Terms and Conditions

1. Introduction

These Terms and Conditions ("Conditions") apply to your use of Early Tree's products and services. These Conditions supplement our Terms of Service and form part of the agreement between you and Early Tree.

Where you subscribe to a specific product (such as the Early Tree Nursery Management System, Inspector Who, or the Early Years Funding Portal), additional product-specific terms may apply.

2. Definitions

In these Conditions:

• "Agreement" means these Conditions together with any applicable Order Form, Statement of Work, or product-specific terms
• "Customer", "you", or "your" means the entity or individual that enters into an Agreement with Early Tree
• "Customer Data" means all data that you submit or upload to the Services
• "Services" means the Early Tree software products and services described in the applicable Agreement
• "Subscription Period" means the period for which you have subscribed to use the Services

3. Subscription and Access

3.1 Licence Grant

Subject to your compliance with these Conditions and payment of applicable fees, Early Tree grants you a limited, non-exclusive, non-transferable right to access and use the Services during the Subscription Period, solely for your internal business purposes.

3.2 User Accounts

You may create user accounts for your employees, contractors, or agents who need access to the Services. You are responsible for ensuring that all users comply with these Conditions and for any actions taken through user accounts you have created.

3.3 Usage Limits

Your use of the Services may be subject to certain limits, such as the number of users, children enrolled, or settings managed. These limits will be specified in your Order Form or subscription plan. If you exceed these limits, we may charge additional fees or require you to upgrade your plan.

4. Fees and Payment

4.1 Subscription Fees

You agree to pay all fees specified in your Order Form or subscription plan. Unless otherwise stated, fees are quoted in British Pounds (GBP) and are exclusive of VAT and other taxes.

4.2 Payment Terms

Fees are payable in advance, either monthly or annually as specified in your subscription plan. For annual subscriptions, payment is due within 30 days of invoice. For monthly subscriptions, payment is due on the billing date each month.

4.3 Late Payment

If you fail to pay any amount when due, we may charge interest at 4% above the Bank of England base rate. We may also suspend your access to the Services until payment is received.

5. Customer Data

5.1 Ownership

You retain all rights in your Customer Data. Early Tree does not claim any ownership rights over your data.

5.2 Data Processing

We process Customer Data only as necessary to provide the Services and in accordance with our Privacy Policy. Where Customer Data includes personal data, the terms of our Data Processing Agreement shall also apply.

5.3 Data Export

During the Subscription Period, you may export your Customer Data using the export features available in the Services. Upon termination, we will make reasonable efforts to allow you to export your data within 30 days of the termination date.

5.4 Data Security

We implement appropriate technical and organisational measures to protect Customer Data against unauthorised access, alteration, disclosure, or destruction. However, no method of transmission over the internet or electronic storage is completely secure, and we cannot guarantee absolute security.

6. Support and Maintenance

6.1 Technical Support

We provide technical support for the Services via email during normal business hours (Monday to Friday, 9am to 5pm GMT, excluding UK bank holidays). Response times and support levels may vary depending on your subscription plan.

6.2 Updates

We may update the Services from time to time to add new features, improve functionality, or address security issues. We will endeavour to provide advance notice of material changes, but reserve the right to make changes without notice where necessary for security or operational reasons.

7. Confidentiality

Each party agrees to keep confidential any non-public information disclosed by the other party in connection with this Agreement. This obligation does not apply to information that: (a) becomes publicly available through no fault of the receiving party; (b) was rightfully in the receiving party's possession before disclosure; (c) is independently developed by the receiving party; or (d) is required to be disclosed by law.

8. Warranty and Disclaimer

8.1 Limited Warranty

We warrant that the Services will substantially conform to the documentation during the Subscription Period. If the Services do not conform to this warranty, your sole remedy is for us to use reasonable efforts to correct the non-conformity or, if we cannot do so, to terminate your subscription and refund any prepaid fees for the unused portion of the Subscription Period.

8.2 Disclaimer

EXCEPT FOR THE EXPRESS WARRANTY SET FORTH ABOVE, THE SERVICES ARE PROVIDED "AS IS" WITHOUT WARRANTY OF ANY KIND. WE DISCLAIM ALL IMPLIED WARRANTIES, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.

9. Limitation of Liability

Neither party shall be liable for any indirect, incidental, special, consequential, or punitive damages, regardless of the cause or the theory of liability. Our total liability under this Agreement shall not exceed the fees paid by you during the 12 months preceding the claim.

10. Term and Termination

10.1 Term

This Agreement begins on the date you first access the Services and continues until terminated as provided herein.

10.2 Termination for Convenience

Either party may terminate this Agreement at the end of any Subscription Period by providing at least 30 days' written notice before the end of the then-current period.

10.3 Termination for Cause

Either party may terminate this Agreement immediately if the other party materially breaches this Agreement and fails to cure such breach within 30 days of written notice.

11. General Provisions

11.1 Governing Law

This Agreement is governed by the laws of England and Wales. Any disputes shall be resolved exclusively in the courts of England and Wales.

11.2 Entire Agreement

This Agreement, together with any applicable Order Form and our Privacy Policy, constitutes the entire agreement between the parties and supersedes all prior agreements relating to the subject matter hereof.

11.3 Changes to These Conditions

We may update these Conditions from time to time. We will notify you of any material changes at least 30 days before they take effect. Your continued use of the Services after the changes take effect constitutes acceptance of the revised Conditions.

12. Contact Us

If you have any questions about these Terms and Conditions, please contact us at:

Email: hello@earlytree.co.uk