Terms of Service

Agreement to these Terms

We are Triple Peak Software Systems, a [legal form, e.g. LLC] organised under the laws of [state of formation], with its address at [registered address] ("Beenest", "we", "us", "our"). We are not established in the United Kingdom.

We operate beenest.co, the Beenest web application, the Beenest apps and related products and services that refer to these Terms (together, the "Services"). You can reach us at hello@beenest.co.

These Terms of Service ("Terms") are a binding agreement between us and the nursery, childcare setting, operator or other organisation that signs up for or uses the Services (the "Customer", "you"). In these Terms, a "centre" is any nursery, pre-school, out of school club or other childcare setting the Customer runs. If you accept these Terms on behalf of an organisation, you confirm that you have authority to bind it. By creating an account, clicking to accept or using the Services, you confirm that you have read, understood and accepted these Terms.

The Services are offered only to businesses and other organisations. You confirm that you are acting for purposes of your trade, business or profession and not as a consumer.

If you do not agree to these Terms, do not use the Services and stop using them immediately.

Supplemental terms or documents that we post on the Services from time to time, including the Hardware Policy for devices, form part of this agreement. The Data Processing Agreement (DPA) under Article 28 UK GDPR forms part of these Terms. We may change these Terms. When we do, we update the "Effective" date above and send you a copy of the new Terms. Changes to fees follow Section 6.

1. Our Services

Beenest is management software for childcare centres and their operators (the "Software"). It includes in particular:

• The web application for managing centres, groups, staff and children
• A digital check-in and check-out terminal for recording attendance times
• The Beenest parent app for optional communication between the centre and parents or carers
• The Beenest staff app for employees (own working hours, clocking in and out, remote and off-site check-in, sickness notices, internal team chat; each feature can be switched on or off in the settings)
• Push notifications, digital wallet passes (pickup card in the parent app, staff badge) and other add-on features
• Optional features, including parent payments with a read-only bank account connection [OPEN: available in the UK?], membership fees, calendar, permissions and consents from parents by email, authorised collection persons with a handover record, an enrolment portal (for operators) and the website builder
• AI features, within the AI credits of your plan (Sections 6 and 12)

You can use the Software on your centre's own device. An entrance tablet or other device is not included in any plan. Devices are quoted and agreed separately (Section 11).

2. Intellectual property and your data

Our intellectual property

We or our licensors own all intellectual property rights in the Services, including all source code, databases, functionality, software, website designs, audio, video, text, photographs and graphics, and all trade marks, service marks and logos contained in them. [OPEN: the DE terms name Triple Peak Software Systems LLC, Finn Lauppert von Peharnik and Kai Firschau as joint rights holders. State the ownership and licence chain for the UK here?]

Your licence to use the Services

Subject to these Terms, we grant you a non-exclusive, non-transferable, revocable licence, for the term of your subscription or free use, to access and use the Services for your centres' internal operations and to download or print a copy of any content you have properly accessed.

Your data

The data you and your users enter into the Services, and the content and reports you download, belong to you ("Customer Data"). For personal data in Customer Data, you are the controller and we are your processor. We process Customer Data only to provide the Services and on your documented instructions, as set out in the DPA.

3. User representations

By using the Services, you represent and warrant that:

1. you have the legal capacity to agree to these Terms, and the authority to bind the Customer;
2. you are at least 18 years old;
3. you will not access the Services through automated or non-human means such as bots or scripts;
4. you will not use the Services for any illegal or unauthorised purpose; and
5. your use of the Services will not breach any applicable law or regulation.

4. Accounts and registration

You may need to register to use the Services. You must keep passwords confidential and you are responsible for all activity under your accounts. Do not share login details, give each person their own account where the Software offers this, and change shared passwords regularly.

We may remove, reclaim or change user names. By registering, you confirm that you have read and accepted these Terms and the DPA.

5. Purchases and payment

Paid subscriptions are billed monthly at the fees shown on our pricing page or in your order. Fees are exclusive of VAT, which is added where it applies. All payments are in pounds sterling. [OPEN: confirm VAT treatment and registration for supplies by Triple Peak to UK business customers]

• Card: We bill your card monthly through our payment provider Stripe [OPEN: Stripe contracting entity]. Only Stripe receives your card details, not us. Stripe receives only contract and payment data about the Customer. It does not receive centre data and is not a sub-processor of Customer Data.
• Invoice: [OPEN: is payment by invoice (bank transfer, for example BACS) offered in the UK?]

You agree to keep your purchase and account information current, complete and accurate, including your email address, payment method and card expiry date.

