Terms, Policies & Agreements

These terms & policies explain our legal relationship with you.

Terms of Service

 

The OpenApply.com website is made available by Faria Systems, Inc. and Faria Systems, LLC.

All services and facilities provided through it are provided subject to the following terms and conditions. Terms of Service govern your use of each website (“Terms of Service”). We limit our liability to you in our Disclaimer at paragraph 1.5 and elsewhere below.

 

1. Preliminary

1.1 Definitions
“Faria” means Faria Systems, Inc. and Faria Systems, LLC 548 Market St. #40438, San Francisco, CA 94104 USA. “we,” “us,” or “our,” refers to Faria Systems Inc. and Faria Systems LLC, the operators of the Websites.

“Member” refers to an individual authorised to use the Website and/or the Service by a School, whether a member of staff of a School, a Parent, or a Student.

“Membership” means an individual’s licence to access our service and associated login information (such as a login e-mail and password), as authorised.

“Parent” means a parent or legal guardian of a student as the case may be. “Parental” shall be interpreted accordingly.

“Service” refers to the services provided through any of our Websites.

“School” refers to a school or institution, which are primary account subscribers to the Service.

“Student” means a student invited to use the Service by a School.

“Websites” means our websites located at openapply.com. Use of the term “Website” below means the one or more of our Websites, those which you are a Member, and/or use.

 

1.2. Terms
These Terms of Service should be read as a whole with the other documents published on the https://openapply.com/terms page on each of the Websites, and provide the exclusive terms of the relationship between Faria and (1) Schools, (2) Members, (3) Students other users of the Website, and (4) other users. Nothing outside the terms published in our Terms and Policies shall constitute part of any agreement between Faria and you relating to your use of the Service. Any previous agreement is superseded by these terms.

 

1.3. Subject to Change.
We reserve the right to update and change our Terms of Service on 14 days’ notice. Any new features that augment, enhance, or change the current Service, including the release of new tools and resources, shall be subject to our Terms of Service. Continued use of the Service after any such changes shall constitute consent to such changes. Our current version of the Terms of Service is available at the Terms and Policies page of our respective Websites.

 

1.4. Violations.
Violation of any of any of these terms by you may result in the termination of (1) your account and/or denial of your ability to access the Websites without notice, and/or (2) the account of the School on 14 days’ notice in writing. Faria reserves the right to bar use of the Service by any person or entity that has violated the Terms of Service at any time.

 

1.5. Disclaimers.
To the full extent permitted by law, you agree to use the Service on an “as is” basis and understand that Faria is not responsible for prohibiting or regulating in any way any information or data provided or transmitted by the Website (“Content”), or provided or transmitted by you or any other person. You confirm and agree that Faria shall not be liable for any direct, indirect, incidental, special, consequential or exemplary damages, including but not limited to, damages for loss of profits, goodwill, use, data or other intangible losses. This is regardless of whether Faria has been advised of the possibility of such damages, whether or not resulting from: (i) the use or the inability to use the Service; (ii) the unauthorised access to or alteration of your transmissions or data; (iii) statements or conduct of any third party on the Service; (iv) termination of your account; and/or (v) any other matter relating to the Service.

 

1.6. Faria does not warrant that the Service will meet your specific requirements or that the Service will be uninterrupted or error-free. We shall not be liable for and make no warranties in relation to the Website or its functionality, Content or capabilities of the Website, to the fullest extent that such liabilities can be excluded by law.

 

1.7. Content.
We provide all information on our Website free of any access charge other than our charges to Schools. The information provided on our Website is provided on the basis that we accept no liability for any of the information published.

 

1.8. School and Parents shall:

1.8.1. Ensure that information contained in anything sent to Faria is accurate and does not breach any third parties’ rights including trade mark, database right, copyright or other intellectual property rights nor is libelous, obscene, menacing, threatening, bullying, offensive, abusive, fraudulent, pornographic, criminal nor infringes the rights of other people such as privacy rights or is in any way illegal or unlawful;
1.8.2. Verify the accuracy of any information before sending it to us; and
1.8.3. Ensure that information provided on the Website complies with all applicable laws and, by posting information, agrees to indemnify us in full on request and continue to indemnify us on request against any claim or liability arising in connection therewith.

 

1.9. Faria reserves the right to reject any information published to the Website without notice.

1.10. Any views expressed in messaging facilities after you login are not those of Faria.

1.11. We make no statement and provide no warranty that Content is accurate, up to date or complete and we accept no liability for any loss or damage caused by anything inaccurate or misleading which without limitation, may contain statistical data which may have inaccuracies or errors. If you find that information on the Website is not accurate but if you find any inaccuracies, please inform your School in the first instance to have information corrected.

