Online Surveys Terms and Conditions

Terms and Conditions

Version 1.2: Effective from

These terms and conditions (Terms and Conditions) form a legal agreement between the Licensee, Trial Account Holder or End User, as applicable (you and your), and Jisc of 4 Portwall Lane, Bristol, BS1 6NB (Jisc, us, we and our) as the provider of Online Surveys.

You are the Licensee under these Terms and Conditions if you are ordering or renewing a Licence to use Online Surveys. Where a Licence is ordered or renewed on behalf of an organisation, the organisation is the Licensee.

You are an End User under these Terms and Conditions if you have been granted a User Account either by the Licensee or by an Admin User on behalf of the Licensee.

You are the Trial Account Holder under these Terms and Conditions if you create, administer or use a Trial Account, or if a Trial Account is created on behalf of your organisation.

By signing into Online Surveys, you agree to these Terms and Conditions. These Terms and Conditions include, in particular, limitations on liability in Condition 5.

If you do not agree to these Terms and Conditions, we will not permit you to use Online Surveys.

Important notice to Consumers

If you have purchased a Licence to use Online Surveys and you are an individual not acting for the purposes of your business or profession you have the right to withdraw from your transaction without charge and without any reason within fourteen (14) days after the commencement of your subscription to Online Surveys.

This does not affect your consumer rights for any defective performance of Online Surveys.

Definitions used in these Terms and Conditions

Admin User
An End User with the ability to manage other End Users and Licence renewal payments. In a Single User Account, the sole End User is an Admin User.
Billing Contact
An End User who will act as the contact point for Licence renewal payments.
Bribery Legislation
Means the Bribery Act 2010 and any subordinate legislation made under that Act from time to time together with any guidance or codes of practice issued by the relevant government department concerning the Bribery Legislation.
Business Day
A day (other than a weekend or public holiday) when banks in London are open.
Business Hours
Between 08:00 and 18:00 on a Business Day.
Confidential Information

Means:

  1. in respect of each Party, all information and data of whatever nature whether disclosed orally, in writing or by any other means which relates to a Party’s (or any Group company’s) existing or potential customers and personnel, trade secrets, know-how, research, developments, technical and business information relating to products, methods and processes, and any other information whether or not designated as confidential information but which by its nature is confidential;
  2. notes, reviews, analysis, reports and other information derived from any of the information in paragraph (a) above; and
  3. information designated as confidential or commercially sensitive or which might reasonably be considered as such.
Consumer
A private individual purchasing a Licence to use Online Surveys but who is not acting for the purposes of their business or profession.
Data Protection Legislation
Means (a) any law, statute, declaration, decree, directive, legislative enactment, order, ordinance, regulation, rule or other binding restriction which relates to the protection of individuals with regards to the Processing of Personal Data to which a Party is subject for the purposes of these Terms and Conditions, including the Data Protection Act 2018 and the General Data Protection Regulation 2016/679 (EU GDPR) as each is amended in accordance with the Data Protection, Privacy and Electronic Communications (Amendments etc) (EU Exit) Regulations 2019 (as amended by SI 2020 no. 1586) and incorporated into UK law under the UK European Union (Withdrawal) Act 2018, as amended to be referred to as DPA 2018 and the UK GDPR respectively; and (b) any code of practice or guidance published by the ICO or European Data Protection Board from time to time.
Downgrade
The act of Jisc changing your Online Surveys Account type, upon request from the Primary Contact, from an Organisation Account to a Project Account or a Single User Account, or from a Project Account to a Single User Account.
End User
Any individual who has a User Account.
Fee
The annual payment made by you to Jisc in exchange for a Licence to use Online Surveys.
Freedom of Information Laws
Means the Freedom of Information Act 2000 (and any Scottish equivalent), the Environmental Information Regulations 2004 (and any Scottish equivalent) and any subordinate legislation made under such legislation from time to time together with any guidance and/or codes of practice issued by the UK Information Commissioner or relevant Government Department in relation to such legislation.
Group
In relation to a Party, the Party, its subsidiaries, its holding companies and subsidiaries of such holding companies where subsidiary and holding company have the meanings ascribed in section 1159 of the Companies Act 2006.
Jisc
Jisc, the provider of Online Surveys with company number 05747339. Also referred to in these Terms and Conditions as us, we and our.
Licence

Your right to use Online Surveys for the term of one year, provided in exchange for a Fee as set out in Condition 1.1).

There are three Licence types: Single User Licence, Project Licence, and Organisation Licence.

For the avoidance of doubt, a Trial Account is not a Licence unless these Terms and Conditions expressly state otherwise.

Licensee
The individual ordering or renewing a Licence to use Online Surveys. Where a Licence is ordered or renewed on behalf of an organisation, the organisation is the Licensee.
Modern Day Slavery Legislation
The Modern Slavery Act 2015 and any subordinate legislation made under that Act from time to time together with all applicable anti-slavery and human trafficking laws, statutes, regulations, guidance or codes of practice issued by the relevant government department.
Online Surveys
The software as a service, hosted at https://app.onlinesurveys.jisc.ac.uk, the primary function of which is the design, distribution and analysis of online surveys.
Online Surveys Account
The Licensee’s account (Organisation, Project, Single User) or Trial Account, in its entirety, as opposed to User Accounts.
Online Surveys Website
Refers to the blog, features and support pages at https://www.onlinesurveys.jisc.ac.uk.
Organisation Account/Licence
An Online Surveys Account/Licence that permits an unlimited number of End Users. Details of all the features of an Organisation Account are available at https://onlinesurveys.jisc.ac.uk/features/.
Party
Means either you or us as the case may be, and Parties shall be construed accordingly.
Primary Contact
An End User who is an Admin User, but also has ultimate responsibility for the Online Surveys Account and acts as its Controller. The sole End User in a Single User Account is the Primary Contact.
Project Account/Licence
An Online Surveys Account/Licence that permits no more than ten End Users. Details of all the features of a Project Account are available at https://onlinesurveys.jisc.ac.uk/features/.
Service Levels
Means the service levels set out at Schedule 1.
Single User Account/Licence
An Online Surveys Account/Licence that permits only one End User. Details of all the features of Single User Account are available at https://onlinesurveys.jisc.ac.uk/features/.
Specification
The description of Online Surveys and its functionality as set out on the Online Surveys Website at https://onlinesurveys.jisc.ac.uk/features/.
Trial Account
A time limited, free Online Surveys Account made available by Jisc for evaluation purposes for the Trial Period, subject to acceptance of these Terms and Conditions, including Condition 1.3.
Trial Account Holder
The individual who creates, administers or uses a Trial Account, or the organisation on whose behalf a Trial Account is created.
Trial Period
The period of 30 days from the date the Trial Account is created, unless Jisc states otherwise in writing.
Upgrade
The act of Jisc changing your Online Surveys Account type, upon request of the Primary contact, from a Single User Account to a Project Account or an Organisation Account, or from a Project Account to an Organisation Account.
Use/Usage
“Use” of Online Surveys is defined expressly as an End User logging into an active Online Surveys Account for any purpose.
User Account
An account granted by the Licensee (or an Admin User on behalf of the Licensee) or by a Trial Account Holder, to an End User.
  1. 1

