Terms of Service

1. Introduction

These Terms of Service ("Terms") govern access to and use of School Report Pro, a cloud-based school management and administration platform operated by CerebriaTech Solutions ("CerebriaTech", "we", "us" or "our").

By registering an account, subscribing to the Service, accessing the platform, or otherwise using School Report Pro, the school, educational institution, organisation or authorised representative ("School", "Customer", "you" or "your") agrees to these Terms.

If the person accepting these Terms is acting on behalf of a school or organisation, that person confirms that they have the authority to accept these Terms on behalf of that organisation.

These Terms apply regardless of whether the School joins School Report Pro through CerebriaTech Solutions, its authorised representatives, a professional association, the National Association of Proprietors of Private Schools (NAPPS) or a NAPPS chapter, or another authorised partner or referral arrangement.

Additional agreements, including a Data Processing Agreement, may apply where appropriate and form part of the contractual relationship between CerebriaTech and the School.

2. Definitions

For these Terms:

• "Platform" means the School Report Pro software, website, dashboards, applications, databases, features, APIs and related services provided by CerebriaTech.
• "Service" means the School Report Pro services made available to the School.
• "School Data" means information, records, documents, photographs, results, attendance records, financial information, staff information, student information, parent/guardian information and other information submitted, uploaded or generated by the School through the Platform.
• "Personal Data" has the meaning given to it under applicable Nigerian data protection law.
• "Authorised User" means an individual authorised by the School to access or use the Platform.
• "Subscription" means the School's paid or otherwise authorised access to the Service.
• "CerebriaTech" means CerebriaTech Solutions, the provider and operator of School Report Pro.

3. The School Report Pro Service

School Report Pro is designed to assist schools with administrative, academic and operational activities.

Depending on the subscription and features available, the Service may include functions such as:

• student registration and records management;
• staff management;
• class and subject management;
• attendance management;
• examination and assessment management;
• result processing and report generation;
• student report cards;
• student identification cards;
• school fee and payment records;
• parent-related information;
• communication features;
• document management;
• school configuration;
• academic calendars;
• online examinations;
• school reports and analytics;
• data export;
• administrative user management; and
• other features introduced or improved by CerebriaTech from time to time.

Features may vary according to the School's subscription, package, configuration or applicable commercial agreement.

CerebriaTech may improve, modify, replace or discontinue individual features where reasonably necessary for security, technical development, legal compliance, performance or product improvement.

4. School Ownership and Control of School Data

The School retains control of the School Data that it submits to School Report Pro.

CerebriaTech does not acquire ownership of the School's student records, staff records, parent/guardian records, academic records, financial records, photographs, documents or other School Data merely because the School stores such information on the Platform.

CerebriaTech processes School Data primarily for the purpose of providing, maintaining, securing and supporting the Service and in accordance with the School's lawful instructions and applicable law.

The School remains responsible for determining:

• what information it collects;
• from whom it collects the information;
• the purposes for which it collects and uses the information;
• whether it has the necessary authority or lawful basis to process the information; and
• which individuals are authorised to access the information through the School's account.

Nothing in these Terms transfers ownership of School Data from the School to CerebriaTech.

5. CerebriaTech's Role in Processing School Data

For School Data processed by CerebriaTech on behalf of a School, the School will generally determine the purposes for which the data is collected and used, while CerebriaTech provides the technology and processes the information to provide the Service.

Where applicable, the parties may enter into a separate School Data Processing Agreement (DPA) setting out their respective data protection responsibilities in greater detail.

The DPA shall prevail over these Terms where there is a direct conflict concerning the processing of School Data.

6. Responsibilities of the School

The School is responsible for ensuring that its use of School Report Pro complies with applicable law and its own obligations to students, parents, guardians, employees and other data subjects.

The School is responsible for:

• providing accurate information;
• ensuring that information uploaded to the Platform is collected and processed lawfully;
• obtaining any consent, authorisation or other lawful basis required for its processing activities;
• ensuring that its staff and other users are appropriately authorised;
• maintaining appropriate internal procedures for protecting student, parent and staff information;
• reviewing and correcting inaccurate information;
• ensuring that users understand their responsibilities;
• protecting account credentials;
• promptly removing users who are no longer authorised;
• using appropriate devices and networks when accessing the Platform; and
• responding appropriately to requests from data subjects where such requests relate to information controlled by the School.

