TIMETABLING SOLUTIONS
CLOUD SUBSCRIPTION TERMS OF USE
Acceptance of Terms
By signing in to the Service, accessing the Service, or otherwise using the Service, you confirm that you have read, understood, and agree to be bound by these Terms of Use and the Timetabling Solutions Privacy Policy.
If you are using the Service on behalf of a school, company, or other legal entity, you represent that you have the authority to bind that entity to these Terms of Use. In such circumstances, the terms “you” and “your” refer to that entity.
If you do not agree to these Terms of Use or the Privacy Policy, you must not access or use the Service.
1. DEFINITIONS
As used in this Agreement and in any Order Forms now or hereafter associated herewith:
Agreement
means these Terms of Use, any applicable Order Forms, and any policies incorporated by reference.
Content
means audio, visual, written, or other materials made available through the Service.
Customer Data
means any data, information, or material submitted by the Customer or Users through the Service.
Effective Date
means the earlier of the date the Customer first accesses the Service or the date the Customer accepts these Terms of Use.
Initial Term
means the contract term specified on the applicable Order Form.
Intellectual Property Rights
means patents, copyrights, trademarks, trade secrets, design rights, and other intellectual property rights worldwide.
Administrator(s)
means Users designated by the Customer to administer the Service and manage User accounts.
Licence Term(s)
means the period during which the Customer is authorised to use the Service under an Order Form.
Licensor
Timetabling Solutions Pty Ltd as trustee for the TTS Business Trust (ABN 14 982 024 114).
Order Form(s)
means the document specifying the Customer’s subscription services, number of authorised Users, applicable fees, billing period, and other agreed services.
User Allocation
means the maximum number of authorised Users permitted to access a specific Cloud Application under the Customer’s subscription.
The current User Allocation for each Cloud Application is displayed within the Timetabling Solutions Management Portal:
https://mp.timetabling.education/Interface
Service(s)
means the Timetabling Solutions cloud applications and related services accessible through:
https://www.timetabling.com.au
https://timetabling.education
https://selectmysubjects.com.au
https://selectmysubjects.co.uk
User(s)
means employees, representatives, consultants, contractors, or agents authorised by the Customer to use the Service.
2. ORDER OF PRECEDENCE
If there is any inconsistency between documents forming part of this Agreement, the following order of precedence applies:
the applicable Order Form
these Terms of Use
any referenced policies, including the Privacy Policy and Acceptable Use Policy.
3. PRIVACY
Timetabling Solutions’ Privacy Policy is available at:
https://timetabling.elevio.help/en/articles/171
Timetabling Solutions may update its Privacy Policy from time to time.
4. LICENCE GRANT & RESTRICTIONS
Timetabling Solutions grants the Customer a non-exclusive, non-transferable right to access and use the Service for internal educational and administrative purposes.
Except for the limited rights expressly granted in this Agreement, no rights are granted to the Customer in relation to the Service or Timetabling Solutions Technology.
The Customer must not:
sublicense, resell, or commercially exploit the Service
create derivative works of the Service
reverse engineer or attempt to extract source code
build competing software based on the Service.
User licences may be reassigned but must not be shared concurrently.
5. USER ALLOCATION AND SUBSCRIPTION LIMITS
Each Cloud Application is licensed for a specified number of Users.
The User Allocation is visible in the Timetabling Solutions Management Portal.
If the number of Users exceeds the permitted allocation, Timetabling Solutions may:
require additional User licences to be purchased
upgrade the Customer’s subscription tier
invoice the Customer for additional Users
6. NAMED USER REQUIREMENT
Each User account must be assigned to a specific individual.
Generic or shared accounts (such as “Admin” or “Office”) must not be used by multiple individuals concurrently.
7. FAIR USE AND SYSTEM PROTECTION
The Customer must not use automated scripts, bots, or excessive requests that interfere with the performance or availability of the Service.
Timetabling Solutions may implement technical controls, including rate limiting, to protect system stability.
8. SECURITY AND ACCESS CONTROLS
Timetabling Solutions will maintain reasonable administrative, technical, and physical safeguards to protect Customer Data.
Customers are responsible for safeguarding login credentials and reporting suspected security incidents.
9. SERVICE AVAILABILITY AND MAINTENANCE
Timetabling Solutions will use commercially reasonable efforts to maintain service availability.