    Grant and scope of use by you of Online Surveys

    1. 1.1

      In consideration of payment by you of the agreed Fee and you agreeing to abide by these Terms and Conditions, we hereby grant to you a non-exclusive, non-transferrable Licence to use Online Surveys under these Terms and Conditions for a term of one year, renewable in increments of one year in accordance with these Terms and Conditions.

    2. 1.2

      You may use Online Surveys:

      1. 1.2.1

        for your internal business purposes;

      2. 1.2.2

        for your own personal purposes (as a Consumer);

      3. 1.2.3

        if you have been granted a User Account by the Licensee as one of the number of permitted End Users agreed between the Licensee and Jisc.

    3. 1.3

      Trial Accounts

      1. 1.3.1

        Jisc may offer a free trial of Online Surveys for a limited period. During the Trial Period, Jisc grants the Trial Account Holder a non-exclusive, non-transferable right to use Online Surveys in accordance with these Terms and Conditions.

      2. 1.3.2

        Unless otherwise stated, the free trial lasts for 30 days from the date the Trial Account is created.

      3. 1.3.3

        Trial Accounts are subject to usage limits and feature restrictions as notified to you, which may differ from paid Licences. These limits may include restrictions on the number of surveys that can be created, the number of responses that can be collected, and access to certain features.

      4. 1.3.4

        The Trial Account does not automatically convert into a Licence. No payment will be taken unless the Trial Account Holder chooses to upgrade to a paid Licence.

      5. 1.3.5

        If the Trial Account is upgraded to a Licence, the Trial Period will end immediately and the Online Surveys Account will become subject to the terms that apply to the Licence.

      6. 1.3.6

        At the end of the Trial Period, access to some functionality will be restricted. This may include preventing the creation of new surveys. The Trial Account Holder will have a limited period in which to export any survey data they wish to keep or upgrade to a paid Licence. Details of this can be found at https://onlinesurveys.jisc.ac.uk/helpandsupport/trial/. If the Trial Account is not upgraded within the stated post-trial access period, the Trial Account, including any surveys and response data, will be permanently deleted. Once deleted, the Trial Account, surveys and response data cannot be restored.

      7. 1.3.7

        Jisc may suspend or terminate a Trial Account before the end of the Trial Period where Jisc reasonably believes that the Trial Account is being misused, has breached these Terms and Conditions, or presents a security, legal, privacy, reputational or service risk.

      8. 1.3.8

        Jisc may amend, withdraw or refuse access to the free trial at its discretion.

      9. 1.3.9

        For the purposes of a Trial Account, references in these Terms and Conditions to a Licensee should be read as references to the Trial Account Holder, except where the context requires otherwise.

  2. 2

    Responsibilities and Restrictions

    1. 2.1

      Except as expressly set out in these Terms and Conditions or as permitted by any local law, you undertake:

      1. 2.1.1

        to use Online Surveys in accordance with Specification;

      2. 2.1.2

        not to divulge your User Account password to any other person or share a User Account with any other person. Each person who has access to an Online Surveys Account must use a unique username and password.; Multiple users must not log in using a single set of shared credentials (such as a ‘group account’);

      3. 2.1.3

        to notify Jisc if you become aware of any unauthorised use of Online Surveys through your Online Surveys Account;

      4. 2.1.4

        not to disassemble, decompile, reverse-engineer or create derivative works based on the whole or any part of Online Surveys, nor attempt to do any such thing except to the extent that (by virtue of section 296A of the Copyright, Designs and Patents Act 1988) such actions cannot be prohibited because they are essential for the purpose of achieving inter-operability of Online Surveys with another software program, and provided that the information obtained by you during such activities:

        1. 2.1.4.1

          is used only for the purpose of achieving inter-operability of Online Surveys with another software program with our prior written consent; and

        2. 2.1.4.2

          is not unnecessarily disclosed or communicated to any third party without our prior written consent; and

        3. 2.1.4.3

          is not used to create any software which is substantially similar to Online Surveys without our prior written consent;

      5. 2.1.5

        to ensure you provide up-to-date contact details in Online Surveys;

      6. 2.1.6

        that you will not engage in any activity that interferes with or disrupts Online Surveys (or the servers and networks which are connected to Online Surveys);

      7. 2.1.7

        not to use Online Surveys in a manner that uses a disproportionate share of Online Surveys’ resources. Jisc will notify any user who has designed a survey in such a manner that it uses a disproportionate share of Online Surveys’ resources and affects the experience of other users. Jisc reserves the right to suspend any such survey should the user choose not to take steps that Jisc recommends to address the matter.