The School must not knowingly upload information that it has no lawful authority to process.

7. User Accounts and Account Security

Each School is responsible for its user accounts and for determining who may access its School Report Pro account.

The School must:

• keep passwords confidential;
• avoid sharing individual administrator credentials;
• use appropriately strong passwords;
• promptly disable accounts belonging to former employees or users;
• assign permissions according to job responsibilities;
• notify CerebriaTech where it reasonably suspects unauthorised access; and
• take reasonable measures to protect devices used to access the Platform.

The School is responsible for actions carried out through its accounts unless the School can reasonably establish that the activity resulted from a failure by CerebriaTech to meet its own security obligations.

CerebriaTech is not responsible for a security incident caused solely by compromised School credentials, unauthorised persons using the School's devices, improper sharing of passwords, failure to remove former users, or other circumstances within the School's reasonable control.

This allocation of responsibility does not exclude responsibility that cannot lawfully be excluded or responsibility arising from CerebriaTech's own breach of its contractual or legal obligations.

8. Access by CerebriaTech Personnel

CerebriaTech recognises that School Report Pro may contain confidential information concerning students, parents, guardians, staff and schools.

Access to School Data by CerebriaTech personnel is therefore restricted.

CerebriaTech personnel may access School Data only where reasonably necessary to:

• provide or maintain the Service;
• respond to a legitimate support request;
• troubleshoot a technical problem;
• investigate a security incident;
• perform maintenance;
• protect the security or integrity of the Platform;
• comply with applicable law or a lawful authority; or
• perform another legitimate function necessary to operate the Service.

CerebriaTech will not permit personnel to casually browse, inspect, copy or use School Data for personal purposes.

Personnel and contractors who may have access to confidential information are expected to observe appropriate confidentiality obligations and access controls.

Access to production systems should be based on operational necessity and appropriate permissions.

9. Confidentiality

Each party may receive confidential information belonging to the other party.

Confidential information includes non-public business information, technical information, credentials, security information, School Data, personal data, financial information and other information that should reasonably be understood to be confidential.

The receiving party shall:

• use confidential information only for legitimate purposes connected with the relationship;
• take reasonable steps to prevent unauthorised access or disclosure; and
• disclose such information only to persons who have a legitimate need to receive it or where required by law.

Confidentiality obligations survive termination of the Service for as long as the information remains confidential or as otherwise required by applicable law.

10. Security Measures

CerebriaTech maintains technical and organisational measures appropriate to the nature of the Service and the information processed.

Depending on the applicable environment and feature, these measures may include:

• authenticated user access;
• role-based permissions;
• access restrictions;
• password controls;
• secure web connections;
• server and application security controls;
• audit logging;
• restricted administrative access;
• backup and recovery procedures;
• monitoring and troubleshooting procedures;
• security updates and maintenance; and
• incident-response procedures.

Security is a continuing process. No internet-connected service can reasonably guarantee that unauthorised access, cyberattacks, service interruptions or other security incidents will never occur.

CerebriaTech will nevertheless take reasonable and appropriate measures within its control to protect the Service and School Data.

11. Audit Logging

School Report Pro may maintain audit logs recording relevant activities within the Platform.

Depending on the feature and implementation, audit information may include:

• user identity;
• school identity;
• date and time;
• action performed;
• affected module or record;
• system or administrative activity; and
• other information reasonably necessary for security, troubleshooting or accountability.

Audit logs may be used to investigate suspected unauthorised activity, resolve disputes, troubleshoot technical problems, improve security and comply with legal obligations.

Audit logs are not intended to permit unnecessary surveillance of users.

12. Backups and Data Recovery

CerebriaTech currently performs automated daily backups of School Report Pro data as part of its operational data-protection and continuity practices.

The backup programme is designed to protect against circumstances including:

• accidental deletion;
• database corruption;
• server failure;
• application failure;
• certain security incidents;
• accidental loss of files; and
• the need to restore or migrate the Service.

