Terms of Service

Effective: 22 April 2026 · Version 2.0.0 Supersedes: Skilly Standard Terms of Service dated 1 October 2019

These Terms govern your use of the Skilly platform. They are the contract between Skillscan Limited, an Irish company trading as Skilly ("Skilly", "we", "us"), and the school, education centre, or other organisation subscribing to the platform ("Customer", "you").

By signing an Order Form, ticking an acceptance box on sign-up, or otherwise accessing the platform, you agree to these Terms. If you are accepting on behalf of an organisation, you confirm you have authority to bind it.

These Terms are written in plain English. The legal points are still legal points — but we have aimed to keep them readable so a school principal, a Board of Management, or a coordinator can sit down with this document and understand what they are agreeing to.

1. Who we are

Field
Legal entity	Skillscan Limited
Trading name	Skilly
Company registration (CRO)	565995
VAT registration	IE3375591CH
Registered office	5 Kinross, Fey Yerra Lane, Leopardstown Road, Foxrock, Dublin 18, Ireland
General contact	hello@skilly.ie
Legal / data protection	legal@skillysolutions.com
Customer support	skillycare@skillysolutions.com

2. What we provide

The "Platform" is the Skilly software-as-a-service application, accessed at app.skilly.ie or any successor address we notify you of, together with any related services described in your Order Form. Today the Platform includes:

Pupil reflection journalling against the SPHE / equivalent curriculum
AI-assisted reflection scoring and formative feedback
AI-assisted safeguarding flag detection routed to the school's coordinator
Pupil mood and wellbeing check-ins
Teacher review, override and pastoral notes
Coordinator dashboards, escalation ladder, and Wellbeing Framework / SSE evidence reports
Junior Cycle Classroom-Based Assessment and Senior Cycle Key Assignment workflows
Admin tools: user management, year-plan publishing, audit logs

We may add, remove, or modify features over time (see §15). Your Order Form sets out exactly what your subscription covers.

3. Your account and users

When you subscribe we create a tenant for your organisation. You decide who has access. Each individual user logs in with their own credentials.

You are responsible for:

Identifying who is enrolled (pupils and staff) and ensuring they are entitled to use the Platform.
Keeping account credentials secure and immediately telling us at skillycare@skillysolutions.com if you believe an account has been compromised.
Making sure no single account is shared by more than one person, except where the Platform expressly supports a shared role (for example, a class-roster login generated by a teacher).
Removing users who leave the school promptly via the admin tools.

4. Pricing and payment

4.1 Pricing model

Skilly is sold on an annual per-pupil licence. Specific tier rates, the Order Form scope, and any additional services (for example, "Skilly Launch" onboarding) are recorded in the Order Form you sign. Hosting is included in the licence.

4.2 Invoicing and payment

Unless otherwise agreed in your Order Form:

Invoices are issued annually in advance on the subscription start date and on each renewal anniversary
Payment terms are 30 days from the invoice date
All amounts are in euro (€) and are exclusive of VAT, which we add at the rate prevailing at the time of supply
Schools can pay by SEPA bank transfer or by credit card via our payment processor

4.3 Late payment

If an invoice is more than 30 days overdue we will email a reminder. If an invoice remains unpaid 60 days after the due date we may, on reasonable notice, suspend non-essential platform features (we will not suspend safeguarding alerts or audit-log access during a payment dispute that you are reasonably and actively trying to resolve).

4.4 Price changes

We may revise our published licence rates from time to time. New rates apply only to renewal periods commencing after the change, never mid-term, and we will give you at least 60 days' notice before any price change takes effect. If you do not wish to renew at the new rate you may decline renewal under §6.

5. Trial period

If your Order Form provides for a trial, the trial runs for 30 days from the start date unless we agree a longer period in writing (longer is sometimes appropriate for a school that wants to align a trial with an academic term). During the trial:

The Platform is provided free of charge
All features described in the Order Form are available
These Terms apply in full
Either party may end the trial at any time on email notice

If you choose to continue at the end of the trial, the paid subscription begins automatically on the day after the trial ends, on the terms set out in your Order Form. If you do not choose to continue, your tenant data is exported and purged in line with §11 below.