      8. 2.1.8

        not to use Online Surveys to transmit or distribute unsolicited bulk email, also known as SPAM. All email recipients must have opted in to, or otherwise validly consented to, receiving communications from you, the sender. In the event of a dispute, you must be able to prove that the recipient validly consented. Online Surveys Accounts may be terminated for sending unsolicited email messages;

      9. 2.1.9

        not to access and use Online Surveys via programmatic, scripted or any other automated means without our prior written consent;

      10. 2.1.10

        not to use Online Surveys in a manner that is likely to harm the reputation of Online Surveys or Jisc. This includes, but is not limited to:

      11. 2.1.11

        misleading survey respondents about the nature of a survey and the use of their data, including claiming a survey is anonymous when it is not;

      12. 2.1.12

        the gratuitous inclusion of violent, pornographic or any other offensive content in a survey;

      13. 2.1.13

        the use of Online Surveys to bully, threaten or harass any person or group of people; and/or

      14. 2.1.14

        the use of Online Surveys to promote any form of violence, abuse or criminal activity;

      15. 2.1.15

        the use of copyrighted material, without permission, in a survey.

      16. 2.1.16

        to be responsible for the use of Online Surveys within your organisation including timely deletion of User Accounts and data;

      17. 2.1.17

        to manage Online Surveys Account Upgrades and Downgrades and other requests on behalf of your organisation (if applicable);

      18. 2.1.18

        to be responsible for the creation of End Users, to supervise and control use of End User access to Online Surveys and ensure Online Surveys is used by your Online Surveys Account’s End Users in accordance with these Terms and Conditions;

      19. 2.1.19

        not to provide, or otherwise make available, access to Online Surveys, including through any form of resale of licencing in whole or in part, in any form to any person or organisation for their own separate business purposes without prior written consent from Jisc.

      20. 2.1.20

        If you are a Consumer, we only supply the use of Online Surveys for domestic and private use. You agree not to use Online Surveys for any commercial, business or re-sale purposes.

      21. 2.1.21

        In the event that you do not comply with the above Condition 2: Responsibilities and Restrictions in these Terms and Conditions we may terminate your Online Surveys Licence and you will forfeit any Fees you have paid for the use of Online Surveys.

  3. 3

    Intellectual property rights

    1. 3.1

      You acknowledge that all intellectual property rights in Online Surveys belong to Jisc, that rights to use Online Surveys are licenced (not sold) to you, and that you have no rights in, or to, Online Surveys or any information therein other than the right to use them in accordance with these Terms and Conditions.

    2. 3.2

      Any intellectual property rights in material generated by you in using Online Surveys shall be your property.

    3. 3.3

      By agreeing to use Online Surveys under these Terms and Conditions you agree to provide Jisc with a non-exclusive, royalty-free licence to use, reproduce, distribute and modify your content solely for the purposes of providing the Online Surveys service to you.

    4. 3.4

      You must not use Online Surveys in a manner which infringes any copyright, patent, trade mark, design or other intellectual property right. You must ensure you have the right to use any files/images that you upload or embed into a survey. Any queries from third parties (or arising from our own audits) regarding copyright, or other intellectual property right, infringement will be passed on to the Licensee. We reserve the right to temporarily disable a survey and/or User Account while any claim of infringement is investigated. If it is subsequently discovered that the survey included content without permission we reserve the right to close your account.

    5. 3.1

      We may access your survey data and survey metadata for the purposes of operating and enhancing Online Surveys, for example, to test backward compatibility of new Online Surveys features.

  4. 4

    Limited warranty

    1. 4.1

      During the term of your Licence, we warrant that Online Surveys, when properly used, will perform substantially in accordance with the Service Levels and functions set out in the Specification.

    2. 4.2

      If, within the term of your Licence to use Online Surveys, you notify Jisc in writing of any defect or fault in Online Surveys that results in its failure to perform substantially in accordance with the Service Levels and the Specification, we will remedy the fault, provided that you make available all the information that may be necessary to help us remedy the defect or fault, including sufficient information to enable us to recreate the defect or fault.

    3. 4.3

      The warranty does not apply:

      1. 4.3.1

        to any failure by you to adequately use Online Surveys in designing, distributing or carrying out analysis of surveys; or

      2. 4.3.2

        if the defect or fault results from you having used Online Surveys in contravention of these Terms and Conditions.

    4. 4.4

      If you are a Consumer, this warranty is in addition to your legal rights in relation to services that are faulty or not as described. Advice about your legal rights is available from your local Citizens Advice Bureau or Trading Standards Office.

    5. 4.5

      Jisc offers no support or warranty for surveys edited outside of Online Surveys including those created in third party tools or changes made to surveys downloaded from Online Surveys itself.

    6. 4.6

      You warrant, represent and undertake that:

      1. 4.6.1

        You have full capacity and authority to enter into and perform this agreement; and there are no actions, or regulatory investigations pending or, to your knowledge, threatened that might affect your ability to meet your obligations under these Terms and Conditions;

      2. 4.6.2

        in relation to these Terms and Conditions and its subject matter, neither you nor any of your employees, sub-contractors or agents or others performing services on your behalf have done (or agreed to do) or will do (or agree to do) anything which constitutes a breach by that Party of the Bribery Legislation and any subordinate legislation made under that Act from time to time together with any guidance or codes of practice issued by the relevant government department concerning such legislation;

      3. 4.6.3

        you will and will require that each of your sub-contractors will, at all times during the term of the Licence comply with Modern Day Slavery Legislation; and

      4. 4.6.4

        you will not engage in any activity, practice or conduct which would constitute either:

        1. 4.6.4.1

          a UK tax evasion facilitation offence under section 45(1) of the Criminal Finances Act 2017; or

        2. 4.6.4.2

          a foreign tax evasion facilitation offence under section 46(1) of the Criminal Finances Act 2017.

      5. 4.6.5

        Jisc does not make any representations, whether express or implied, about whether Online Surveys will operate in combination with any of your or End User equipment and software.

  5. 5

    Limitations of liability

    1. 5.1

      You acknowledge that Online Surveys has not been developed to meet your individual requirements, and that it is therefore your responsibility to ensure that the facilities and functions of Online Surveys, as described in the Specification, meet your requirements.