Backups are intended to cover the database and relevant application files and uploaded content necessary for restoration of the Service, including, where applicable, student photographs, staff photographs, school logos, uploaded documents and other stored files.

CerebriaTech may maintain different backup retention periods, including daily, weekly and monthly recovery points, according to its operational backup schedule.

Backups are not intended to be a substitute for the School's own legal, accounting, archival or record-keeping obligations.

CerebriaTech will take reasonable steps to maintain recoverable backups; however, no backup system can guarantee recovery from every conceivable event.

CerebriaTech also reserves the right to maintain protected backup copies for a reasonable period after deletion or termination in accordance with its retention and backup-rotation procedures.

13. Business Continuity and Service Migration

CerebriaTech may migrate the Service between hosting environments or infrastructure providers where reasonably necessary for:

• improved performance;
• security;
• reliability;
• scalability;
• business continuity;
• technical maintenance; or
• other legitimate operational requirements.

A migration may involve transferring the application, database, uploaded files, configurations and related service components.

Such migration does not transfer ownership of School Data to CerebriaTech.

CerebriaTech will take reasonable steps to preserve the integrity and availability of School Data during planned migrations.

14. Data Export

Schools may request or use available export functions to obtain their School Data.

Where an export feature is available, the School may export information in the format supported by the relevant feature.

Upon termination, CerebriaTech will provide reasonable means for the School to retrieve its available School Data, subject to:

• the School's account status;
• applicable law;
• technical limitations;
• outstanding contractual obligations; and
• reasonable verification of the identity and authority of the person making the request.

The School is strongly encouraged to export and verify its records before requesting permanent deletion.

15. Data Deletion and Account Closure

A School may request closure of its account and deletion of its School Data.

Because permanent deletion can be irreversible, CerebriaTech may require reasonable verification and confirmation before carrying out permanent deletion.

Where appropriate, the School may be required to confirm that:

• it has exported the records it wishes to retain;
• it understands that deletion may be irreversible; and
• it is authorised to request deletion.

CerebriaTech will remove School Data from active production systems within a reasonable operational period following a valid deletion request, subject to legal, security, accounting or other legitimate retention requirements.

Backup copies may remain in protected backup systems until the relevant backup copies naturally expire or are securely overwritten according to the applicable backup-retention cycle.

Backup copies retained during this period will not ordinarily be used for normal operational access.

16. Payment and Subscription

Access to certain School Report Pro features may require payment of applicable subscription fees.

The School agrees to pay applicable fees according to the selected plan or commercial agreement.

Where payment is overdue, CerebriaTech may restrict or suspend access to paid features after reasonable notice or according to the applicable subscription arrangement.

Where service access is restricted because of non-payment, the School's underlying data is not thereby transferred to CerebriaTech.

Subject to the applicable retention period, the School may regain access after resolving the relevant subscription issue.

17. Payment Records

CerebriaTech may retain payment and subscription records reasonably necessary to:

• administer subscriptions;
• verify payments;
• maintain service access;
• resolve payment disputes;
• comply with accounting requirements;
• prevent fraud; and
• meet legal obligations.

Payment information handled by third-party payment processors may be subject to those providers' own terms and privacy policies.

CerebriaTech does not require schools to provide payment-card information directly to School Report Pro where a third-party payment provider is used.

18. Third-Party Services

CerebriaTech may use selected third-party infrastructure, communication, hosting, payment, email, analytics or technical services where reasonably necessary to operate or improve School Report Pro.

Where third-party services process personal data on behalf of CerebriaTech or the School, CerebriaTech will take reasonable steps to ensure that appropriate contractual, security and data-protection arrangements apply.

CerebriaTech will not sell School Data to third parties.

Third-party services may have their own terms and privacy policies.

19. Email and Communications

CerebriaTech may send service-related communications including:

• account verification messages;
• password-reset links;
• subscription notifications;
• security notifications;
• service announcements;
• support communications; and
• other necessary administrative messages.

CerebriaTech will not send a user's existing password through ordinary password-reset email.

Password-reset communications are intended to provide secure mechanisms through which the user can establish a new password.

20. Data Protection

CerebriaTech recognises the importance of protecting personal data and operates School Report Pro with regard to the Nigeria Data Protection Act 2023 and applicable guidance and requirements of the Nigeria Data Protection Commission.

