Legal
Terms of Service
These terms govern your institution's use of AcadiFlow. They are written to be read — plainly, and without burying the parts that matter to you in the middle of a paragraph.
- Effective from
- Version
- 1.0
On this page
Who this agreement is with
AcadiFlow is a product of Utkal Technologies, a company registered in India with its registered office at Bhubaneswar, Odisha, India. In these terms, "we", "us" and "our" mean Utkal Technologies.
"You" means the institution that subscribes to the service — the school, college, coaching institute or group of campuses named on the order. An individual who signs up on behalf of an institution confirms they are authorised to bind it. Where no institution is named, these terms bind the individual who created the account.
By creating an account, subscribing, or using the service, you accept these terms. If you do not accept them, do not use the service.
Definitions
A handful of words are used precisely throughout. They mean this and nothing wider:
| Service | The AcadiFlow application, its administrator, teacher, parent and student portals, its APIs, and the public result-lookup and certificate-verification pages. |
|---|---|
| Organisation | Your tenant within the service. Every record we hold for you belongs to exactly one organisation, and queries are scoped to it. |
| Authorised User | Anyone your administrators give access to — staff, teachers, students, and the guardians they invite. |
| Customer Data | Everything you or your Authorised Users put into the service, and everything the service derives from it: student records, attendance, marks, fee ledgers, documents and generated certificates. |
| Subscription Term | The billing period you have paid for — monthly or annual — starting on the day the subscription begins and renewing until cancelled. |
Accounts and eligibility
You must give accurate registration details and keep them current. Credentials are personal to each Authorised User and must not be shared; a shared staff login makes the audit log meaningless, which defeats the one control a school most needs when a mark is disputed.
You are responsible for activity under your organisation's accounts, including activity by Authorised Users, except where it results from our own failure to keep the service secure. Tell us promptly at grievance@utkaltechnologies.com if you believe an account has been compromised.
The service is not offered to a child creating an account on their own behalf. Student and guardian accounts exist only because an institution created them or invited them, which is the point of the invitation model described in clause 4.
Your administrators control your organisation
This is the clause most worth understanding, because it decides who to ask when something needs changing.
Your administrators decide who gets an account, what role each account holds, and what each role can see. Teachers are scoped to their own sections. Guardians are invited against a specific student rather than registering themselves with an admission number. Students see their own record. We do not create, promote, or remove users in your organisation, and we do not read your records except as clause 12 permits.
It follows that a request to correct a mark, change a fee entry, or remove a student record goes to your institution, not to us. We can only act on such a request on your instruction, and we will refer a data subject who contacts us directly back to you — see clause 15 of the Privacy Policy.
Free trial
New organisations may use the service free for 14 days. No payment card is required to start, and we do not charge you automatically when the trial ends.
Trial organisations get the full feature set so the evaluation is a real one. They carry no availability commitment and no support commitment beyond best effort, and we may set reasonable usage limits.
If you do not subscribe, we retain trial data for 30 days after the trial ends and then delete it. Export anything you want to keep before then.
Fees, taxes and billing
Subscription fees are those published on our pricing page or set out in your order, and are payable in advance for each Subscription Term. Prices are exclusive of taxes; Goods and Services Tax and any other applicable tax is charged in addition at the prevailing rate, and we issue a tax invoice for each payment.
Online payments are processed by Razorpay. Your card, UPI and bank details are entered on Razorpay's systems — we neither receive nor store them.
Subscriptions renew automatically for successive terms at the then-current price until cancelled. We give at least 30 days' notice before a price increase takes effect, and an increase never applies to a term you have already paid for.
If a payment fails we will retry and notify you. Where an invoice remains unpaid 14 days after it falls due we may suspend the service under clause 19 — but we will not delete Customer Data for non-payment before the deletion schedule in clause 21 has run.
This clause governs what you pay us. Fees your institution collects from parents through the service are between your institution and those parents; we are not a party to them and do not hold them.
Cancellation and refunds
You may cancel at any time from your billing settings or by writing to grievance@utkaltechnologies.com. Cancellation takes effect at the end of the Subscription Term you have paid for: the service continues until then, and the subscription does not renew.
We do not refund the unused part of a term that has already started, because the trial exists precisely so that the decision is made before any money changes hands. Two exceptions, and we apply them without argument:
- A duplicate or mistaken charge is refunded in full.
- Where the service is materially unavailable for a sustained period through our fault and we cannot restore it, we refund the affected part of the term pro rata.
- Where a statute or a consumer forum requires a refund, that requirement prevails over this clause.
Acceptable use
Use the service for running your institution. Do not use it to:
- Upload anything unlawful, defamatory, or infringing, or any personal data you have no lawful basis to hold.
- Attempt to access another organisation's data, probe or circumvent the tenant isolation, or test the security of the service without our prior written consent.
- Resell, sublicense, or provide the service to a third party as a bureau service, except where your order expressly covers a group of campuses.
- Reverse engineer the service, or copy its look, structure or workflows to build a competing product.
- Interfere with the service's operation — automated scraping, load that degrades it for others, or circumventing rate limits.
- Send communications through the service that the recipient has not agreed to receive and that are unrelated to your institution's business with them.
Customer Data belongs to you
As between you and us, you own all Customer Data and all rights in it. Nothing in these terms transfers any of it to us.
You grant us a limited licence to host, copy, transmit, display and process Customer Data strictly to provide, secure and support the service, and to comply with law. That licence is co-extensive with the service and ends when the data is deleted under clause 21.
What that licence does not include, stated explicitly because the question is always asked: we do not sell Customer Data, we do not share it for advertising, we do not use it to build profiles of students, and we do not use it to train machine learning models — our own or anyone else's.
Aggregate statistics we derive about the service itself — request volumes, error rates, feature usage counts — are not Customer Data, provided they identify neither you nor any individual.
Data protection roles
For personal data in your organisation — students, guardians and staff — your institution is the Data Fiduciary under the Digital Personal Data Protection Act 2023 and we are a Data Processor acting on your instructions. You decide what is collected and why; we provide the system that holds it.
We process that data only to provide the service, only on your documented instructions, and only through the sub-processors listed in the Privacy Policy. We impose equivalent obligations on each of them and remain answerable to you for their performance.
For personal data we collect in our own right — a visitor to this website, a prospect who fills in the contact form, the billing contact on your account — we are the Data Fiduciary and the Privacy Policy applies directly.
The Privacy Policy is incorporated into these terms by reference. Where your institution requires a separate data processing agreement for its own compliance file, write to privacy@utkaltechnologies.com and we will execute one.
Availability, support and changes to the service
We aim to keep the service continuously available and we monitor it actively. Availability commitments expressed as a percentage apply only where your order or plan states one; where it does not, the service is provided on a commercially reasonable efforts basis. Free trials carry no availability commitment.
Planned maintenance is scheduled outside Indian school hours wherever it can be, and we give advance notice of anything expected to interrupt the service.
We improve the service continuously and may change how a feature works. We will not materially reduce the core functionality of a plan during a term you have paid for; if we discontinue a material feature, we will tell you at least 60 days beforehand and you may cancel for a pro-rata refund of the remainder of the term.
When we access your data
Our staff access Customer Data only when there is a reason to: to resolve a support request you raised, to investigate a fault or a security incident, or where the law compels us. Access is limited to the people who need it and is recorded.
Where support requires acting inside your organisation, we use the impersonation facility, which shows a banner for the whole session and writes to the audit log. Silent impersonation is not available to us — not as a policy, but because the product does not implement it.
If we receive a government or law-enforcement demand for Customer Data, we will tell you before disclosing anything unless we are legally barred from doing so, and we will disclose no more than the demand requires.
Third-party services
The service integrates with third parties — Razorpay for payments, an email provider for notifications, a file storage provider for uploads. Their own terms govern their services, and we are not responsible for their acts beyond our obligations as their customer under clause 10.
Where you connect an optional integration of your own, you authorise the exchange of data that the integration requires, and that exchange is at your instruction.
Our intellectual property
We own the service, its software, design, documentation and the AcadiFlow name and marks. You get a non-exclusive, non-transferable right to use the service during your subscription, and nothing more.
If you send us feedback or a feature request, we may act on it freely and without obligation. You keep every right you had in it; you simply do not acquire a claim over the product because you suggested something.
Confidentiality
Each of us may learn the other's confidential information. Each will use it only for the purposes of these terms, protect it with at least reasonable care, and disclose it only to people who need it and are under equivalent obligations.
This does not apply to information that is public through no breach, was already known without restriction, or is independently developed. Where disclosure is legally compelled, the disclosing party gives notice where it lawfully can.
Warranties and disclaimers
We warrant that we will provide the service with reasonable skill and care, and that we have the right to grant the rights in these terms.
Beyond that, and to the fullest extent the law allows, the service is provided as is. We do not warrant that it will be uninterrupted or error free, or that it will meet a requirement we have not agreed in writing.
One disclaimer is specific and important: the service computes results, grades and fee balances from the data and rules you configure. It does not verify that your grading rules match your board's regulations, and the output of a report card or a certificate remains your institution's academic record and your institution's responsibility. Check the rule set against your board before you publish results from it.
Nothing here excludes a liability that cannot lawfully be excluded, including for death or personal injury caused by negligence, or for fraud.
Limitation of liability
Neither of us is liable to the other for indirect or consequential loss, or for loss of profits, revenue, goodwill, or anticipated savings, however caused.