6. Subscription, renewal and cancellation

Plans

Beenest offers a free option and paid plans. The free option runs on your centre's own device, includes a one-time AI credit allowance that does not expire, and includes no personal support. Paid plans include personal support and a monthly AI credit allowance (Section 12). The scope, AI credits and fees of your plan are those in your accepted order or on our pricing page when you sign up. For existing subscriptions, fee changes apply only as set out under "Fee changes" below.

Billing and automatic renewal

Your paid subscription renews automatically for the renewal term stated in your order until you cancel it. If you pay by card, we charge your card monthly through Stripe. You authorise us and our payment provider to charge your chosen payment method on each renewal without asking for your approval again, until you cancel.

How to cancel

You can cancel your subscription at any time by emailing us at hello@beenest.co.

• Card payment: cancellation takes effect at the end of the calendar month if we receive it at least 14 days before that month ends.
• First month: within one month after you sign up for a paid plan, you can cancel it and we refund the fees you paid in full. After that, you can cancel with 30 days' notice to the end of the current term.
• Refund if the contract ends early: if the contract ends before the end of a period you have already paid for, we refund for each full month not yet started at least the share of the fee attributable to the monthly AI credits.

Fee changes

We may change subscription fees from time to time. We will tell you about a fee change at least 30 days in advance.

7. Software

The Services may include software. If an end user licence agreement (EULA) comes with it, the EULA applies. Otherwise you receive a non-exclusive, revocable, personal and non-transferable licence to use the software only in connection with the Services and under these Terms. You may copy or redistribute the software only as the EULA or these Terms allow.

We provide the Software with reasonable care and skill and work to keep it running smoothly. Beyond that, Section 19 applies.

8. Prohibited activities

You may use the Services only for the purposes we make them available for. In particular, you may not:

• circumvent or interfere with security features of the Services;
• disparage or harm us or the Services in any way;
• upload or transmit unlawful content, including viruses or spam;
• use automated systems such as bots, scripts or data mining tools;
• remove copyright or other proprietary notices;
• impersonate another user or person;
• harass or threaten our employees or service providers;
• copy, reverse engineer or otherwise tamper with software components of the Services, except as the law expressly permits;
• enter content you have no lawful basis to process, in particular special category data (such as health information) in fields not intended for it (Section 9);
• share login details (passwords, QR badges) or sign in with another person's login details.

9. Customer responsibilities

Your content and free-text fields

You are responsible for reviewing, updating and, where you wish, pseudonymising all information processed with the Software.

For free-text fields (notes, messages, chat, reasons, inputs to AI features), these rules also apply:

1. Write only what the purpose of the field requires.
2. Do not enter health information (diagnoses, suspicions, medication, injuries), information about parental responsibility, custody or family conflicts, or evaluations of individual employees in fields not intended for it, in particular not in the team chat, in messages to parents, in hazard notes or in inputs to AI.
3. Before sharing a text with parents or publishing it on your website, check whether it contains information about other children or third parties.
4. You instruct your staff accordingly.

We do not review or filter free text. The exceptions are inputs to AI features and, if switched on, texts to parents and the public (AI data guard), both described in the AI annex of the DPA. Neither check is complete, and neither relieves you of rules 1 to 4.

Privacy information and consents

As controller, you decide what data is entered into the Services and on which lawful basis. You are responsible for giving parents, carers and staff the privacy information that UK GDPR requires, and for obtaining any consents that the law, your regulator's requirements or your own policies require. Features that process photos of children, recordings of conversations or information about third parties (such as authorised collection persons) may be used only with the required consents. The Software helps you (consent by email, signature, record of consent), but you remain responsible for lawfulness.

Permissions, authorised collection persons and handovers

What the Software does. For permissions, consents by email, authorised collection persons and the handover record, Beenest provides tools for documenting and communicating: we store what you enter and what is confirmed through the confirmation page, send confirmation emails to the address you provided, and show notices to your staff. The DPA describes the details.

What the Software does not do. The Software does not check who triggers a confirmation, whether a mailbox belongs to a parent or carer, whether everyone with parental responsibility agrees, whether a court order or other restriction on contact exists, who a collection person is, or whether a permission is valid. It does not prevent any handover or check-out. We do not guarantee delivery of emails; an email counts as sent when the receiving mail server has accepted it.

Your decision. Only your staff on site decide whether to release a child. Entries and notices in the Software, such as "authorised for collection", "other collection person" or "new, check ID", do not replace that decision. Your staff verify the identity of every collection person they do not know against official photo ID before releasing the child.