CerebriaTech will maintain appropriate policies and procedures relating to privacy, security, access, retention, deletion, incident response and data processing.

The School remains responsible for its obligations as the organisation determining the purposes for which its student, parent, guardian and staff data is collected and used.

Where required, the parties may execute a separate Data Processing Agreement.

21. Data Subject Rights

Nothing in these Terms is intended to prevent a data subject from exercising rights available under applicable data-protection law.

Depending on the circumstances and applicable law, data subjects may have rights relating to:

• being informed;
• access;
• correction or rectification;
• objection;
• restriction;
• portability;
• erasure; and
• other applicable rights.

The School should ordinarily direct requests concerning School-controlled information to the School in its capacity as the organisation responsible for that information.

Where CerebriaTech receives a request that properly belongs to the School, CerebriaTech may assist the School as reasonably required and permitted by law.

22. Security Incidents and Data Breaches

CerebriaTech maintains procedures for identifying, assessing, containing and responding to suspected security incidents involving the Service.

Where CerebriaTech becomes aware of a confirmed personal-data breach affecting School Data and applicable law requires notification, CerebriaTech will notify the affected School without undue delay and provide reasonably available information necessary to assist the School in meeting its obligations.

Where CerebriaTech has a direct legal obligation to notify a regulator or affected data subjects, it will comply with that obligation.

The School agrees to cooperate reasonably with CerebriaTech in investigating and containing incidents affecting the School's account or data.

23. Availability and Service Interruptions

CerebriaTech aims to keep School Report Pro available and reliable.

However, the Service may occasionally be unavailable because of:

• scheduled maintenance;
• emergency maintenance;
• hosting or network failures;
• telecommunications problems;
• cyberattacks;
• force majeure events;
• third-party infrastructure failures;
• software failures;
• legal or regulatory requirements; or
• circumstances beyond CerebriaTech's reasonable control.

CerebriaTech will take reasonable steps to restore service following significant interruptions.

The Service is not guaranteed to be uninterrupted or completely error-free.

24. Intellectual Property

School Report Pro, including its software, source code, interface, design, architecture, trademarks, branding, documentation and proprietary technology, remains the property of CerebriaTech Solutions or its respective licensors.

Except where expressly permitted, the School may not:

• copy the software;
• sell or sublicense the Platform;
• reverse engineer the Platform;
• attempt to obtain unauthorised source code;
• bypass security controls;
• interfere with service operation; or
• use the Platform to build an unauthorised competing service.

The School retains its rights in School Data.

25. Acceptable Use

The School and its users must not use School Report Pro to:

• violate applicable law;
• gain unauthorised access to another school's information;
• upload malicious software;
• attack or interfere with the Platform;
• attempt to bypass security controls;
• impersonate another person;
• abuse other users;
• use the Service to facilitate unlawful activity; or
• intentionally damage the Service.

CerebriaTech may investigate suspected abuse and take reasonable protective action, including temporary suspension where necessary to protect the Platform or other customers.

26. Support

CerebriaTech may provide technical support through designated communication channels.

Support may include:

• account assistance;
• troubleshooting;
• technical guidance;
• bug investigation;
• configuration assistance; and
• service-related questions.

Support staff may request information reasonably necessary to identify an account or investigate a technical problem.

Schools should not send passwords or unnecessary confidential information through ordinary support channels.

27. Changes to the Service

CerebriaTech may improve or modify the Platform over time.

Changes may include:

• new features;
• interface changes;
• security improvements;
• performance improvements;
• removal of obsolete features;
• infrastructure changes; and
• changes required by law.

Where a material change substantially affects the School's use of the Service, CerebriaTech will provide reasonable notice where practicable.

28. Suspension

CerebriaTech may temporarily suspend an account where reasonably necessary to:

• protect the security of the Platform;
• prevent abuse;
• investigate suspected unauthorised access;
• comply with law;
• address serious violations of these Terms;
• prevent harm to other customers; or
• address unpaid subscription fees.

Where reasonably practicable, CerebriaTech will notify the School and provide an opportunity to resolve the issue.

