Terms of service — Founding Schools pilot

Last updated: 1 June 2026 Version: 1.0 (founding-schools draft — solicitor review pending)

Plain-English summary (not legally binding — the clauses below are. This summary exists so reviewers can orient in 60 seconds.)

• What this is: the master contract between OMNIA Inclusion Ltd and a School using the platform during the Founding Schools pilot.
• What's unusual: the pilot is free; the SLA is best-effort, not guaranteed; liability is capped low because there is no fee to anchor it to.
• Who is bound: OMNIA Inclusion Ltd (UK) + the named School.
• What it covers: access, acceptable use, IP, data-processing (DPA embedded), term & termination, liability, governing law (E&W).
• What it does not cover: bespoke MSAs (see Contract Paper Policy); jurisdiction-specific overrides (see relevant addendum).

These terms apply to schools accepted into the OMNIA Inclusion Founding Schools programme during the pilot period.

1. The service

OMNIA Inclusion ("the Service") is a SEND-planning, evidence and inclusion-team management platform supplied by OMNIA Inclusion Ltd ("we", "us") to your school ("you", "the School"). A summary of features is on our website and may evolve during the pilot.

2. Pilot terms

• The Founding Schools pilot runs for 12 months from your start date.
• Pricing during the pilot is set out in the Order Form signed at onboarding. We will give at least 60 days' notice of any post-pilot pricing change before it takes effect.
• We may add, change or remove features during the pilot. We will not remove a feature that materially degrades your use of the Service without giving 30 days' notice and a migration path for affected data.

3. Your responsibilities

• You are the data controller for all pupil, parent and staff personal data you enter into the Service. You confirm you have a lawful basis to do so under UK GDPR.
• You will keep your account credentials secure and notify us promptly of any suspected unauthorised access.
• You will not attempt to access another tenant's data, probe the Service for vulnerabilities outside a co-ordinated process with us, or use the Service to process data beyond what your lawful basis permits.
• Admin and SENCo accounts must enrol in MFA (the platform enforces this).

4. Our responsibilities

• We will provide the Service with reasonable skill and care.
• We will process personal data as a processor under the Data Processing Agreement signed alongside these terms.
• We will store all School Data within the EEA (Ireland, AWS eu-west-1). UK→Ireland transfers are covered by the UK Government's adequacy regulations for the EEA; no additional safeguards or SCCs are required. See /legal/privacy §6 and /legal/sub-processors.
• We will operate the security controls summarised at /legal/security and notify you of any personal-data breach affecting your data within 72 hours of becoming aware of it.
• We will publish updates to our sub-processor list at /legal/sub-processors and notify you at least 30 days before any change that affects pupil data.

5. Availability and support

• We target 99% monthly availability during the pilot, measured at our origin. We do not offer a formal SLA with credits during the pilot.
• Support is via email at hello@omnia-inclusion.com, response on business days (UK / UAE working week). Critical incidents (e.g. confirmed data exposure) are handled outside business hours.

6. Pupil-data return and deletion

• You may export pupil data at any time using the Download data pack action on the pupil page.
• On termination, we will make pupil data available for export for 30 days, then delete it from our active systems within a further 30 days. Encrypted backups containing residual data are purged on the rolling backup schedule (currently 30 days).

7. Liability

• Our total liability for any claim under or in connection with these terms is capped at the fees paid by you in the 12 months preceding the claim, or £10,000 during the pilot if that is greater.
• Nothing in this clause limits liability for death or personal injury caused by negligence, fraud, or any liability that cannot be excluded under English law.

8. Termination

• Either party may terminate for material breach not remedied within 30 days of written notice.
• Either party may terminate on 90 days' written notice at the end of any contract year.

9. Governing law

These terms are governed by the laws of England & Wales, and disputes are subject to the exclusive jurisdiction of its courts.

10. Contact

Commercial / support: hello@omnia-inclusion.com Privacy / data-protection: privacy@omnia-inclusion.com Statutory DPO / data-subject rights: dpo@omnia-inclusion.com Security / vulnerability disclosure: security@omnia-inclusion.com Legal notices / contract queries: legal@omnia-inclusion.com Formal complaints: complaints@omnia-inclusion.com Misuse / abuse reports: omnia.abuse@omnia-inclusion.com

13. Founding School Programme — pricing terms

13.1 Founding Schools receive the Connected tier at the discounts set out in the Order Form: 40% off in Year 1, 20% off in Year 2, and 10% off the prevailing Connected price from Year 3 onwards, applied at every renewal for the lifetime of the School's continuous subscription.

13.2 The Year 3+ loyalty discount is conditional on continuous subscription. If the School cancels at any point, the loyalty discount is permanently forfeited and cannot be reinstated. Re-signing is at full standard price.

13.3 The Founding School Programme is limited to 5 places globally and closes on 31 July 2027 or when all places are taken, whichever is earlier.

13.4 Access Arrangements bolt-on in the first Subscription Term will be provided free of charge for schools in the Small and Standard pricing bands, and at 50% of the standard rate for schools in the Large and Enterprise pricing bands. For Multi-Academy Trust contracts, the applicable rate is determined by the average school size across the trust: free where the average is Standard band or below, 50% off where the average is Large band or above. From the second Subscription Term the Access Arrangements bolt-on is charged at the standard prevailing rate regardless of founding school status.

14. Early Adopter Programme

14.1 Schools enrolled in the Early Adopter Programme at the time of signing will receive a price lock on the Essential tier subscription price for a period of 36 months from the Commencement Date (the Price Lock Period). During the Price Lock Period the Essential subscription price will not increase regardless of any standard annual price review applied to OMNIA's published pricing.

14.2 The Price Lock Period applies to the Essential tier subscription only. Access Arrangements bolt-on modules, additional features, and any other billable items are not subject to the price lock and may be subject to standard annual price review.

14.3 Following expiry of the Price Lock Period the School's subscription will be subject to standard annual price review terms as set out in Schedule 2.

14.4 Schools enrolled in the Early Adopter Programme may upgrade to the Connected tier at any time. If the upgrade occurs before 31 July 2027 and Founding School Programme places remain available, the School will be enrolled in the Founding School Programme from the date of upgrade (the Upgrade Date). Founding School Programme benefits and discounts will apply from the Upgrade Date. The founding year clock for the purposes of Clause 13 discounts will run from the original Commencement Date, not the Upgrade Date.

14.5 If the upgrade to Connected occurs after 31 July 2027 or after all Founding School Programme places have been taken, the School will pay standard Connected pricing from the Upgrade Date with no founding discount applied.

14.6 The Early Adopter Programme price lock described in Clause 14.1 remains active until its expiry date regardless of whether the School upgrades to Connected during the Price Lock Period.

Version history

Bring Your Own AI Key (BYOK)

Schools may connect their own AI provider credential (OpenAI, Azure OpenAI, or Anthropic) under Admin → Integrations → AI. When active:

• Model inference for chat, quick-adapt, Pupil Passport drafting, parent-voice translation, access-arrangements analysis, and research-scanner summarisation is billed to the school's provider account, not to OMNIA.
• The Lovable AI Gateway remains the fallback if the school's key fails authentication or is rate-limited, so AI features stay available.
• Embeddings and image generation continue to use OMNIA's infrastructure.
• The school's API key is encrypted at rest (AES-256-GCM) and is never readable by anyone — including OMNIA staff. It can only be rotated or removed.
• Mandatory PII scrubbing is applied to every outbound prompt regardless of provider.
• When BYOK is active for a full term, an annual BYOK credit is applied to the school's next invoice.
• When BYOK is active, the school's chosen provider becomes the school's own sub-processor; OMNIA is not liable for the third-party provider's availability, pricing, or terms.