Your obligations. You decide the content of your permission texts and their lawful basis, keep the email address stored for each child correct, obtain the agreement of everyone with parental responsibility where required, follow court orders and other restrictions on contact, record withdrawals without delay, tick a box only when a permission has actually been given, and keep your own records of it. You offer a paper option to parents or carers without email. The other obligations in the DPA apply accordingly.

Staff app and monitoring of workers

If you use the staff app, you choose in the settings which features are used. We recommend running it on centre-owned devices. As the employer, you are responsible for (a) deciding whether employees may use personal devices, and keeping such use voluntary, (b) telling employees before first use about the processing, including the settings you chose, (c) identifying a lawful basis and, where the processing is likely to be high risk, carrying out a data protection impact assessment, (d) meeting any obligations toward a recognised trade union or other employee representatives, and (e) archiving a person when they leave and replacing the QR badge if a device or badge is lost. Please read the ICO's guidance on monitoring workers. We provide no device management and cannot see or wipe employees' devices. The Staff App Privacy Notice informs employees about the processing.

Enrolment portal

If an operator uses the enrolment portal, it is responsible for the content of the portal, for giving applicants privacy information under Articles 13 and 14 UK GDPR, and for decisions about places. The Software deletes applications after the periods stated in the DPA.

Registration and compliance

You remain responsible for complying with the requirements of your regulator and other laws that apply to your centres, for example the Early Years Foundation Stage (EYFS) and Ofsted registration in England, or the requirements of the Care Inspectorate in Scotland, Care Inspectorate Wales or your Health and Social Care Trust in Northern Ireland. This includes staff to child ratios, record keeping and retention, notifications (for example of serious accidents or under RIDDOR), and working time and pay rules. The Software supports your documentation but does not make you compliant and does not replace your own checks.

10. Your centre's website

With the website builder you create your own website for your centre. We provide the technology and deliver the website at [OPEN: UK domain for published centre websites]. You, not we, are the operator and publisher of the website. You are responsible for:

1. any legal notices the website needs and a privacy notice for the website. [OPEN: does the Software still require a legal notice (imprint) before publishing in the UK?]
2. all content, including content suggested or designed by AI (texts, images, design). Review it before publishing.
3. the rights to uploaded images and logos and the consent of the people shown, in particular children and their parents or carers.
4. events, blog posts and other content you approve for publication on the website.

If a claim is made against us because of content on your website, Section 21 applies. If we receive notice of clearly unlawful content, we may take the website offline temporarily; we will tell you without delay.

11. Devices

No device is included in any plan. If you want an entrance tablet, wall terminal or other device from us, we quote it separately. The Hardware Policy applies to devices we provide and forms part of these Terms. [OPEN: are devices sold, rented or loaned in the UK? The DE terms loan tablets and scanners and sell the wall terminal. The current beenest.co Hardware Policy still says tablets are loaned free of charge with a subscription, which conflicts with "not included at any price".]

Devices are standard products of their manufacturer (for example Apple Inc.). Any manufacturer warranty comes from the manufacturer. We provide devices in working order but give no manufacturer warranty and, to the extent the law allows, are not liable for device malfunctions or damage resulting from them. Section 20 applies.

You are responsible for checking whether a device is suitable under the laws and rules that apply to you, and for having it certified where required. If a device is damaged by physical impact (for example handling errors, dropping or improper use), you bear the repair cost or provide an equivalent replacement device.

12. AI features

Scope. The Services include optional AI features. Their scope, the data they process and how to switch them on and off are described in the AI annex of the DPA and in our Privacy Policy. We do not allow our AI providers to train models on Customer Data.

Check the results. AI results (answers, analyses, rota suggestions, email and text drafts, conversation reports, hazard and handbook suggestions, images) are generated automatically and may be incomplete or wrong. They do not replace professional review or a decision by the responsible people. You review every result before you use, send or save it or act on it.

No legal advice. AI features do not give legal advice. This includes the DPA chat, which only explains the wording of the DPA; only the text of the DPA itself is binding.

Actions. Actions suggested by the autopilot are carried out only after an authorised person confirms them; by confirming, you adopt the action as your own. The rota AI changes the staff rota directly on the instruction of the person planning it; you review the rota before using it and can undo changes. You remain responsible for staff to child ratios and for working time and rest break rules.

Inputs. You make sure you may use the data you type, speak or upload into AI features for that purpose. You may record a conversation only if all participants have consented beforehand. In the image generator, upload only reference images you hold the rights to and that show no people or other personal data; you are responsible for how you use the generated images.

AI credits. Using AI features uses up credits. Credits are not money and have no cash value. Your plan sets how many you get. Monthly credits are added on the first day of each month and do not carry over; one-time credits do not expire. When your credits run out, the paid AI features pause until the next top-up; the help chat and the DPA chat keep working. More credits are added only after you agree; we never bill for them automatically. Unused credits of a month are not refunded; for months after an early end of the contract, Section 6 applies.