6. Term, renewal, and cancellation

6.1 Term and renewal

The initial subscription period is 12 months from the start date in your Order Form, unless your Order Form says otherwise. We renew automatically for further 12-month periods aligned to the same date.

6.2 Notice of non-renewal

Either party may decline renewal by giving written notice at least 60 days before the renewal date. Schools plan budgets a term in advance, so we deliberately use 60 days rather than the more usual 30. Schools may also be aligned to a Sept–Aug academic year — if the Order Form specifies an academic-year cycle, the same 60-day notice applies but counted from 31 July.

6.3 Cancellation by you

You may cancel mid-term for material breach by us that is not cured within 30 days of written notice (see §13). Outside that, the current subscription period is non-refundable, but you remain entitled to use the Platform until the end of the period you have paid for.

6.4 Cancellation by us

We may suspend or terminate your access:

For non-payment, after 60 days overdue and 14 days written notice
For material breach not cured within 30 days of written notice (e.g. a serious breach of §7 below)
Immediately and without notice if there is reasonable evidence the Platform is being used for illegal purposes or in a way that creates an imminent risk to other users

If we cancel for our own commercial reasons (rare — we'll let you finish the year) we will refund any pre-paid fees for the unexpired portion of the term.

6.5 What happens on cancellation

Within 30 days of the subscription ending you may export all your data via the admin tools (or by request to support, if the platform self-service is for any reason unavailable). After that 30-day grace window, we purge all tenant data within a further 60 days, except for legally required retention as set out in our Privacy Policy and DPA.

7. Acceptable use

You and your users may use the Platform for the lawful purpose of supporting pupils' SPHE, wellbeing, and pastoral education within your school. You may not, and may not allow others to:

Use the Platform in breach of any law applicable to you
Reverse-engineer, copy, or build a competing product from the Platform
Use the Platform to assess or rank pupils for selection, scholarship, or admission decisions outside the school's normal pastoral practice
Bypass or attempt to bypass any access control, rate limit, or audit log
Upload material that is unlawful, abusive, defamatory, harmful, or that infringes a third party's rights
Introduce malware, attempt unauthorised access, or interfere with the integrity of the Platform
Use the Platform to send unsolicited marketing communications
Resell or sublicense access to anyone outside your enrolled users

If you become aware of any breach of this section by anyone using your tenant, please notify us at skillycare@skillysolutions.com so we can help you respond.

8. Customer data, safeguarding, and AI

8.1 Roles under data protection law

The school is the data controller for personal data processed on the Platform. Skillscan Limited is the processor. Our processing obligations are set out in the Data Processing Agreement (DPA) which forms part of these Terms by reference. The DPA template is available on request from legal@skillysolutions.com.

The Platform is designed to process information that includes special category personal data (pupil wellbeing, safeguarding signals). The Customer confirms that:

It has a lawful basis under Article 6 and (where relevant) Article 9 GDPR for that processing
It has conducted, or will conduct, a Data Protection Impact Assessment proportionate to the scale of its deployment
It has obtained any parental consent required for pupils below the applicable Digital Age of Consent (16 in Ireland; 13 in the UK; varies elsewhere in the EU)
It will not use the Platform to store payment card data, US-HIPAA-protected health data, or material subject to export control

Our Privacy Policy (skilly.ie/privacy) describes in detail what data we hold, why, and for how long. The DPA controls the contractual specifics.

8.2 Safeguarding

The Platform is an aid to your school's safeguarding function. It is not a replacement for your school's Designated Liaison Person (DLP) or for your statutory duties under Children First 2015 (Ireland), Keeping Children Safe in Education (UK), or the equivalent in your jurisdiction. AI-generated flags surface concerns to your coordinator; the response — including any report to Tusla, the Garda Síochána, or another statutory body — is the school's responsibility, executed by named human staff.

