School SaaS Agreement
Standard Terms — Effective July 15, 2026
1. Parties and Order
This Agreement is between SMIK-Af and the educational institution identified in an accepted order, registration, or onboarding record (the "School"). The order must identify the School's legal name, country, authorised representative, subscription, fees, term, and any country addendum. If no order has been accepted, this document is informational and does not itself activate paid service.
2. Service
SMIK-Af grants the School a limited, non-exclusive, non-transferable right during the term to use enabled modules for lawful educational and administrative purposes in Africa. SMIK-Af may provide authentication, records, communication, academic, finance, health, transport, hostel, library, security, reporting, and support functions selected by the School.
3. School Responsibilities
The School must maintain required licences and authority; appoint authorised administrators; provide accurate instructions; lawfully enrol users; give notices and obtain authorisations; apply least-privilege permissions; train users; safeguard exports and devices; maintain its own safeguarding, health, transport, finance, employment, and records policies; and comply with national law.
The School remains responsible for admissions, teaching, marks, report cards, discipline, employment, student welfare, health care, transport, fee decisions, and the legality and accuracy of School Data.
4. SMIK-Af Responsibilities
SMIK-Af will provide the service with reasonable skill and care, maintain proportionate security measures, process School Data as agreed, provide support through published channels, and notify the School of material service or security matters as required by law and the Data Processing Agreement.
5. Data and Privacy
The School retains its rights in School Data. SMIK-Af receives only the rights necessary to host, process, secure, transmit, and return that data. The Data Processing Agreement, Security Measures Schedule, Retention Schedule, and Subprocessor List form part of this Agreement.
6. Fees and Taxes
Fees, currency, billing dates, taxes, renewal, and payment terms are stated in the order. Undisputed overdue amounts may result in suspension after reasonable notice. The School must raise billing disputes promptly and pay undisputed amounts.
7. Term and Renewal
The Agreement begins when the order is accepted and continues for the stated term. Renewal occurs only as stated in the order and subject to mandatory law. Either party may terminate for uncured material breach after reasonable written notice, insolvency, unlawful use, or where continued service would create material safety or legal risk.
8. Suspension
SMIK-Af may immediately restrict affected access for a credible security incident, child-safety concern, unlawful processing, or threat to the Platform. Where practicable, SMIK-Af will notify the School, limit the restriction, and cooperate on restoration.
9. Exit and Data Return
On termination, the School may request a standard export during a 30-day transition period unless a different period is ordered or law requires otherwise. After that period SMIK-Af will delete or anonymise School Data under the Data Processing Agreement and Retention Schedule, except for lawful retention and backups in secure rotation.
10. Confidentiality
Each party must protect non-public business, technical, student, staff, and security information; use it only for the Agreement; and disclose it only to authorised persons bound by confidentiality or where law requires. These obligations survive termination while information remains confidential.
11. Intellectual Property
SMIK-Af retains Platform intellectual property. The School retains School Data and its marks. Feedback may be used without identifying the School or disclosing confidential information.
12. Warranties
Each party warrants authority to enter the Agreement. SMIK-Af warrants reasonable skill and care but does not guarantee uninterrupted service or educational, regulatory, financial, health, or transport outcomes. Mandatory warranties remain unaffected.
13. Liability
Neither party excludes liability that cannot lawfully be excluded. Subject to that rule and the order, neither party is liable for indirect or consequential loss. Any negotiated financial cap must appear in the order; no cap applies to fraud, wilful misconduct, unlawful confidentiality breach, or other liability that local law prohibits limiting.
14. Indemnities
The School will defend lawful third-party claims caused by its unlawful School Data, instructions, permissions, or material breach. SMIK-Af will defend lawful claims that the unmodified Platform infringes third-party intellectual property, subject to prompt notice and control of defence. Each indemnity is reduced to the extent the protected party caused the claim.
15. Governing Law
The order must identify one African country’s governing law and dispute forum. Mandatory laws of the countries where affected students, employees, or consumers are located may still apply. Parties will attempt good-faith resolution before litigation, without delaying urgent safeguarding or regulatory action.
16. General
Neither party may assign this Agreement without consent, except as part of a genuine corporate reorganisation with equivalent obligations. Notices must use the contacts in the order. If a term is unenforceable, it will be narrowed while the remainder continues. The order and incorporated policies are the entire agreement and amendments must be documented.