    2. 5.2

      We shall not, under any circumstances whatever, be liable to you, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, arising under or in connection with these Terms and Conditions, for:

      1. a.

        loss of profits, sales, business or revenue;

      2. b.

        business interruption;

      3. c.

        loss of anticipated savings;

      4. d.

        loss or corruption of data or information;

      5. e.

        loss of business opportunity, goodwill or reputation; or

      6. f.

        any indirect or consequential loss or damage.

    3. 5.3

      Other than the losses set out in Condition 5.2 (for which we are not liable), our maximum aggregate liability under or in connection with these Terms and Conditions, whether in contract, tort (including negligence) or otherwise shall, in all circumstances, be limited to a sum equal to the annual Fee for your Licence to use Online Surveys. This maximum cap does not apply to Condition 5.8.

    4. 5.4

      For Trial Accounts, where no Fee has been paid, the maximum aggregate liability shall be treated as £100 for the purposes of Condition 5.3.

    5. 5.5

      These Terms and Conditions set out the full extent of our obligations and liabilities in respect of the supply and your use of Online Surveys. Except as expressly stated in these Terms and Conditions, there are no conditions, warranties, representations or other terms, express or implied, that are binding on Jisc. Any condition, warranty, representation or other term concerning the supply of Online Surveys which might otherwise be implied into, or incorporated in, these Terms and Conditions whether by statute, common law or otherwise, is excluded to the fullest extent permitted by law.

    6. 5.6

      If you are a Consumer, we only supply the use of Online Surveys for domestic and private use. You agree not to use Online Surveys for any commercial, business or re-sale purposes, and we have no liability to you for any loss of profit, loss of business, business interruption, or loss of business opportunity.

    7. 5.7

      We are only responsible for loss or damage you suffer that is a foreseeable result of our breach of these Terms and Conditions or our negligence up to the amount specified in Condition 5.3, but we are not responsible for any loss or damage that is not foreseeable. Loss or damage is foreseeable if it was an obvious consequence of our breach or if it was contemplated by you and Jisc at the time we granted you the use of Online Surveys under these Terms and Conditions.

    8. 5.8

      Nothing in these Terms and Conditions shall limit or exclude our liability for:

      1. 5.8.1

        death or personal injury resulting from our negligence;

      2. 5.8.2

        fraud or fraudulent misrepresentation; or

      3. 5.8.3

        any other liability that cannot be excluded or limited by English law.

  6. 6

    Termination

    1. 6.1

      Without prejudice to any other rights or remedies, we may terminate your Licence to use Online Surveys with immediate effect by notice in writing to you if:

      1. 6.1.1

        you are in material breach of these Terms and Conditions which is incapable of remedy;

      2. 6.1.2

        you commit a breach of these Terms and Conditions which is capable of remedy but is not remedied within 30 days of receipt of written notice from us, specifying the breach and requesting remedy; or

      3. 6.1.3

        Licensee becomes insolvent, subject to a winding up petition, ceases trading or undergoes a similar event.

    2. 6.2

      In the event of non-renewal of your Licence your Online Surveys Account will be suspended and all User Accounts and survey data will be deleted 35 days after the date of suspension. Your data will be held in backups for a maximum of three months after your data is deleted.

      1. 6.2.1

        Deletion of Trial Accounts is governed by Condition 1.3. If a Trial Account is not upgraded within the stated post-trial access period, it will be permanently deleted in accordance with Condition 1.3.6.

    3. 6.3

      Upon termination for any reason:

      1. 6.3.1

        all rights granted to you for your use of Online Surveys under these Terms and Conditions shall cease; and

      2. 6.3.2

        you must immediately cease all activities authorised by these Terms and Conditions.

  7. 7

    Notices

    1. 7.1

      The Primary Contact for the Online Surveys Account will act as the main point of contact between you and Jisc. Should other defined points of contact fail (e.g. Billing Contact or Admin User), the Primary Contact will be ultimately responsible.

    2. 7.2

      Any notices given in relation to these Terms and Conditions will be given for the attention of the relevant person set out as the Primary Contact, which may, include email or another address or email address which the recipient may designate by notice given in accordance with the provisions of this Condition, with, in the case of Jisc, a copy by email to legal@jisc.ac.uk. Notices regarding the functioning of, or renewal of, your Licence to use Online Surveys can be sent to help@jisc.ac.uk. We will confirm receipt of this by contacting you in writing, usually by e-mail.

    3. 7.3

      A notice will be deemed to have been received: if delivered personally, at the time of delivery; in the case of pre-paid first-class post, 3 Business Days from the date of posting; and in the case of email, upon the email reaching the recipient’s server.

    4. 7.4

      Where notices are to be served by email, the email must contain the following wording in the subject matter field: “Notice served in accordance with the Online Surveys Terms and Conditions”.

  8. 8

    Force Majeure

    1. 8.1

      Neither Party will be liable to the other as a result of any delay or failure to perform its obligations under these Terms and Conditions if and to the extent such delay or failure is caused by an event or circumstance which is beyond the reasonable control of that Party. If such event or circumstances prevent a Party from performing any of our obligations under these Terms and Conditions for more than 30 days continuously, the other Party will have the right, without limiting its other rights or remedies, to terminate these this agreement with immediate effect by giving written notice to the first Party.

  9. 9

    Data Protection Requirements

    1. 9.1

      The Licensee and Jisc shall observe their obligations under the Data Protection Legislation.

    2. 9.2

      The Parties shall comply with the provisions of Schedule 2, Data Protection.

    3. 9.3

      In the event of any conflict between Schedule 2 and any other provision of these Terms and Conditions, the relevant provision of Schedule 2 shall take precedence.

  10. 10

    Freedom of Information Obligations

    1. 10.1

      Jisc is not subject to the requirements of the Freedom of Information Laws and is not obliged to respond to requests for information under the Freedom of Information Laws (“Request for Information“). Without prejudice to the foregoing, and subject to the Licensee’s compliance with Condition 10.2, Jisc will endeavour to inform the Licensee within two (2) Business Days and endeavour to respond to any Request for Information in the spirit of the Freedom of Information Laws where reasonably able to do so. Jisc and the Licensee will assist and cooperate with each other if a Request for Information is received by Jisc.

    2. 10.2

      Jisc acknowledges that the Licensee may be obliged to respond to any Request for Information where it is subject to the requirements of the Freedom of Information Laws. If this is the case the Licensee shall be responsible for determining in its absolute discretion and, notwithstanding any other provision in these Terms and Conditions or any other agreement, whether any information is exempt from disclosure in accordance with the provisions of the Freedom of Information Laws. Without prejudice to the foregoing, if the Licensee receives a Request for Information and such request includes commercially sensitive information or confidential information of Jisc under the Freedom of Information laws, the Licensee shall, as soon as reasonably practicable, notify Jisc of such request and shall consult with Jisc and consider any representations which Jisc may make in relation to the requested disclosure prior to deciding whether to comply with or to refuse the request (in whole or in part).

  11. 11

    Revisions

    1. 11.1

      In order to continuously improve its operations, Jisc may from time to time revise these Terms and Conditions at any time for a variety of reasons, such as to reflect changes in applicable law or updates to the Online Surveys, and to account for new functionality, for security or to prevent abuse or harm. The most current version will always be posted on the Online Surveys Website.

    2. 11.2

      Except as otherwise specified by us, Revisions will be automatically effective after being published on the Online Surveys Website.

    3. 11.3

      Jisc acknowledges that revisions implemented pursuant to Condition 11 (Revisions) are intended to clarify or improve your rights or benefits. However, if any Revision would reduce your rights or benefits, then Jisc will notify you as well as publishing the Revision on the Jisc website. Notice of Revisions may also be posted upon your login to your account. Once our new terms are effective (and subject to Condition 11.4) if you continue to use Online Surveys, you indicate your agreement to be bound by the revised Terms and Conditions.

    4. 11.4

      If you, acting reasonably, cannot accept any Revision, you may terminate your Online Surveys Licence by giving Jisc written notice. In such case, you will be entitled to a pro-rata rebate of any charges already paid.

  12. 12

    Payment

    1. 12.1

      If the Licensee fails to pay any amount properly due and payable by it under these Terms and Conditions, this will be a material breach for the purposes of Condition 6, and Jisc will additionally have the right to:

      1. 12.1.1

        charge interest on the overdue amount at the rate of 4 per cent per annum above the base rate for the time being of the Bank of England accruing on a daily basis from the due date up to the date of actual payment, whether before or after judgment; and

      2. 12.1.2

        on 5 Business Days’ written notice (in the absence of receipt of a disputed invoice notice from Licensee) suspend the provision of Online Surveys until such amounts have been paid in full by the Licensee and Jisc will be entitled to continue charging the Licensee for during such period of suspension.

    2. 12.2

      Save where the Licensee’s non-payment relates to a bona fide dispute, the Licensee will not have any right to withhold, or any right of set-off, with respect to payments due to Jisc under these Terms and Conditions.

  13. 13

    Confidentiality

    1. 13.1

      Each Party agrees to keep confidential and, subject to Condition 13.2, not to disclose to any third party any Confidential Information (excluding information which is or becomes public knowledge other than as a result of the default of the recipient) and to use any such Confidential Information only for the purposes of and in accordance with these Terms and Conditions or as required by law.

    2. 13.2

      Nothing in these Terms and Conditions will prohibit or limit either Party’s use of Confidential Information

      1. 13.2.1

        previously known to it without obligation of confidence,

      2. 13.2.2

        independently developed by or for it,

      3. 13.2.3

        acquired by it from a third party which is not, to its knowledge, under an obligation of confidence with respect to such information,

      4. 13.2.4

        which is or becomes publicly available through no breach of these Terms and Conditions,

      5. 13.2.5

        where such use/disclosure is required by Applicable Law or by a court with the relevant jurisdiction if, to the extent not prohibited by Applicable Law, the recipient Party notifies the disclosing Party of the full circumstances, the affected Confidential Information and extent of the disclosure,

      6. 13.2.6

        on a confidential basis, to its auditors, or

      7. 13.2.7

        on a confidential basis, to its professional advisers or others within its Group, on a need-to-know basis.

    3. 13.3

      Each Party agrees to immediately notify the disclosing Party if it suspects unauthorised access, copying, use or disclosure of the Confidential Information.

    4. 13.4

      Notwithstanding Condition 13.1, the Licensee agrees that Jisc may disclose data derived from the provision of Online Surveys on an aggregated or un-aggregated basis, provided such disclosure does not identify the Licensee.

  14. 14

    Other important terms

    1. 14.1

      Subject to Condition 14.2 neither Party will at any time assign or transfer all or any of its rights or obligations under these Terms and Conditions without the prior written consent from of the other Party (such consent not to be unreasonably withheld or delayed).

    2. 14.2

      Jisc may at any time by written notice assign or transfer all or any of our rights or obligations under these Terms and Conditions to another member of our Group. Jisc will be entitled to sub-contract any of our obligations, and sub-licence any of our rights under these Terms and Conditions without your consent.

    3. 14.3

      Nothing in these Terms and Conditions will be construed as constituting or evidencing any partnership, contract of employment or joint venture of any kind between you or us or as authorising either you or us to act as agent for the other. Neither you nor we will have authority to make representations for, act in the name of or on behalf of, or otherwise to bind the other Party in any way.

    4. 14.4

      These Terms and Conditions and any related order or quote form, constitute the entire agreement between you and us and supersedes all prior agreements, understandings or arrangements (both oral and written) relating to the subject matter of this agreement. Each Party acknowledges and agrees that it does not enter into these Terms and Conditions on the basis of and does not rely, and has not relied upon, and will have no remedy in respect of, any statement or representation or warranty or other provision made, given or agreed to by the other Party (whether negligently or innocently made) except those expressly repeated or referred to in these Terms and Conditions and the only remedy available in respect of any misrepresentation or untrue statement made to it will be a claim for breach of contract under these Terms and Conditions. Nothing in this Condition will operate to limit or exclude liability for fraud.