1.12. Nothing in these terms and conditions shall exclude or limit our liability for fraud, personal injury or death caused by our negligence, or for any other liability which cannot be excluded or limited under English law. Other than the foregoing all warranties, guarantees or benefits implied or provided by law are excluded to the fullest extent possible.

1.13. If any agreements or arrangements are made by you with any third party as a result of your use of the Website, they are and remain entirely at your own risk.

1.14. Security.
You will ensure at all times that (1) you do not share your designated password with any other person, (2) you maintain active and effective security measures to the protect the integrity and security of your and our computers systems. You will be responsible for loss and damage suffered by us where any third party abuses the services using your login details and/or computing environment, including hardware and software.

1.15. Privacy.
The privacy of information submitted to or transmitted through the service is governed by our Privacy Policy, which is published at each of our Websites. With regard to children under the age of [18], an additional Privacy Policy applies which is available at the same location.

 

 

2. Services

2.1. Each of our Websites describes the Services which are available. For more information please refer to the specific Website for details of the services available.

2.2. Generally speaking, our services revolve around providing Members with an online system to facilitate and streamline the admissions, enrolment and re-enrolment process by providing access to School information such as admissions procedures, forms, deadline dates, and other information relevant to the admissions & enrolment process, as well as acting as a communications medium to facilitate the admissions, enrolment and re-enrolment process between Admissions Directors, Staff and Members.

2.3. Administrators, Admissions Directors and Staff employed by Schools determine the scope and nature of the information to make available to Students and Parents.

 

 

3. Account Terms: Child Online Privacy Protection Act Compliance

3.1. Informed Parental Consent. Before a Student of 13 years of age or less may use the Service or a School facilitates access to a Student (separately to a Parent), the Parent MUST provide a signed copy of the Form of Written Parental Consent (“Parental Consent”) to the school. An example is provided at: https://openapply.com/terms/consent for the School.

3.2. The School is responsible at all times for obtaining Parental Consent, and is wholly responsible for verifying that a parent or legal guardian is properly identified, that the Parent has properly authorised a Student’s access, and has in fact signed the Parental Consent, before signing up or causing to sign up any Student for an account.

3.3. The School must provide a copy of the signed Parental Consent to Faria within 7 days of a request made in writing.

3.4. To the maximum extent permitted by law, and in addition to any other indemnification mentioned in these Terms of Service, the School agrees to fully indemnify Faria on request and keep Faria indemnified on request with regard to any claim, if the suit involves claims arising directly or indirectly from failures to comply with this paragraph. The fact that a cause other than a failure to comply with the foregoing paragraph may have contributed to the harm alleged in such suit or proceeding will not in any way diminish the scope or force of this indemnification, even if such other cause is Faria’s own failure or negligence.

 

 

4. Payment Terms

4.1. The Service is provided on an annual basis. Schools are invoiced in advance on an annual basis for use of the Service, and Schools shall make payment to Faria net 30 days from the invoice date. The payments are in consideration of the creation, deletion, modification and maintenance of Members, and the license to use the Service. Faria will not pay any refund or credit if the School terminates or suspends use of the Service before the end of any prepaid period. Each payment is non-refundable.

4.2. Separate subscriptions are required for each of our Websites.

4.3. Accounts are automatically renewed for the following year on each anniversary of this Agreement (which is listed on our invoice). Notice of termination must be received in writing one month in advance of the end of the then current term in order to terminate at the end of the current term.

4.4. Schools are solely responsible for any and all duties, taxes, levies or fees (including any sales, use or withholding taxes) imposed on or in connection with payment for Services provided by Faria.

4.5. Without prejudice to any other rights or remedy that it may have, if the School fails to pay Faria on the due date for payment of any undisputed invoice, Faria may:
4.5.1. suspend all Services until payment has been made in full; and/or
4.5.2. charge interest on any delinquent amounts owed by Schools to Faria from the due date at a rate equal to the lesser of i) two (2%) per month or ii) the maximum legal interest rate chargeable per month until payment is made, whether before or after any judgment.

 

 

5. Cancellation and Termination

5.1. It is your sole responsibility to notify us that you wish to cancel your account. This can be done by e-mailing us at support@openapply.com (as the case may be) with the subject line “Cancellation Request”. We will require written and telephone confirmation of a cancellation request from a School as this will affect the accounts of all Members associated with a School.

5.2. All Content associated with the School and its Students will be unavailable to Members from the time we are instructed to process the cancellation request. As a convenience, we can continue to make the Content available for a period after cancellation of up to 3 months. All Content associated with Members, including (and not limited to) all Content related to the School, data related to Students, contact information, database records will be irrecoverably deleted within 180 days of notification of termination of the Service by the School.

5.3. Where the School cancels the Service before the end of the then current term and full payment has been received, the cancellation will take effect immediately and the School will not incur any further charge.