Changes. We may change AI features, models and providers, or switch off individual features for security or operational reasons. The Software remains fully usable without AI features.

13. Software accuracy

We work to show and calculate accurate values and to keep the Software running smoothly, but we cannot guarantee the accuracy of the data shown or calculated. You are responsible for monitoring the results of the Software. Liability follows Section 20.

Where the Software applies values specific to a nation of the United Kingdom (for example staff to child ratios), we maintain and update them as best we can. The version in use can be viewed in the Software at [OPEN: name of the settings screen for regional rules]. If your legal requirements differ from these values, please contact us.

These values are guidance and not legal advice. We strongly recommend having your individual situation reviewed before you rely on the Software.

14. Data protection, children's data and security

The DPA governs how we process Customer Data on your behalf as processor under Article 28 UK GDPR. Our Privacy Policy explains how we handle personal data on our website and for our own business purposes, where we are the controller. The Parent App Privacy Notice and the Staff App Privacy Notice inform parents and staff about processing in the apps.

Children. The Services are not directed at children, and children do not use them. Information about children is entered by the centre or by parents.

Where data is stored. For UK customers, the Services run on the same infrastructure in the European Economic Area as our service in Germany: databases, application hosting and error monitoring in Frankfurt (Germany), email in the Netherlands, France, Germany and Belgium. Push notifications, wallet passes, AI image generation and published centre websites also use infrastructure outside the EEA, including in the United States. The full list of sub-processors and the transfer safeguards are in the DPA.

Security. Data is encrypted in transit (TLS) and at rest (AES-256). Only authorised people have access, enforced by role-based access control and regular security reviews. We make regular backups. If we become aware of a personal data breach affecting Customer Data, we notify you without undue delay and at the latest within 24 hours, as set out in the DPA, so that you can meet your own duty to report to the ICO and to inform the people affected.

Support via WhatsApp

[OPEN: available in the UK?] We may offer optional support via WhatsApp, a service of Meta Platforms. If you use this channel, do not send personal or sensitive information (for example children's names, dates of birth, health information, photos or documents with personal content). The channel is for general questions and technical support only. WhatsApp messages are processed and stored on Meta's servers under Meta's terms, which may be outside the United Kingdom, in particular in the United States. For anything involving personal data, use email at hello@beenest.co or the communication features in Beenest.

15. Parent payments and bank connection

[OPEN: available in the UK?] For parent payments, Beenest provides tools for overview and matching. We are not a payment service provider, we do not receive money and we do not initiate payments. If you connect a bank account, we access it read-only; the terms of your bank also apply. You are responsible for matching payments, accepting cash and billing parents and carers.

16. Term, suspension and termination

These Terms apply for as long as you use the Services.

We may restrict or suspend your access to the Services, in particular if you breach these Terms or the law, or if payment is overdue. We will tell you in writing beforehand and give you a reasonable period to fix the issue, unless immediate suspension is necessary for compelling reasons (for example a security incident or unlawful use).

When use ends for a centre (for example after centres merge, the contract ends or payment remains outstanding), we may deactivate the centre. Its data, reports and settings remain available for export until deletion under Section 17. New attendance entries and sign-in to the apps are then no longer possible.

17. Data export on termination

You may export your data in a common, machine-readable format at any time during the contract and for 30 days after the contract ends or your access is suspended.

After those 30 days, we delete the data unless we are required by law to keep it. Data we must keep by law is deleted when the retention period ends.

Reports can be regenerated at any time from the immutable logs stored on our database servers in Frankfurt (Germany). These logs are technically protected against changes by end users.

We strongly recommend that you also save reports locally. A local copy keeps complete records available regardless of your access to the Software, in particular for your record keeping and retention duties (for example the daily attendance record under the EYFS in England). The Software does not replace your own duty to keep your records.

18. Changes, interruptions and errors

We work to keep the Services current, reliable and easy to use. Content may still need to be changed, removed or updated, sometimes without notice.

We aim for high availability, but outages caused by maintenance, technical problems or outside circumstances cannot always be avoided. We announce planned maintenance in advance where possible.

The Services may contain typographical errors, inaccuracies or omissions, for example in descriptions, fees or availability. We may correct them at any time without notice.

19. Warranties

Except as expressly stated in these Terms, and to the extent the law allows, the Services, the Software, AI results and any devices are provided "as is" and "as available", and all warranties, conditions and other terms implied by statute or common law are excluded. We do not warrant that the Services will be uninterrupted or error-free, that data shown or calculated will be accurate, that emails or notifications will be delivered, or that use of the Services will meet your registration, regulatory or legal requirements.