    5. 14.5

      If we fail to insist you perform any of your obligations under these Terms and Conditions, or if we do not enforce our rights against you, or if we delay in doing so, that will not mean that we have waived our rights against you and will not mean that you do not have to comply with those obligations. If we do waive a default by you, we will only do so in writing, and that will not mean that we will automatically waive any later default by you.

    6. 14.6

      We may be required to review content to determine if it is appropriate or if it is violating any terms of service such as our receipt of a report of unlawful content, however we have no obligation to monitor or review content.

    7. 14.7

      Both Parties agree that in the event of a dispute they will first attempt to resolve the matter through good faith discussions and the production of an agreed improvement plan. If the matter is not resolved, it will be escalated to higher levels of management via the management contacts as agreed between the Parties in writing. If the dispute is not resolved through discussion the Parties will use a mutually agreed alternative dispute resolution process prior to resorting to litigation as a last resort.

    8. 14.8

      No third party is entitled to the benefit of these Terms and Conditions under the Contracts (Rights of Third Parties) Act 1999. The right of either Party to vary or terminate this agreement will not be subject to the consent of any third party.

    9. 14.9

      Any price changes will become effective upon Licence renewal or immediately upon our agreement to provide additional services.

    10. 14.10

      If you wish to downgrade your Online Surveys Account this can only be done at renewal time. No refunds will be available during the term of your Licence.

    11. 14.11

      If you wish to upgrade your Online Surveys Account during your existing Licence term, we will calculate the cost of the upgrade on a daily rate for the remainder of that term. The additional functionality will be added on payment of the additional fee as notified to you.

    12. 14.12

      Each of the conditions of these Terms and Conditions operates separately. If any court or competent authority decides that any of them are unlawful or unenforceable, the remaining conditions will remain in full force and effect.

    13. 14.13

      Subject to Condition 11 no variation to these Terms and Conditions will be effective unless it is agreed in writing and signed by authorised signatories for both Parties.

    14. 14.14

      These Terms and Conditions will be governed by English law, and the English Courts will have exclusive jurisdiction to deal with disputes arising out of or in connection with these Terms and Conditions.

Schedule 1 – Online Surveys Service Levels

  1. 1

    Introduction

    1. 1.1

      This Service Level Agreement sets out the levels of availability and support the Licensee can expect from Jisc.

  2. 2

    Helpdesk

    1. 2.1

      Support materials are available for all users at https://onlinesurveys.jisc.ac.uk/category/helpandsupport/

  3. 3

    Support hours

    1. 3.1

      Support hours are 09:00 – 17:00, Monday to Friday, excluding Bank Holidays and Jisc closure days.

  4. 4

    Enhancements

    1. 4.1

      The Licensee acknowledges that, from time to time during the term of their Licence, Jisc may apply enhancements to Online Surveys, and that such enhancements may, subject to paragraph 4.2, result in changes to the appearance and/or functionality of Online Surveys.

    2. 4.2

      No enhancement shall disable, delete or (significantly) impair the main functionality of Online Surveys as set out in the Specification.

    3. 4.3

      Details of planned enhancements will be published on the Online Surveys Website.

  5. 5

    Scheduled maintenance

    1. 5.1

      Any scheduled maintenance will be publicised on the Online Surveys Website prior to being carried out. Jisc will do everything possible to minimise and avoid downtime during such maintenance.

  6. 6

    Backup and restoration

    1. 6.1

      Online surveys is hosted on a fully backed up infrastructure. In the event of machine failure we will make all reasonable efforts to restore service as quickly as possible.

  7. 7

    Bulk email and Survey responses

    1. 7.1

      If your Online Surveys Account permits the bulk sending of emails to potential survey respondents then rates of email sending and size and number of emails will be restricted. Details of the restrictions can be found on the Online Surveys Website and may be changed without warning.

    2. 7.2

      Unless otherwise agreed with Jisc in writing, there is a cap on the number of responses for any single survey of 20,000 –see the relevant help and support pages.

Schedule 2 – Data Protection

  1. 1

    Definitions

    1. 1.1

      The following definitions apply to this Data Protection Schedule

      Agreement
      means the agreement between Jisc and the Licensee or Trial Account Holder for the provision of the Service;
      Applicable Law
      means all applicable laws, statutes, regulations, decree directives, legislative enactments, orders, binding decisions of a competent Court or Tribunal, rule, regulatory policies, guidelines, codes, other binding restriction, regulatory permits and licences applicable under law which are in force from time to time during the term of this Agreement to which a Party and/or any Processing of Personal Data is subject from time to time;
      Confidential Information

      means:

      1. this Agreement, and in respect of each Party, all information and data of whatever nature whether disclosed orally, in writing or by any other means which relates to a Party's (or any Group company's) existing or potential customers and personnel, trade secrets, know-how, research, developments, technical and business information relating to products, methods and processes, and any other information whether or not designated as confidential information but which by its nature is confidential;
      2. notes, reviews, analysis, reports and other information derived from any of the information in paragraph (a) above; and
      3. information designated as confidential or commercially sensitive or which might reasonably be considered as such;
      Controller, Processor and Data Subject
      have the meanings given to those terms in the UK GDPR;
      Data Protection Legislation
      means (a) any law, statute, declaration, decree, directive, legislative enactment, order, ordinance, regulation, rule or other binding restriction which relates to the protection of individuals privacy or with regards to the Processing of Personal Data to which a Party is subject for the purposes of this Agreement, including the Data Protection Act 2018 and the General Data Protection Regulation 2016/679 (EU GDPR) as each is amended in accordance with the Data Protection, Privacy and Electronic Communications (Amendments etc) (EU Exit) Regulations 2019 (as amended by SI 2020 no. 1586) and incorporated into UK law under the UK European Union (Withdrawal) Act 2018, as amended to be referred to as DPA 2018 and the UK GDPR respectively; and (b) any code of practice or guidance published by the ICO or European Data Protection Board from time to time;
      Data Protection Particulars

      means, in relation to any Processing under this Agreement:

      1. the subject matter and duration of the Processing;
      2. the nature and purpose of the Processing;
      3. the type of Personal Data being Processed; and
      4. the categories of Data Subjects.
      Data Subject Request
      means an actual or purported subject access request or notice or complaint from (or on behalf of) a Data Subject exercising their rights under the Data Protection Legislation;
      Data Transfer
      means transferring the Personal Data to, and/or accessing the Personal Data from and/or Processing the Personal Data within, a jurisdiction or territory that is not a Permitted Country;
      ICO
      means the UK Information Commissioner (including any successor or replacement);
      Permitted Country
      means any country, territory or jurisdiction that is outside of the UK which is the subject of an adequacy determination by the UK Secretary of State or which is contained in Schedule 21, Part 3, Paragraph 5 of the Data Protection Act 2018;
      Permitted Purpose
      means the purpose of the Processing as specified in the Data Protection Particulars;
      Personal Data
      has the meaning given to it in the UK GDPR and for the purposes of this Agreement includes Sensitive Personal Data;
      Personal Data Breach
      has the meaning given to it in the UK GDPR and, for the avoidance of doubt, includes a breach of Clause 4.1.3;
      Personnel
      means all persons engaged or employed from time to time by Jisc in connection with this Agreement, including employees, consultants, contractors and permitted agents;
      Processing
      has the meaning given to it in the UK GDPR (and “Process” and “Processed” shall be construed accordingly);
      Processor
      has the meaning given to it in the UK GDPR;
      Regulator
      means the ICO and any other independent public authority which has jurisdiction over a Party, including any regulator or supervisory authority which is responsible for the monitoring and application of the Data Protection Legislation;
      Regulator Correspondence
      means any correspondence or communication (whether written or verbal) from the Regulator in relation to the Processing of the Personal Data under or in relation to this Agreement;
      Security Requirements
      means the requirements regarding the security of the Personal Data, as set out in the Data Protection Legislation (including, in particular, the measures set out in Article 32(1) of the UK GDPR (taking due account of the matters described in Article 32(2) of the UK GDPR)) as applicable;
      Sensitive Personal Data
      means Personal Data that incorporates such categories of data as are listed in Article 9(1) of the UK GDPR and Personal Data relating to criminal convictions and offences;
      Service
      means the Online Surveys service provided by Jisc;
      Schedule
      means this schedule which forms part of the Agreement.
      Third Party Request
      means a written request from any third party for disclosure of Personal Data where compliance with such request is required or purported to be required by law or regulation;
  2. 2

    Arrangement between the Parties

    1. 2.1

      The Parties shall each Process the Personal Data in accordance with the terms of this Schedule. The Parties acknowledge that the factual arrangement between them dictates the classification of each Party in respect of the Data Protection Legislation.  Notwithstanding the foregoing, the Parties anticipate and agree that the Licensee shall act as Controller and Jisc shall act as Processor, as follows:

      1. 2.1.1

        The Licensee shall be a Controller where it is Processing the Personal Data in relation to the Services being supplied by Jisc; and

      2. 2.1.2

        Jisc shall be a Processor where it is Processing the Personal Data in relation to the Permitted Purpose in connection with the performance of its obligations under these Service terms.

    2. 2.2

      Each of the Parties acknowledges and agrees that the following table sets out an accurate description of the Data Protection Particulars:

      ParticularDescription
      The subject matter and duration of the ProcessingOnline Surveys provides tools and functionality to create, deliver, and analyse surveys. The End User, managed by the Licensee or Trial Account Holder, has the capacity to run surveys which may capture a range of information about a Data Subject (which may include Personal Data). The duration of the Processing will be for the term of the Service agreement between the Licensee or Trial Account Holder and Jisc. For Trial Accounts, Processing will continue only for the Trial Period and any stated post-trial access period, unless the Trial Account is upgraded to a paid Licence. If the Trial Account is not upgraded within the stated post-trial access period, the Trial Account, surveys and response data will be permanently deleted in accordance with Condition 1.3.8.
      The nature and purpose of the ProcessingThe Personal Data will be Processed in order to provide the Service ordered by the Licensee.
      The type of Personal Data being ProcessedEnd Users have the capacity to collect any type of Personal Data, this may include (but is not limited to) users first name, last name, email address, phone number, date of birth and university ID.
      The categories of Data SubjectsEnd Users of an Online Surveys account. Individuals that have responded to a survey created by End Users
  3. 3

    Controller Obligations

    1. 3.1

      As the Controller in respect of the Processing of the Personal Data, the Licensee shall ensure that:

      1. 3.1.1

        it is not subject to any prohibition or restriction which would prevent or restrict it from disclosing or transferring the Personal Data to Jisc in accordance with the terms of this Schedule; and

      2. 3.1.2

        all fair processing notices have been given (and/ or, as applicable, consents obtained) and are sufficient in scope to allow the Licensee to disclose the Personal Data (including any Sensitive Personal Data) to Jisc for the delivery of the Service in accordance with the Data Protection Legislation.

  4. 4

    Processor Obligations

    1. 4.1

      Jisc (as a Processor in relation to any Personal Data Processed by (or on behalf of) the Licensee pursuant to the Agreement) undertakes to the Licensee that it shall:

      1. 4.1.1

        Process the Personal Data for and on behalf of the Licensee in connection with the performance of the Service only and for no other purpose in accordance with the terms of this Agreement and any instructions from the Licensee;

      2. 4.1.2

        unless prohibited by law, promptly notify the Licensee (and in any event within forty-eight (48) hours of becoming aware of the same) if it considers, in its opinion (acting reasonably) that it is required by Applicable Law to act other than in accordance with the instructions of the Licensee, including where it believes that any of the Licensee’s instructions under Clause 4.1.1 infringes any of the Data Protection Legislation;

      3. 4.1.3

        implement and maintain appropriate technical and organisational security measures to comply with at least the obligations imposed on a Controller by the Security Requirements. If requested by the Licensee, Jisc will provide a description of the technical and organisational security measures that Jisc will implement and maintain;

      4. 4.1.4

        take all reasonable steps to ensure the reliability and integrity of any of the Personnel who shall have access to the Personal Data, and ensure that each member of Personnel shall have entered into appropriate contractually-binding confidentiality undertakings;

      5. 4.1.5

        notify the Licensee promptly, and in any event within forty-eight (48) hours, upon becoming aware of any actual or suspected, threatened or ‘near miss’ Personal Data Breach, and:

        1. 4.1.5.1

          implement any measures necessary to restore the security of compromised Personal Data;

        2. 4.1.5.2

          assist the Licensee to make any notifications to the Regulator and affected Data Subjects;

      6. 4.1.6

        notify the Licensee promptly (and in any event within ninety-six (96) hours) following its receipt of any Data Subject Request or Regulator Correspondence and shall:

        1. 4.1.6.1

          not disclose any Personal Data in response to any Data Subject Request or Regulator Correspondence without the Licensee’s prior written consent; and

        2. 4.1.6.2

          provide the Licensee with all reasonable co-operation and assistance required by the Licensee in relation to any such Data Subject Request or Regulator Correspondence;

      7. 4.1.7

        not disclose Personal Data to a third party in any circumstances without the Licensee’s prior written consent, other than:

        1. 4.1.7.1

          in relation to Third Party Requests where Jisc is required by law to make such a disclosure, in which case it shall use reasonable endeavours to advise the Licensee in advance of such disclosure and in any event as soon as practicable thereafter, unless prohibited by law or regulation from notifying the Licensee;

        2. 4.1.7.2

          to Jisc’s employees, officers and advisers who need to know such information for the purposes of Jisc performing its obligations under this Agreement and in this respect Jisc shall ensure that its employees, officers and advisers to whom it discloses the Personal Data are made aware of their obligations with regard to the use and security of Personal Data under this Agreement; and

        3. 4.1.7.3

          to a sub-contractor appointed in accordance with Clause 5.

      8. 4.1.8

        not make (nor instruct or permit a third party to make) a Data Transfer without putting in place measures to ensure the Licensee’s compliance with Data Protection Legislation;

      9. 4.1.9

        on the written request of the Licensee, and with reasonable notice, allow representatives of the Licensee to audit Jisc in order to ascertain compliance with the terms of this Clause 4 and/ or to provide the Licensee with reasonable information to demonstrate compliance with the requirements of this Clause 4, provided that:

        1. 4.1.9.1

          the Licensee shall only be permitted to exercise its rights under this Clause 4.1.9 no more frequently than once per year (other than where an audit is being undertaken by a Licensee in connection with an actual or ‘near miss’ Personal Data Breach, in which case, an additional audit may be undertaken each year by the Licensee within thirty (30) days of the Licensee having been notified of actual or ‘near miss’ Personal Data Breach);

        2. 4.1.9.2

          each such audit shall be performed at the sole expense of the Licensee;

        3. 4.1.9.3

          the Licensee shall not, in its performance of each such audit, unreasonably disrupt the business operations of Jisc;

        4. 4.1.9.4

          the Licensee shall comply with Jisc’s health and safety, security, conduct and other rules, procedures and requirements in relation to Jisc’s property and systems which have been notified by Jisc to the Licensee in advance; and

        5. 4.1.9.5

          in no case shall the Licensee be permitted to access any data, information or records relating to any other customer of Jisc.

      10. 4.1.10

        except to the extent required by Applicable Law, on the date of termination or expiry of the Agreement(as applicable), cease Processing any of the Personal Data and, within sixty (60) days of the date being applicable under this Clause 4.1.10, return or destroy (as directed, in writing, by the Licensee) the Personal Data belonging to, or under the control of, the Licensee and ensure that all such data is securely and permanently deleted from its systems, provided that Jisc shall be entitled to retain copies of the Personal Data for evidential purposes and to comply with legal and/or regulatory requirements;

      11. 4.1.11

        assist the Licensee in ensuring compliance with the obligations pursuant to Articles 32 to 36 of the UK GDPR taking into account the nature of Processing and the information available to Jisc, provided that Jisc shall be entitled to charge a fee to the Licensee (on a time and materials basis and at such rate notified by Jisc to the Licensee from time to time) in respect of providing any such assistance to the Licensee.

  5. 5

    Sub-contractors

    1. 5.1

      Jisc may from time to time use sub-contractors to perform all or any part of its obligations under this Schedule. Jisc shall notify the Licensee prior to appointing a sub-contractor. The Licensee may object to the appointment of any sub-contractor and Jisc shall reasonably take into account the views of the Licensee in appointing any such sub-contractor, but for the avoidance of doubt the appointment of any sub-contractor shall be at Jisc’s absolute discretion and Jisc shall have no obligation to act in accordance with any objection raised by the Licensee. Information regarding the sub-contractors Jisc uses from time to time in connection with the performance of the Service can be found on the Service website.

    2. 5.2

      Jisc may from time to time disclose Personal Data to its sub-contractors (or allow its sub-contractors to access Personal Data) for Processing solely in connection with the fulfilment of the Permitted Purpose.

    3. 5.3

      Where Jisc uses a sub-contractor to Process Personal Data for or on its behalf, it will ensure that the sub-contractor contract (as it relates to the Processing of Personal Data) is on terms which are substantially the same as, and in any case no less onerous than, the terms set out in Clause 4 of this Schedule.

    4. 5.4

      Jisc shall remain liable to the Licensee for the acts, errors and omissions of any of its sub-contractors to whom it discloses Personal Data, and shall be responsible to the Licensee for the acts, errors and omissions of such sub-contractor as if they were Jisc’s own acts, errors and omissions to the extent that Jisc would be liable to the Licensee under this Agreement for those acts and omissions.