1. Acceptance of terms
By accessing or using the OnePointe Service, you agree to these Terms. If you are accepting these Terms on behalf of an Institution, you represent that you have the authority to bind that Institution.
Negotiated agreements take precedence. If your Institution has signed a Master Subscription Agreement, Order Form, or other written agreement with OnePointe, that agreement governs your use of the Service and any conflict with these Terms is resolved in favor of the negotiated agreement.
2. The Service
OnePointe provides a cloud-based case management platform for higher education and similar institutions. The specific functionality, modules, and storage limits available to your Institution are defined by your subscription plan and any applicable Order Form.
We continuously improve the Service. We may add, modify, or remove features. Material changes that reduce functionality will be communicated to Institution administrators with at least 30 days' advance notice.
3. Accounts & access
Each User must have their own account. Sharing credentials is prohibited. The Institution is responsible for maintaining the accuracy of its user roster and for promptly deactivating accounts when a User leaves or changes role.
You agree to:
- Maintain the confidentiality of your authentication credentials
- Notify us immediately of any unauthorized access
- Use the Service only for the purpose authorized by your Institution
- Comply with applicable law and your Institution's policies
4. Fees & payment
Subscription fees are set out in your Order Form. Fees are due net 30 from invoice date unless otherwise specified. Late payments accrue interest at 1.5% per month or the maximum permitted by law, whichever is less.
Fees are non-refundable except where expressly stated. If we suspend the Service for non-payment, we may continue to charge for that period.
OnePointe will not raise prices during a contracted term. Renewal pricing will be communicated at least 90 days before renewal.
5. Customer data
Ownership. Your Institution retains all rights, title, and interest in the data it submits to the Service ("Customer Data"). OnePointe receives only a limited license to process Customer Data as necessary to provide the Service.
Use of Customer Data. We process Customer Data only as instructed by the Institution and as required to deliver the Service. We do not sell Customer Data, use it to train AI models for other Institutions, or share it with advertisers.
Export. At any time during your subscription, your Institution may export Customer Data in a structured, machine-readable format using the export functionality in the Service. Upon termination, we will provide a final export upon written request within 30 days.
Deletion. Upon termination, Customer Data is retained for 90 days to allow for export, then irreversibly deleted from production systems. Backup deletion follows the standard 90-day backup retention cycle.
For more on how we handle data, see our Privacy Policy.
6. Prohibited use
You may not use the Service to:
- Violate any law, regulation, or third-party right
- Transmit malicious code, conduct denial-of-service attacks, or interfere with the Service
- Probe, scan, or test the vulnerability of the Service except under our published responsible disclosure program
- Reverse engineer, decompile, or attempt to derive source code from the Service
- Resell, sublicense, or rent the Service to a third party
- Process data for purposes outside the legitimate operations of your Institution
7. Intellectual property
The Service, including all software, design, content, and trademarks, is owned by OnePointe and protected by intellectual property laws. We grant you a limited, non-exclusive, non-transferable license to use the Service during your subscription term solely as authorized.
Feedback you provide is voluntary, and we may use it without restriction or compensation. We retain ownership of any derivative improvements we make to the Service in response to feedback.
8. Warranties & disclaimers
OnePointe warrants that the Service will perform materially in accordance with its published documentation. Your sole remedy for breach of this warranty is the correction of the non-conformity or, at our option, a pro-rated refund of fees paid for the affected period.
Except as expressly stated, the Service is provided "as is." We disclaim all other warranties, express or implied, including warranties of merchantability, fitness for a particular purpose, and non-infringement, to the maximum extent permitted by law.
9. Limitation of liability
To the maximum extent permitted by law:
- Neither party is liable for indirect, incidental, special, consequential, or punitive damages, including lost profits or lost data, even if advised of the possibility
- Each party's total liability under these Terms is limited to the fees paid by the Institution in the 12 months preceding the claim
These limits do not apply to: (a) breach of confidentiality, (b) indemnification obligations, (c) gross negligence or willful misconduct, or (d) amounts owed under Section 4.
10. Term & termination
These Terms remain in effect during the subscription term as specified in your Order Form. Either party may terminate for material breach if the breach is not cured within 30 days of written notice.
Upon termination:
- Your access to the Service ends
- You may export Customer Data for 30 days
- Customer Data is deleted per Section 5
- Sections that by their nature should survive (5, 7, 9, 11, 12) survive termination
11. Governing law
These Terms are governed by the laws of the State of Delaware, without regard to its conflict of laws principles. The parties agree to exclusive jurisdiction in the state and federal courts located in New Castle County, Delaware, except that either party may seek injunctive relief in any court of competent jurisdiction.
12. General
Entire agreement. These Terms, together with any negotiated agreement, Order Form, and our Privacy Policy, constitute the entire agreement between the parties.
Amendments. We may update these Terms; material changes will be notified to Institution administrators 30 days in advance.
Assignment. Neither party may assign these Terms without the other's written consent, except in connection with a merger, acquisition, or sale of substantially all assets.
Notices. Notices must be in writing and delivered to the contact addresses on file. Email is sufficient for routine notices.
Severability. If any provision is unenforceable, the remainder of these Terms remain in effect.
Questions about these Terms? Contact us.