Email alerts from the Platform are best-effort delivery. They are not a guaranteed notification channel. Critical safeguarding decisions should never depend solely on whether an email arrived.

8.3 AI processing

Reflection text submitted by pupils is processed by an AI service (Anthropic's Claude model) to produce a rubric score and formative feedback, and separately to detect safeguarding concerns. Before transmission, identifying information is redacted (pupil name, other person names, addresses, contact details). The teacher's override is the final score on every reflection; every safeguarding flag is reviewed by a named human coordinator before any action is taken. AI-only decisions are not made about any pupil.

We do not use Customer data to train AI models — our own or any third party's. This is contractually binding with our AI sub-processor.

8.4 Customer content ownership

You retain all rights in the data your users contribute to the Platform. You grant us a limited licence to host, store, and process that data solely to the extent necessary to provide the Platform under these Terms and the DPA. We acquire no ownership in your content.

9. Service availability

We aim to keep the Platform available at least 99.5% of the time measured monthly, excluding scheduled maintenance windows announced at least 48 hours in advance, and excluding force-majeure events (§16). The service is monitored continuously; any incident is logged and a status page is maintained.

We do not currently offer service credits for falling short of this target. We will, however, communicate honestly and quickly about any incident, publish a post-incident summary for any outage longer than 30 minutes, and put corrective actions in place. Schools that need a higher availability commitment with credits should contact us — this is available on a paid uplift but is not part of the standard subscription.

10. Support

Standard support is included with every subscription:

Email support at skillycare@skillysolutions.com, staffed during normal Irish working hours (Mon–Fri, 09:00–17:30)
A Help section inside the platform with role-specific walkthroughs and an "Ask Skilly" assistant
A Privacy / DPA / sub-processor reference set at skilly.ie/privacy and skilly.ie/sub-processors
Notification of new features and material changes via the admin's email and an in-platform changelog

Higher-touch support (named contact, faster response targets, training visits) is available on a paid uplift described in your Order Form.

11. Confidentiality

Each party will treat as confidential any non-public information obtained from the other under these Terms, will use it only for the purposes of the Terms, and will protect it with at least the same care as it uses for its own confidential information of similar sensitivity. This obligation does not apply to information that is public knowledge through no fault of the receiving party, lawfully held by the receiving party before disclosure, or independently developed without reference to the disclosing party's information.

Either party may disclose confidential information to the extent required by law or by a competent regulator. Where legally possible, the disclosing party will give the other party prompt prior notice so that an objection can be made.

12. Intellectual property

We retain all intellectual property rights in the Platform, including its software, content, design, and brand. Subject to your compliance with these Terms, we grant you a limited, non-exclusive, non-transferable right to access and use the Platform during your subscription.

You retain all intellectual property rights in your Customer data and content uploaded to the Platform.

If you suggest improvements or feature ideas, we may use them without obligation to you. We will not, however, identify you as the source of any suggestion in our marketing without your written consent (subject to §17).

13. Warranties

We warrant that we will provide the Platform with reasonable skill and care and in accordance with these Terms.

To the maximum extent permitted by law, all other warranties — including any implied warranty of fitness for a particular purpose or merchantability — are excluded. The Platform is provided "as is". We do not warrant that the Platform will be uninterrupted or error-free, nor that AI-generated content (rubric scores, formative feedback, safeguarding observations) will be free of error. Teachers' professional judgement and human review remain the final arbiters of every score and every safeguarding response.

14. Liability

Neither party excludes or limits its liability for: death or personal injury caused by negligence; fraud or fraudulent misrepresentation; or any liability that cannot lawfully be excluded.

Subject to the above:

Neither party is liable for indirect, special, incidental, or consequential loss, including loss of profits, revenue, anticipated savings, or business opportunity, even if advised of the possibility.
Skillscan's aggregate liability under these Terms in any 12-month period is limited to the fees you paid us in the 12 months before the event giving rise to the claim, except that for liability arising directly from a breach by Skillscan of its data-protection obligations under the DPA, the limit is the greater of (a) 200% of those 12 months of fees, or (b) €100,000.

