the economic purpose of the invalid provision.