Terms of Service — OMNIA Inclusion

Last updated: 21 September 2026 Version: 1.4 (founding-schools draft — solicitor review pending)

Plain-English summary (not legally binding — the clauses below are. This summary exists so reviewers can orient in 60 seconds.)

What this is: the master contract between OMNIA Inclusion Ltd and a School using the OMNIA Inclusion platform.

What's unusual: liability is capped at fees paid in the preceding 12 months (or £10,000 if greater), not an open-ended amount; the availability commitment is a target, not yet a formal SLA with service credits.

Who is bound: OMNIA Inclusion Ltd (UK) + the named School.

What it covers: access, acceptable use, IP, data-processing (DPA embedded), term & termination, liability, governing law (E&W).

What it does not cover: bespoke MSAs (see Contract Paper Policy); jurisdiction-specific overrides (see relevant addendum).

These terms apply to every school subscribing to OMNIA Inclusion. A school accepted as one of the first five Founding Schools also receives the Founding School Programme terms set out in clause 13, in exchange for the commitments set out there.

1. The service

OMNIA Inclusion ("the Service") is a SEND-planning, evidence and inclusion-team management platform supplied by OMNIA Inclusion Ltd ("we", "us") to your school ("you", "the School"). A summary of features is on our website and may evolve over time.

2. Term and pricing

The initial term of this agreement is 12 months from your start date, continuing thereafter subject to clause 8 (Termination).
Pricing is set out in the Order Form signed at onboarding. We will give at least 60 days' notice of any pricing change before it takes effect.
We may add, change or remove features from the Service over time. We will not remove a feature that materially degrades your use of the Service without giving 30 days' notice and a migration path for affected data.

3. Your responsibilities

You are the data controller for all pupil, parent and staff personal data you enter into the Service. You confirm you have a lawful basis to do so under UK GDPR.
You will keep your account credentials secure and notify us promptly of any suspected unauthorised access.
You will not attempt to access another tenant's data, probe the Service for vulnerabilities outside a co-ordinated process with us, or use the Service to process data beyond what your lawful basis permits.
Admin and SENCo accounts must enrol in MFA (the platform enforces this).

4. Our responsibilities

We will provide the Service with reasonable skill and care.
We will process personal data as a processor under the Data Processing Agreement signed alongside these terms.
We will store all School Data within the EEA (Ireland, AWS eu-west-1). UK→Ireland transfers are covered by the UK Government's adequacy regulations for the EEA; no additional safeguards or SCCs are required. See /legal/privacy §6 and /legal/sub-processors.
We will operate the security controls summarised at /legal/security and notify you of any personal-data breach affecting your data within 72 hours of becoming aware of it.
We will publish updates to our sub-processor list at /legal/sub-processors and notify you at least 30 days before any change that affects pupil data.

5. Availability and support

We currently target 99% monthly availability, measured at our origin. We do not currently offer a formal SLA with service credits.
Support is via email at hello@omnia-inclusion.com, response on business days (UK / UAE working week). Critical incidents (e.g. confirmed data exposure) are handled outside business hours.

6. Pupil-data return and deletion

You may export pupil data at any time using the Download data pack action on the pupil page.
On termination, we will make pupil data available for export for 30 days, then delete it from our active systems within a further 30 days. Encrypted backups containing residual data are purged on the rolling backup schedule (currently 30 days).

7. Liability

Our total liability for any claim under or in connection with these terms is capped at the fees paid by you in the 12 months preceding the claim, or £10,000 if that is greater.
Nothing in this clause limits liability for death or personal injury caused by negligence, fraud, or any liability that cannot be excluded under English law.

8. Termination

Either party may terminate for material breach not remedied within 30 days of written notice.
Either party may terminate on 90 days' written notice at the end of any contract year.

9. Governing law

These terms are governed by the laws of England & Wales, and disputes are subject to the exclusive jurisdiction of its courts.

10. Contact

Commercial / support: hello@omnia-inclusion.com Privacy / data-protection: privacy@omnia-inclusion.com Statutory DPO / data-subject rights: dpo@omnia-inclusion.com Security / vulnerability disclosure: security@omnia-inclusion.com Legal notices / contract queries: legal@omnia-inclusion.com Formal complaints: complaints@omnia-inclusion.com Misuse / abuse reports: omnia.abuse@omnia-inclusion.com

13. Founding School Programme — pricing terms

13.1 Standard (non-Founding) pricing is £1.30 per pupil on roll per year, subject to a minimum annual fee of £500 — whichever is higher — plus a one-time £250 setup fee charged in Year 1 only. Roll size is taken from the School's MIS data as synced via the platform's roster integration, not self-reported. Exact figures for a given School are confirmed in the Order Form signed at onboarding.

13.2 Founding Schools receive 15% off the standard per-pupil subscription price, applied at every renewal against the prevailing standard price, for the lifetime of the School's continuous subscription. There is no separate Year 1/Year 2 discount step — the 15% applies flat from Year 1 onward.

13.3 The one-time £250 setup fee set out in 13.1 is not discounted for Founding Schools or under any other arrangement — it reflects a fixed one-time onboarding cost (MIS connection, training, and initial support), not a recurring subscription charge.

13.4 The Founding discount in 13.2 is conditional on continuous subscription. If the School cancels at any point, the discount is permanently forfeited and cannot be reinstated. Re-signing is at full standard price.

13.5 The Founding School Programme is limited to 5 places globally and closes on 31 July 2027 or when all places are taken, whichever is earlier.

13.6 In exchange for Founding School status, the School commits to providing feedback, a named case study, and an endorsement. This commitment is mandatory, not optional.