Our total aggregate liability arising out of or in connection with these terms is limited to the total fees you paid us in the twelve months immediately before the event giving rise to the claim.
We say plainly why this cap exists rather than leaving it to look like boilerplate: the fees for a school ERP are a small fraction of the value of the operations it supports, and no supplier at this price can underwrite the whole of a customer's academic and financial operation. The cap is what makes the price the price. An institution that needs a higher limit can ask for one, and it is a commercial conversation rather than a refusal.
The limits in this clause do not apply to your obligation to pay fees, to either party's breach of clause 15, or to a liability that cannot lawfully be limited.
Indemnity
You will indemnify us against claims arising from Customer Data or from your use of the service in breach of clause 8 — including a claim that data you uploaded infringes a third party's rights or was held without a lawful basis.
We will indemnify you against a third-party claim that the service as supplied by us infringes that party's intellectual property rights, provided you notify us promptly, let us conduct the defence, and do not settle without our consent.
Suspension
We may suspend the service, in whole or in part, where an invoice is more than 14 days overdue, where use breaches clause 8, or where continued operation presents a security risk to you, to us, or to another customer.
Except where an immediate suspension is necessary to contain a security risk, we give notice and a reasonable opportunity to fix the problem first. Suspension is not termination: the data stays, and the service is restored when the cause is resolved.
Term and termination
These terms run for as long as you have an account. Either of us may terminate at the end of a Subscription Term by cancelling. Either of us may terminate immediately for a material breach the other fails to fix within 30 days of written notice, or on the other's insolvency.
We may terminate for convenience on 90 days' written notice, refunding the unused part of any term you have paid for. We give that long a notice deliberately: a school migrating a student information system mid-year is a serious disruption, and 90 days spans a term boundary.
Export and deletion after termination
For 30 days after termination your organisation stays available in read and export mode so you can take your data out in a standard format.
After that window we delete Customer Data from live systems within 30 days, and from backups within a further 90 days as those backups age out of rotation. Records we are legally required to keep — tax invoices and payment records, principally — are retained for the period the law requires and for no other purpose.
We will confirm deletion in writing on request. If you need a longer export window because of an audit or a board requirement, ask before termination takes effect and we will accommodate a reasonable request.
Changes to these terms
We may change these terms. For a change that materially affects your rights or obligations we give at least 30 days' notice by email to your administrators and by a notice in the application, and the change takes effect at your next renewal. If you do not accept it, cancel before it takes effect and we refund the unused part of the current term.
Non-material changes — a clarification, a corrected reference, an added example — take effect on publication. Every version carries the effective date shown at the top of this page.
Governing law and jurisdiction
These terms are governed by the laws of India. The courts at Bhubaneswar, Odisha have exclusive jurisdiction, save that either party may seek urgent injunctive relief in any competent court.
Before commencing proceedings, each of us will attempt in good faith to resolve the dispute through the grievance process in clause 24, and will escalate to senior representatives who will meet within 30 days of a written request. Nothing in this clause limits a consumer's statutory right to approach a consumer forum.
Grievance redressal
In accordance with the Information Technology (Intermediary Guidelines and Digital Media Ethics Code) Rules 2021 and the Digital Personal Data Protection Act 2023, we publish the name and address of the officer who handles complaints:
Tapas Jyoti, Utkal Technologies, Bhubaneswar, Odisha, India. Email: grievance@utkaltechnologies.com.
We acknowledge a complaint within 24 hours and resolve it within 15 days of receipt. A complaint about personal data is handled under clause 19 of the Privacy Policy, which also sets out the right to escalate to the Data Protection Board of India.
General
Force majeure. Neither party is liable for a failure caused by something genuinely outside its reasonable control — but this does not excuse a failure to pay, and it does not cover a failure we could have avoided by keeping to our own security and continuity obligations.
Assignment. Neither party may assign these terms without the other's consent, except to a successor to substantially the whole of its business, on notice.
Severability and waiver. If a clause is unenforceable, the rest stands. Not enforcing a right on one occasion does not waive it.
Notices. Notices to you go to your registered administrator addresses; notices to us go to grievance@utkaltechnologies.com, and for anything requiring formal service, to Bhubaneswar, Odisha, India.
Entire agreement. These terms, the Privacy Policy, and your order are the whole agreement, and replace anything said beforehand. Where your order and these terms conflict, the order governs — and where either conflicts with the Privacy Policy on the handling of personal data, the Privacy Policy governs.
Language. These terms are published in English, Hindi and Bengali. The translations are provided so that they can be read in the reader's own language; where a difference of meaning arises, the English text governs.
Questions about these terms
Write to Tapas Jyoti at grievance@utkaltechnologies.com, or to Utkal Technologies, Bhubaneswar, Odisha, India. A question about a contract deserves an answer from a person, and we would rather have it before you sign than after.