These Terms & Conditions ("Terms") govern access to and use of the OverToo platform ("Platform", "Service"), operated by OverToo ("Company", "we", "us"). By accessing or using the Service, you agree to be bound by these Terms. If you are entering into these Terms on behalf of a school or organisation, you represent that you have authority to bind that entity.

1. Nature of the Service

The Platform is a software-as-a-service (SaaS) solution provided primarily to educational institutions ("Schools") for managing students, teachers, and educational activities. Unless expressly stated otherwise:

the School is the customer and contracting party,
students and teachers use the Platform under the responsibility of the School.

2. Definitions

"Platform" — The OverToo web application and all associated services.
"School" — An educational organisation or business that subscribes to the Platform.
"School Admin" — A user with administrator access to a School tenant within the Platform.
"Teacher" — A user assigned the teacher role within a School.
"Student" — A user enrolled in sessions or courses within a School.
"Staff" — A user employed by a School with configurable access permissions.
"Session" — A scheduled class, lesson, workshop, or exam managed through the Platform.
"Content" — Any materials, files, notes, or data uploaded to or generated within the Platform.
"Subscription" — A recurring or one-time access agreement between the Company and a School.

3. Accounts and Access

Users must:

provide accurate, current, and complete information,
maintain confidentiality of credentials and not share them with others,
promptly report any unauthorised access to .

School Administrators are responsible for managing user access within their organisation. We may suspend access where reasonably necessary to protect the Platform, users, or to comply with legal obligations.

4. Multi-Tenant Environment

The Platform operates a multi-tenant architecture with logical separation of School data. Each School is responsible for managing access permissions and ensuring appropriate internal data governance. Users must not attempt to access data belonging to other tenants.

5. Subscriptions and Payments

5.1 School Subscriptions

Access to the Platform is subject to a paid subscription agreed with the School.

Fees are payable in advance for the agreed billing period
Prices are exclusive of VAT unless stated otherwise
VAT is applied in accordance with applicable EU tax rules

Failure to pay may result in suspension of access after reasonable notice.

5.2 Student Payments

Where the Platform enables payments from students:

such transactions are between the student and the School,
the Company acts only as a technical service provider,
the School is solely responsible for pricing, refunds, and compliance with consumer laws.

6. Refunds and Cancellation

6.1 Subscriptions

Subscriptions may be cancelled at any time and remain active until the end of the current billing period. Refunds are not provided for unused time except where required by applicable law.

6.2 School Responsibility

Schools are solely responsible for handling refunds, cancellations, and disputes with their students, including compliance with the EU Consumer Rights Directive where applicable.

7. Acceptable Use

Users must not:

violate any applicable laws or regulations,
infringe the intellectual property rights of others,
interfere with the integrity or security of the Platform,
misuse the Platform or attempt unauthorised access to any system or data,
send unsolicited, unlawful, or abusive communications through the Platform.

We may suspend or terminate access where there are reasonable grounds to believe a violation has occurred, without prior notice where urgency requires it.

8. Content

Users retain ownership of content they upload to the Platform. By uploading content, you grant us a limited, non-exclusive licence to process it solely for the purpose of providing the Service. We do not monitor all content but reserve the right to remove content that violates these Terms or applicable law.

9. Intellectual Property

All rights in the Platform — including software, design, trademarks, and documentation — remain the property of the Company or its licensors. You may not copy, modify, distribute, or reverse-engineer the Platform, or use it beyond its intended purpose.

10. Third-Party Services

The Platform integrates with third-party providers including payment processors (Stripe, PayPal, Przelewy24) and email delivery services. We are not responsible for their availability, their policies, or their processing of data.

11. Email and Communications

The Platform sends service-related communications including session notifications and reminders. Where Schools configure their own email infrastructure, they are responsible for compliance with applicable laws (including anti-spam regulations). We are not responsible for delivery failures, filtering, or restrictions imposed by third-party email providers.

12. Service Availability

We aim to maintain high availability but do not guarantee uninterrupted service. Any uptime targets communicated are service objectives only and not legally binding guarantees. We are not liable for downtime caused by third-party providers, force majeure events, or user actions.

13. Data Protection

Processing of personal data is governed by our Privacy Policy and, where applicable, a Data Processing Agreement (DPA). Schools act as Data Controllers; we act as Data Processor on their behalf in accordance with Article 28 GDPR.

14. Limitation of Liability

To the extent permitted by applicable law:

The Service is provided "as is" without warranties beyond those required by law
We are not liable for indirect, incidental, or consequential damages
Our total aggregate liability is limited to the fees paid in the preceding 3 months

Nothing in these Terms excludes liability that cannot be excluded under applicable law.

15. No Responsibility for Schools

We do not provide educational services. We are not responsible for the conduct of Schools, teachers, or students; the quality or legality of educational content; or disputes between Schools and their users.

16. Termination

We may suspend or terminate access where there is a material breach, payment is not made, or it is required for legal or security reasons.

Upon termination: access ceases, data handling follows the Privacy Policy, and data export may be requested within a reasonable timeframe.

17. Changes

We may update these Terms with reasonable prior notice. Continued use of the Platform after changes take effect constitutes acceptance of the revised Terms.

18. Governing Law

These Terms are governed by the laws of Poland, subject to mandatory EU consumer protection laws that apply in your country of residence. Disputes that cannot be resolved amicably may be referred to the competent courts in Poland or to the EU Online Dispute Resolution platform .

19. Miscellaneous

Entire agreement: These Terms, together with the Privacy Policy and any subscription agreement, constitute the entire agreement between the parties regarding the Platform.
Severability: If any provision is found unenforceable, the remaining provisions remain in full force.
No waiver: Failure to enforce any right does not constitute a waiver of that right.
Assignment: You may not assign your rights under these Terms without our written consent. We may assign our rights in connection with a merger, acquisition, or sale of assets.
Language: These Terms are written in English. In the event of a conflict between a translation and the English version, the English version prevails.

20. Contact

OverToo
Email: