Revision History to Scoir's College Terms of Service
We periodically make changes to the terms and conditions contained in our Terms of Service with colleges. Most of these changes are immaterial and are intended to provide greater clarity and/or to comply with the ever-changing landscape of laws and regulations. A revision history is contained below.
----------------------------------
May 17, 2023
1. Scoir does not (yet) provide customers the ability to modify their subscription plan in-app, so we removed language in Section 3.2 referencing such functionality to avoid confusion.
2. We modified language in Section 4.4 to avoid the inference that Scoir receives student records or other confidential information from customers, which we don't and which is clearly stated in Section 1.
3. Minor legalese update.
4. We expanded the actions against which we indemnify you.
----------------------------------
April 16, 2023
1. We corrected a mistaken reference in Section 6.1, which should have referenced Section 3.9 (not Section 3.8).
2. We updated SCHEDULE 1 to incorporate product nomenclature and descriptions more similar to those contained on our website and to add a new variation of our "Applications" service, which is a managed services offering for those institutions that are unable or prefer not to utilize our Slate(TM) integration capabilities.
----------------------------------
April 11, 2023
We slightly modified Section 3.9 to add some level of intent to prohibited actions.
----------------------------------
February 13, 2023
While our terms of service make it clear that Scoir does not receive any confidential or protected data from our college customers, we do provide for the transmission data from students to colleges (e.g., applications), from colleges to students and parents/guardians (e.g., messages), and between colleges and high schools (e.g., application materials and visits). We also collect data individually and in the aggregate regarding applications, admissions, and enrollments that may be confidential. Therefore, we added language that addresses the data privacy and security measures we take to protect all data on the Scoir platform.
----------------------------------
February 6, 2023
1. If we use any third-party services, we're responsible to make sure the third-party services work appropriately.
2. In the unlikely event you create content that we determine to be incorrect or inappropriate, we'll notify you prior to removing it so that you have an opportunity to correct it.
3. In Section 3.9(e), we increased our burden of proof regarding restrictions of use.
4. If we invoice you for fees that you don't agree with, we'll work with you to resolve the matter.
5. We won't terminate your access to our services for not paying fees that we're working to resolve.
6. In the unlikely event we decide to suspend one of your users due to a violation of our terms of service, we'll provide you an opportunity to correct the matter.
7. We now indemnify you against our breach of law and/or the terms of service.
8. In our list and description of products and services in Schedule 1, we clarified that, if we transmit applications to you, we're transmitting any PII contained in those applications in accordance with FERPA.
--------------------------------
July 27, 2022
1. In Section 3.9(c), we added a "reasonability" limitation to actions causing damage to the functionality of our software.
2. We added some clarification language to financial provisions in Section 5.
3. We added caveats to certain provisions needing to be permissible by law.
4. Some more clarification language added.
5. For the avoidance of doubt, you are not precluded from participating in any infringement claim that directly involves you.
6. We used more definitive language to provide greater assurance that any contractual disputes that might arise will be heard in state (not federal) courts in your home state.
7. Since some public institutions are prohibited from providing warranties of any nature, we removed all references to warranties throughout our terms of service...
... including "Product-Specific Terms" in Schedule 1.
---------------------------------
June 29, 2022
In Schedule 1, Section 2.2., which is applicable to institutions receiving application materials from Scoir, we reiterated our obligations to comply with FERPA requirements regarding the protection of confidential student data.
---------------------------------
June 13, 2022
1. We removed a provision that allowed us to modify the terms of service and seek your acceptance of those modifications. Now, the terms of service in effect on the date you receive an Order Form will remain in effect for the duration of the subscription term listed on that Order Form.
2. We replaced some "legalistic" language in Section 3.9 with more straightforward wording.
---------------------------------
June 6, 2022
1. We clarified that Scoir will not suspend services to a customer when there exists an honest dispute over amounts invoiced.
2. Our indemnification provision extends to your trustees.
3. We clarified in Schedule 1 how our Application Integration services work, making a distinction between Initiated Form (which is applicant data we provide you) and Submitted Form (which is the fully completed application for admission). In some instances these might be the same but often an applicant will have further information to provide on your institutional app. For the avoidance of doubt, fees are charged per Submitted Form, i.e. you pay for completed applications only.
---------------------------------
May 27, 2022
We updated Section 4.1 to correct the fact that we evaluate our product conformance to Accessibility guidelines using Web Content Accessibility Guidelines (WCAG) 2.1 standards, not version 2.0 standards.
-------------------------------
April 1, 2022
We restructured our terms of service to account for the fact that Scoir now offers our college and university customers multiple products and services. These revised terms enable customers to subscribe to the specific products they want to use as part of the services we provide, rather than assume all customers use all product features we offer. View mark-up showing all changes made to new terms of service.