The Service may occasionally be unavailable due to maintenance, updates, infrastructure changes, or circumstances beyond Timetabling Solutions’ control.
10. DATA BACKUP AND DISASTER RECOVERY
Timetabling Solutions maintains backup processes designed to protect Customer Data.
However, no system can guarantee the prevention of all data loss. Customers remain responsible for maintaining copies of critical reports or exported data where required.
11. PRIVACY AND DATA PROTECTION
Timetabling Solutions processes Customer Data in accordance with applicable privacy laws, including:
Australian Privacy Act 1988
New Zealand Privacy Act 2020
UK GDPR, where applicable.
The Customer remains the controller of Customer Data.
12. SUSPENSION OF SERVICE
Timetabling Solutions may suspend access to the Service where reasonably necessary to:
protect system security
prevent misuse or unlawful activity
comply with legal obligations
maintain system stability
13. ACCEPTABLE USE POLICY
Customer use of the Service is subject to the Timetabling Solutions Acceptable Use Policy.
Material breaches may result in suspension or termination.
14. YOUR RESPONSIBILITIES
Customers are responsible for activity occurring under their accounts and must comply with all applicable laws and regulations.
15. ACCOUNT INFORMATION AND DATA
Customers retain ownership of Customer Data.
Upon termination, Timetabling Solutions will provide access to export Customer Data upon request for a limited period.
16. INTELLECTUAL PROPERTY OWNERSHIP
Timetabling Solutions retains all rights in the Service and associated Intellectual Property.
The Service incorporates proprietary algorithms, optimisation models, scheduling logic, heuristics, and related methodologies developed by Timetabling Solutions over many years.
These components are confidential trade secrets of Timetabling Solutions. Customers must not attempt to analyse, extract, replicate, derive, or otherwise use these algorithms or methodologies for competing purposes.
17. THIRD PARTY INTERACTIONS
Interactions with third-party providers are solely between the Customer and the third party.
18. CHARGES AND PAYMENT OF FEES
Customers must pay all fees specified in the applicable Order Form.
Subscriptions are typically invoiced annually in advance unless otherwise agreed.
19. BILLING AND RENEWAL
Subscriptions renew automatically unless cancelled in accordance with the Order Form.
20. NON-PAYMENT AND SUSPENSION
Timetabling Solutions may suspend access for unpaid invoices.
Interest may apply to overdue accounts.
21. TERMINATION FOR CAUSE
Either party may terminate this Agreement where a material breach is not remedied within thirty (30) days after written notice.
22. REPRESENTATIONS & WARRANTIES
Each party represents that it has the authority to enter into this Agreement.
23. MUTUAL INDEMNIFICATION
Each party agrees to indemnify the other for claims arising from breaches of this Agreement.
24. DISCLAIMER OF WARRANTIES
THE SERVICE IS PROVIDED “AS IS”.
Nothing in this Agreement excludes or restricts rights under the Australian Consumer Law that cannot be excluded.
Where permitted by law, liability for breach of a non-excludable guarantee is limited to:
The re-supply of the Service, the cost of having the Service supplied again.
25. INTERNET DELAYS
Timetabling Solutions is not responsible for delays caused by internet infrastructure or telecommunications networks.
26. LIMITATION OF LIABILITY
Total liability under this Agreement will not exceed the fees paid by the Customer during the preceding twelve months.
27. NO CLASS ACTIONS OR AGGREGATED CLAIMS
Claims must be brought solely in the Customer’s individual capacity and not as part of a class or representative action.
28. ASSIGNMENT
Customers may not assign this Agreement without written consent.
Timetabling Solutions may assign the Agreement in connection with a merger, acquisition, or sale of the business.
29. GOVERNING LAW
This Agreement is governed by the laws of Victoria, Australia.
The parties submit to the jurisdiction of the courts of Victoria.
30. ENTIRE AGREEMENT
This Agreement, together with applicable Order Forms and referenced policies, constitutes the entire agreement between the parties.
31. MODIFICATION OF TERMS
Timetabling Solutions may update these Terms from time to time.
Continued use of the Service constitutes acceptance of updated terms.
CONTACT
Timetabling Solutions Pty Ltd
ABN 14 982 024 114
Email: info@timetabling.com.au