20. Limitation of liability

Liability we do not limit

Nothing in these Terms excludes or limits either party's liability for death or personal injury caused by its negligence or the negligence of its employees, agents or subcontractors, for fraud or fraudulent misrepresentation, or for any other liability that cannot be excluded or limited under the law that applies. [OPEN: further exclusions from the cap, for example the indemnities in Section 21, wilful misconduct, breach of the DPA, or your payment obligations]

Excluded losses

Subject to the paragraph above, neither party is liable, whether in contract, tort (including negligence), breach of statutory duty or otherwise, for any indirect or consequential loss, or for loss of profits, revenue, goodwill or data, arising out of or in connection with these Terms or the Services.

Cap

Subject to the first paragraph of this Section, our total liability arising out of or in connection with these Terms or the Services, whether in contract, tort (including negligence), breach of statutory duty or otherwise, will not exceed the fees you paid us for the Services in the 12 months before the event giving rise to the claim. If you use only the free option, our total liability will not exceed [OPEN: amount].

Decisions about releasing a child, about staffing and about compliance with your regulator's requirements are yours (Section 9). Liability for loss of data is subject to this Section; you keep your own records as described in Section 17. The limitations in this Section also apply to our employees, officers, agents and subcontractors.

21. Indemnities

By you

You will indemnify us and our affiliates, partners, employees and agents against third-party claims, and the resulting losses, damages and reasonable costs (including legal fees), to the extent they arise from:

• Customer Data or other content you or your users submit, including content on your centre's website;
• your use of the Services in breach of these Terms or the law;
• your failure to give privacy information or obtain consents you are responsible for under Section 9, including toward parents, carers and staff;
• decisions by your staff, including the release of a child to a collection person;
• your infringement of third-party rights or harm you cause to other users.

By us

We will indemnify you against third-party claims that the Services, as provided by us and used in accordance with these Terms, infringe that third party's intellectual property rights in the United Kingdom, and the resulting damages and reasonable costs finally awarded or agreed in settlement. This does not apply to claims caused by Customer Data, by your modifications, by combination with products we did not provide, or by AI results you chose to use. [OPEN: confirm scope of the Beenest indemnity]

Procedure

The party seeking an indemnity notifies the other promptly in writing, allows it to control the defence and settlement (no settlement that imposes obligations on the indemnified party without its consent), and provides reasonable cooperation at the indemnifying party's cost.

22. Events outside our control

Neither party is liable for failure or delay in performance caused by events beyond its reasonable control, such as natural events, strikes, government orders, outages of third-party networks or other unforeseeable circumstances. This does not excuse payment obligations.

23. Use of our website

Our website beenest.co provides general product information about Beenest. Nothing on the website is legal, insurance or compliance advice, and nothing on it guarantees insurance cover, inspection outcomes or suitability for a specific nation of the United Kingdom or regulator. The website is provided "as is". We may update its content at any time, and product features described on it may change before or after purchase.

24. Electronic communications

By visiting the website, sending us emails or completing online forms, you agree to communicate with us electronically. You agree that agreements, notices and other communications we provide electronically satisfy any requirement that they be in writing, to the extent the law allows. You accept the use of electronic signatures, contracts and orders, and the electronic delivery of notices. Clicking to accept these Terms is how you enter into this agreement.

25. Governing law and disputes

Informal resolution

Before starting legal proceedings, both parties will try to resolve a dispute informally for 30 days after written notice of it. This does not prevent either party from seeking urgent interim relief.

Governing law

These Terms, and any dispute or claim (including non-contractual disputes or claims) arising out of or in connection with them, are governed by the law of [governing law, e.g. England and Wales].

Courts

If a dispute cannot be resolved informally, the [courts, e.g. of England and Wales] have [OPEN: exclusive or non-exclusive] jurisdiction. [OPEN: how to treat Customers in Scotland and Northern Ireland, if the governing law is that of England and Wales]

26. General

These Terms, the DPA, your order and all supplemental policies referred to in them form the entire agreement between you and us about the Services.

If we do not enforce a right, that is not a waiver of it. We may assign our rights and obligations under these Terms to a third party at any time.

If any provision of these Terms is held invalid or unenforceable, the remaining provisions remain in effect, and the invalid provision will be replaced by a valid one that comes closest to its economic purpose. These Terms create no employment, partnership, joint venture or agency relationship between you and us. No one other than you and us has any right to enforce these Terms.

27. Contact

For questions or complaints, contact:

Triple Peak Software Systems
[registered address]
hello@beenest.co