--------------------------------
January 5, 2022
1. We made your obligations regarding your Invitees' use of Scoir more reasonable.
2. We removed an ambiguous "catch all" phrase from Section 4.4(e).
3. We extended our notice period before we may suspend services due to unpaid invoices.
4. We removed a non-specific term from our definition of "Present Harm."
5. We defined "how" you may terminate the Agreement in the event of IP infringement.
--------------------------------
December 8, 2021
1. We corrected language concerning a "right" v. a "license."
2. We added language recognizing that some public institutions are extensions of state governments and, therefore, sovereign immunity limits legal proceedings to certain venues within their state judicial system.
--------------------------------
October 1, 2021
1. While arguably self-evident, we included a statement about our obligations to report and remit any sales tax collected from our customers to the proper governmental authority.
2. We committed to maintaining records relating to fees charged to customers for a period of 5 years after your subscription term ends and making these records available to you for audit purposes.
3. If we negotiate a settlement related to our indemnity obligations, we cannot bind you to the settlement without your prior written consent.
4. We clarification purposes, we added statements acknowledging our obligations to comply with certain federal laws.
5. We modified some legal language regarding statements about our respective authority to enter into these terms of service.
6. We updated all references effected by changes 1 through 5 above.
--------------------------------
April 9, 2021
1. We clarified your obligations regarding compliance with FERPA when we provide you Student Records, because FERPA will not apply in all cases.
2. We understand that your brand is important to you. Our previous "publicity" language either permitted us to reference you as a customer or allowed you to opt out completely. We now provide a middle option that allows us to use your brand when referencing you as a customer, but only with your prior written consent.
--------------------------------
February 18, 2021
1. We clarified our notification obligations and reinstatement process in the event an account is suspended.
2. We now indemnify you for any IP infringement claims.
3. We now address two items that are often required by procurement offices.
4. We clarified governing law for our university customers located outside the U.S.A.
5. We updated section references, etc. related to the changes detailed above.
--------------------------------
January 11, 2021
1. We've removed our right to unilaterally modify our terms of service, now giving you the ability to accept or decline any proposed changes to these terms.
2. We removed what was effectively an embedded "lightweight NDA" because no information is being shared under this Agreement that necessitates the previous confidentiality provisions. For customers who want to share their CRM data with us to assess attribution, we now offer a “Data Sharing and Privacy Agreement” that covers information shared for that purpose. The Data Sharing and Privacy Agreement is a separate contract, not a "supplemental term" to our Terms of Service.
3. We removed the "auto-renewal" feature of our contract term, which eliminated the need for including "changes to fees" and "termination for convenience" provisions.
4. We added details about our obligations to comply with accessibility standards, maintain adequate business insurance, and comply with equal opportunity laws.
5. We extended our payment terms to Net 30.
6. We clarified that the "Publicity" clause only gives us the ability to reference you as a customer on our digital properties and that you can remove this right at any time by filling out a simple webform.
7. We accounted for delivery of legal notices required to be presented in physical form.
8. We included a bunch of clarifying language changes that you've requested over the past several months and also updated references and terminology necessitated by the changes listed above (and fixed a couple typos along the way).
--------------------------------
October 9, 2020
We modified actions we might take in the event of non-payment to make them consistent with changes made September 18, 2020 regarding auto-renewals. Simply put, if you don't pay your invoices, we'll suspend or terminate your use of Scoir but we won't come after you for payment.
--------------------------------
September 27, 2020
We corrected language to make it clear that, while you are responsible for the actions of your account users, you are not responsible for the actions of any third parties.
We added additional clarifying language that our right to use your Customer Information terminates when your agreement with Scoir ends.
We changed the governing law and jurisdiction covering our terms of service from our location (Delaware) to your location.
We added additional clarifying language that our right to identify you as a Customer terminates when (if) you cease being a customer. This revised section was also excluded from "surviving provision" since the rights granted terminate when the agreement ends.
--------------------------------
September 18, 2020
We clarified language regarding "auto-renewals" of your subscriptions. First, we provided for the fact that some plans might not be renewable and that, if applicable, this will be stipulated in your Order Form. Second, to ensure no customers are trapped into paying for software they no longer want or intend to use, we added a new "Termination for Convenience" section. This new Section 7.2 effectively states that, if you don't want to renew your subscription for another year, don't pay the invoice and our agreement with you will terminate.
We also clarified that we will delete all Customer Information when our agreement with you ends. If you ask, we'll provide you a copy of that information before we delete it.