Emergency suspension may occur without advance notice where immediate action is reasonably necessary to protect the Platform, data or users.

29. Termination

Either party may terminate the Service in accordance with the applicable subscription or commercial arrangement.

Upon termination:

• the School's right to access paid Service features may end;
• the School may request or perform available data export;
• CerebriaTech will handle School Data according to its applicable retention and deletion procedures;
• protected backup copies may remain temporarily according to backup retention cycles; and
• confidentiality and other provisions intended to survive termination will continue to apply.

30. Liability and Responsibility

Each party is responsible for matters within its reasonable control.

The School remains responsible for:

• the legality of its data collection;
• its instructions to CerebriaTech;
• the accuracy of information it provides;
• its authorised users;
• account credentials;
• devices and networks under its control;
• permissions granted to its users; and
• its internal school procedures.

CerebriaTech remains responsible for:

• operating the School Report Pro Service;
• implementing reasonable security measures within its control;
• maintaining its stated backup and recovery processes;
• protecting School Data against unauthorised processing by CerebriaTech personnel;
• responding appropriately to security incidents within its control; and
• fulfilling its contractual and legal obligations.

Neither party is responsible for an event solely caused by the other party's failure to meet its own responsibilities.

Nothing in these Terms excludes or limits liability where such exclusion or limitation is prohibited by applicable law.

31. Limitation of Liability

To the maximum extent permitted by applicable law, CerebriaTech shall not be liable for indirect, incidental, special, exemplary or consequential losses arising from the use of the Service, including loss of anticipated profits, business opportunities or goodwill.

This limitation does not apply to liability that cannot lawfully be excluded or limited.

Subject to applicable law, the aggregate liability of CerebriaTech arising directly from the Service shall be limited to the amount paid or payable by the affected School for the Service during the applicable period specified in the relevant commercial agreement or, where no period is specified, the preceding twelve months.

Nothing in this section is intended to permit CerebriaTech to avoid responsibility for its own unlawful conduct, wilful misconduct or obligations that cannot legally be excluded.

32. Indemnification

To the extent permitted by law, the School agrees to indemnify CerebriaTech against third-party claims arising directly from:

• unlawful School Data supplied by the School;
• the School's violation of applicable law;
• unauthorised instructions issued by the School;
• misuse of the Platform by the School or its users; or
• the School's violation of these Terms.

This does not apply to the extent that a claim was caused by CerebriaTech's own breach of applicable law, contractual obligations or wilful misconduct.

33. Force Majeure

Neither party shall be responsible for failure or delay caused by circumstances beyond its reasonable control, including natural disasters, war, civil disturbance, government action, widespread telecommunications failure, major internet infrastructure failure, epidemic or pandemic events, or other extraordinary circumstances.

The affected party shall take reasonable steps to minimise the impact and resume performance as soon as reasonably practicable.

34. Governing Law

These Terms shall be governed by the laws of the Federal Republic of Nigeria.

Where a dispute cannot be resolved through good-faith discussion, the parties may pursue any remedies available under applicable Nigerian law.

35. Changes to These Terms

CerebriaTech may update these Terms from time to time to reflect:

• changes in the Service;
• legal or regulatory requirements;
• security improvements;
• operational changes; or
• improvements in the way School Report Pro operates.

The latest version will be made available through the Service or website.

Where a change materially affects the School's rights or obligations, reasonable notice will be provided where practicable.

36. Severability

If any provision of these Terms is found to be invalid or unenforceable, the remaining provisions shall continue to apply to the extent permitted by law.

37. Entire Agreement

These Terms, together with any applicable subscription agreement, Data Processing Agreement, security schedule, commercial agreement or other written agreement between the parties, constitute the agreement governing use of the Service.

Where documents conflict, the more specific agreement shall govern the relevant subject matter.

38. Contact

For questions relating to School Report Pro, account matters, privacy, security or data protection, contact:

• CerebriaTech Solutions
• School Report Pro
• Website: https://schoolreportpro.com.juvenstars.com.ng/footer_pages
• Email: support@schoolreportpro.com
• Phone: +1 (657) 276 7140

The applicable official CerebriaTech support or privacy contact address published by CerebriaTech may also be used for formal notices.