5.4. We may terminate the Service to a School upon 180 days’ notice in writing for our own convenience.

5.5. Violation of these Terms of Use. Schools are responsible for the use of the Service by Students and Parents. Misuse of the Service, by any individual, may result in permanent and/or temporary suspension or termination of the School’s account (at Faria’s sole discretion) without notice if not problems are not addressed to the satisfaction of Faria.

5.6. Faria reserves the right to refuse the Service to anyone in its own unfettered discretion.

 

 

6. Modifications to the Service and Prices

6.1. Prices of all plans, including but not limited to annual subscription fees to the Service, are subject to change without notice.

6.2. Faria shall not be liable to you or to any third party as a result of any modification, price change, suspension or discontinuance of the Service, or any consequence thereof whatsoever.

 

 

7. Copyright and Content Ownership

7.1. Unless otherwise stated below, Faria owns all intellectual property rights vesting in the Website.

7.2. Faria claims no intellectual property rights to Content published and/or loaded to the Service by Members or Schools. You irrevocably grant us a perpetual licence to publish Content on the Websites for the duration of our Agreement with your School.

7.3. Subject to the consent of the relevant School, Members may download material from the Website for their sole purpose of retaining copies for your own personal use alone, subject to rights granted by others to you. The Service is made available to Schools and Members in order to facilitate and streamline the admissions, enrolment and re-enrolment process online and not for any other purpose, and you shall not access the Service for any other purpose without the written permission of Faria.

7.4. You may not modify, adapt or hack the Service or modify the Websites so as to falsely imply that it is associated with the Service, or any other service of Faria.

7.5. Any hypertext links to other sites, which appear on the Website are operated by third parties and use of such a link means you are leaving the Website. We are not responsible for, and give no warranties, guarantees or representations in respect of linked sites or information upon them.

7.6. “ManageBac”, “OpenApply”, “SummerStart”, “Faria Systems” and “Faria” and our logos are trade names of Faria Education Group Limited. You may not use these names or similar variants without our written consent.

 

 

8. Indemnification

8.1. To the maximum extent permitted by law, the School and Members jointly and severally agree to hold harmless and indemnify Faria, and its subsidiaries, affiliates, officers, agents, and employees from and against any third party claims arising from or in any way related to use of the Service or Website, including any liability or expense arising from all claims, losses, damages (actual and consequential), suits, judgments, litigation costs and attorneys’ fees, of every kind and nature. In such a case, Faria will provide the School and Members with written notice of such claim, suit or action.

8.2. Additionally, and to the maximum extent permitted by law, the School agrees to fully indemnify Faria with regard to any suit or proceeding for damages, if the suit involves claims arising directly or indirectly from your failure to comply with its obligations under the Child Online Privacy Protection Act Compliance paragraphs of these Terms of Service. The fact that a cause other than your failure to comply with such obligations may have contributed to the harm alleged in such suit or proceeding will not in any way diminish the scope or force of this indemnification, even if such other cause is Faria’s own failure or negligence.

 

 

9. General Conditions

9.1. You may not assign or transfer your rights or licences granted under this Agreement.

9.2. In the event that any (or any part) of these terms, conditions or provisions shall be declared invalid, unlawful or unenforceable such terms (or parts), conditions or provisions shall be severed. The remaining terms (or parts), conditions or provisions shall continue to be valid and enforceable to the fullest extent permitted by law.

9.3. You understand that the technical processing and transmission of the Service, including Content, may occur in an unencrypted form if SSL is not enabled on your computer, and result in transmissions over the Internet, which may be intercepted by others. Loss of SSL may also result from changes in transmissions between networks to conform and adapt to technical requirements of connecting networks or devices. Please look for the SSL notification in the address bar of your browser to ensure that SSL is active during your session.

9.4. If the bandwidth associated with a School exceeds 1 TB in a single month, or significantly exceeds the expected bandwidth allocation for the number of Members associated with the School (as notified by Faria from time to time), we reserve the right to (1) cap file or image hosting until the School reduces its bandwidth consumption, and/or (2) raise further invoices for your additional bandwidth requirements.

9.5. These Terms of Service will be governed by and construed in accordance with the laws of the State of Delaware, without giving effect to its conflict of laws provisions if you are resident in USA or Canada, and English law if you are resident in the European Economic Area or elsewhere. Non-contractual claims shall be governed by the same system of law. Any claims, legal proceedings or litigation arising in connection with the Service will be brought solely in Wilmington, Delaware, and you irrevocably submit to the jurisdiction of its Courts. The place of performance shall be deemed to be Canada.

 

 

10. Questions & Contact Information

Any questions about this Terms of Service agreement should be addressed to legal@openapply.com or by mail to:
Faria Systems, LLC
548 Market St. #40438,
San Francisco,
CA 94104 USA
+1 (415) 670-9038