The carve-out for data protection reflects the sensitivity of the data the Platform processes. It is a contract limit — your statutory rights as a data subject are unaffected.

15. Changes to the Platform

We may make changes to the Platform from time to time — adding features, refining design, or improving safeguards. We will not materially reduce the functionality of any feature you contracted for without giving you at least 30 days' written notice. If a material reduction is unacceptable to you, you may terminate that part of your subscription on a pro-rata refund basis.

For minor enhancements, security patches, or visual changes, we may roll them out without notice. The Privacy Policy and DPA continue to apply to any changes.

16. Force majeure

Neither party is liable for delay or failure to perform caused by an event beyond its reasonable control — including failure of public utilities or telecommunications networks, civil unrest, fire, flood, government action, or pandemic. The party affected will use reasonable efforts to resume performance and will keep the other informed.

17. Publicity

We may, with your prior written consent (which you may give in your Order Form), refer to you as a customer on our website and in marketing materials, and use your school crest in a tasteful way consistent with any usage guidelines you provide. You may withdraw consent at any time on written notice.

18. Notices

Notices under these Terms must be in writing and sent:

To Skillscan: legal@skillysolutions.com — with a hard copy to Skillscan Limited, 5 Kinross, Fey Yerra Lane, Leopardstown Road, Foxrock, Dublin 18, Ireland, marked for the attention of the General Counsel
To you: at the email address of the school admin recorded in your Order Form

A notice is treated as given on the next working day after sending.

19. General

19.1 Assignment

Neither party may assign these Terms without the other's consent (not unreasonably withheld), except that Skillscan may assign in connection with a merger, acquisition, or sale of substantially all of its assets, provided the assignee assumes the obligations under these Terms and the DPA.

19.2 No third-party rights

These Terms create rights and obligations only between Skillscan and the Customer. No other person may enforce them.

19.3 Entire agreement

These Terms (together with your Order Form, the Privacy Policy at skilly.ie/privacy, and the DPA) are the entire agreement between us on their subject matter and supersede all prior agreements, proposals, or representations. Where a term in your Order Form expressly references and overrides a clause in these Terms, the Order Form prevails for that point.

19.4 Severability

If any provision of these Terms is held unenforceable, the rest remain in full force, and the parties will negotiate in good faith a replacement that achieves the same intent.

19.5 No waiver

No delay or failure to enforce any right under these Terms is a waiver of that right.

19.6 Survival

Sections that by their nature are intended to survive termination — including §7 (acceptable use, where it relates to data already on the Platform), §8 (data protection), §11 (confidentiality), §12 (IP), §13 (warranties), §14 (liability), and §18 (notices) — survive termination of the subscription.

19.7 Governing law and jurisdiction

These Terms are governed by the laws of Ireland. The parties submit to the exclusive jurisdiction of the Irish courts, with the Commercial Court of the High Court of Ireland (Dublin) as the venue for any material dispute.

The United Nations Convention on Contracts for the International Sale of Goods does not apply.

20. Contact

For commercial questions and to negotiate or sign an Order Form:

📧 hello@skilly.ie

For legal and data-protection matters:

📧 legal@skillysolutions.com 📞 +353 87 418 8829 📮 Skillscan Limited · 5 Kinross, Fey Yerra Lane, Leopardstown Road, Foxrock, Dublin 18, Ireland

For day-to-day support if you are already a customer:

📧 skillycare@skillysolutions.com

Version history

Version	Date	Summary
2.0.0	22 April 2026	Full rewrite of the 1 October 2019 Terms. Plain-English single-flow structure. Governing law restored to Ireland (was New York). Removes the prohibition on processing sensitive personal data (the Platform's core function). Adds AI-processing terms, safeguarding allocation of responsibility, academic-year aligned non-renewal notice, and a data-protection-specific liability carve-out.
1.0.0	1 October 2019	Original Terms — superseded.