14. Multi-Academy Trust (MAT) pricing terms

14.1 A Trust is priced as a single aggregate contract against its combined roll across every School in the Trust, not per School. The per-pupil rate is marginal: the first 6,000 pupils trust-wide are charged at £1.30 per pupil per year, and any pupils above 6,000 trust-wide are charged at £1.10 per pupil per year. The single-School minimum annual fee in clause 13.1 does not apply to Schools inside a MAT contract.

14.2 A one-time setup fee is charged once, at onboarding, per Trust: for Trusts of 4 or more Schools, £1,000 plus £200 for each School beyond 4; for Trusts of fewer than 4 Schools, £250 per School (matching the single-School setup fee in clause 13.1). This fee is not discounted for any Trust, including a Founding Trust under clause 15.

14.3 Roll figures are trust-wide totals taken from each School's MIS data as synced via the platform's roster integration, not self-reported, summed across every School in the Trust. Exact figures for a given Trust are confirmed in the Order Form signed at onboarding.

15. Founding Trust Programme — pricing terms

15.1 The Founding Trust Programme is a separate programme from the Founding School Programme (clause 13), limited to 1 place, ever. It is independent of and does not compete with the Founding School Programme's 5-place cap — a School that is part of a Founding Trust does not occupy one of the 5 individual Founding School places, and vice versa.

15.2 A Founding Trust receives 10% off the standard MAT marginal price calculated under clause 14.1, applied for the lifetime of the Trust's continuous subscription, to the first 10,000 pupils trust-wide only. Pupils beyond that 10,000-pupil ceiling are charged at standard MAT marginal pricing under clause 14.1, with no Founding Trust discount applied to that excess.

15.3 The hybrid MAT setup fee in clause 14.2 applies in full to a Founding Trust and is not discounted.

15.4 In exchange for Founding Trust status, the Trust commits to providing feedback, a named case study, and an endorsement. This commitment is mandatory, not optional, matching the commitment required of the Founding School Programme. Public naming or branding of the Trust in connection with OMNIA is separately negotiated and is not a precondition of the discount or of the feedback/case-study/endorsement commitment.

15.5 Founding Trust status is conditional on continuous subscription. If the Trust cancels at any point, the discount is permanently forfeited and cannot be reinstated. Re-signing is at full standard MAT pricing.

Version history

Version	Date	Change
1.0	18 May 2026	Initial publication.
1.1	24 July 2026	Clause 13.1 corrected — discount percentages were misstated as 40%/20%/10%, correct figures are 80%/50%/25%; "Connected tier" language removed (OMNIA is one product). Clause 13.4 removed — Access Arrangements is now included with every subscription, no bolt-on charge. Clause 14 (Early Adopter Programme) removed — programme retired in favour of the Founding School Programme.
1.2	6 September 2026	Clause 13 rewritten for the new per-pupil pricing model: standard pricing is now £1.30 per pupil on roll per year (£500 minimum), plus a one-time £250 setup fee that is never discounted, including for Founding Schools. The Founding School discount schedule (previously 80%/50%/25% across Years 1/2/3+) is replaced by a flat 15% off the per-pupil price for the lifetime of continuous subscription, from Year 1 onward — no year-by-year step-down. Founding place cap (5) and programme close date unchanged.
1.3	6 September 2026	Added clause 14 (Multi-Academy Trust pricing) — a Trust is priced as one aggregate contract against its combined trust-wide roll: £1.30 per pupil for the first 6,000 pupils trust-wide, £1.10 per pupil above that, plus a hybrid one-time setup fee (£1,000 + £200 per School beyond 4, or £250 per School for Trusts under 4 Schools); the single-School £500 minimum does not apply inside a MAT contract. Added clause 15 (Founding Trust Programme) — a new, separate 1-place programme (distinct from and not competing with the 5-place Founding School Programme in clause 13): 10% off the MAT marginal price, for the lifetime of continuous subscription, applied to the first 10,000 pupils trust-wide only, with the mandatory feedback/case-study/endorsement commitment and separately-negotiated public naming carried over from the Founding School Programme's principles.
1.4	21 September 2026	Removed "pilot" framing throughout — OMNIA Inclusion is a live, paid commercial product, not a free trial. Clause 2 renamed from "Pilot terms" to "Term and pricing" (substantive commitments unchanged: 12-month initial term, 60 days' notice of pricing changes, 30 days' notice before removing a feature that materially degrades use). Clause 5 (Availability) and clause 7 (Liability) reworded to remove pilot-specific qualifiers, with the same 99% availability target and same liability cap carried over unchanged. Added clause 13.6, making explicit — for the first time — that Founding School status is granted in exchange for a mandatory commitment to provide feedback, a named case study, and an endorsement, mirroring the commitment clause 15.4 already required of Founding Trusts.

Bring Your Own AI Key (BYOK)

Schools may connect their own AI provider credential for BYOK mode (Anthropic or Azure OpenAI). Note: Anthropic Claude is also used in standard mode for plan generation — BYOK allows schools to route that traffic through their own Anthropic account rather than OMNIA's shared gateway. Under Admin → Integrations → AI. When active:

Model inference for chat, quick-adapt, Pupil Passport drafting, parent-voice translation, access-arrangements analysis, and research-scanner summarisation is billed to the school's provider account, not to OMNIA.
The Lovable AI Gateway remains the fallback if the school's key fails authentication or is rate-limited, so AI features stay available.
Embeddings and image generation continue to use OMNIA's infrastructure.
The school's API key is encrypted at rest (AES-256-GCM) and is never readable by anyone — including OMNIA staff. It can only be rotated or removed.
Mandatory PII scrubbing is applied to every outbound prompt regardless of provider.
When BYOK is active for a full term, an annual BYOK credit is applied to the school's next invoice.
When BYOK is active, the school's chosen provider becomes the school's own sub-processor; OMNIA is not liable for the third-party provider's availability, pricing, or terms.