Terms and Conditions

Better Speech Software-as-a-Service (SaaS) Agreement

This Software-as-a-Service Agreement ("Agreement") is entered into by and between Better Speech LLC, doing business as Streamline, ("Vendor") and the customer ("Customer") on the Effective Date, all of which is outlined on the Order & Terms Sheet signed by both parties. This Agreement governs the access to and use of the Vendor's educational software (the "Service") by the Customer, including its students, their families, faculty, and administrators.

1. Definitions

"FERPA": The Family Educational Rights and Privacy Act, which protects the privacy of student education records.
"COPPA": The Children’s Online Privacy Protection Act, which governs the collection of personal information from children under 13.
“HIPAA”: The Health Insurance Portability and Accountability Act, which protects the privacy and security of an individual’s health information.
"Student Data": Any information directly related to a student, including but not limited to personally identifiable information (PII), that is protected under FERPA or other applicable laws.
"Authorized Users": Students, teachers, administrators, and other personnel authorized by the Customer to use the Service.
“Streamline or the Platform: A cloud-based software platform for caseload management, student progress tracking, IEP management, documentation, reporting, analytics, and personalized practice sessions.

2. Service Description

Vendor agrees to provide access to its educational software via a secure cloud-based platform. The Service is designed for use in educational settings and includes features for caseload management, student progress tracking, IEP management, documentation, reporting, analytics, and personalized practice sessions, among other features.

3. Compliance with Student Data Privacy Laws

FERPA Compliance: Vendor agrees to comply with FERPA and act as a "School Official" as defined therein, using Student Data only for authorized educational purposes.
COPPA Compliance: Vendor ensures that the Service does not collect, use, or disclose personal information from children under 13 without verifiable parental or school consent.
HIPAA Compliance: Vendor agrees to comply with HIPAA and protect of the privacy and security of an individual’s health information and data.
State-Specific Laws: Vendor shall comply with applicable state laws governing the privacy and security of Student Data.

4. Ownership and Use of Data

Ownership: All Student Data remains the property of the Customer or its students.
Permissible Uses: Vendor shall use Student Data solely to provide the Service and support its functionality.
Prohibited Uses: Vendor shall not sell, disclose, or use Student Data for advertising or any other non-educational purpose.

5. Data Security

Security Measures: Vendor shall implement and maintain industry-standard security measures, including but not limited to:
- Encryption of data in transit and at rest.
- Role-based access controls.
- Regular security audits.
Breach Notification: Vendor shall notify the Customer within 48 hours of any suspected or confirmed data breach affecting Student Data and provide detailed remediation steps.

6. Access Control and Monitoring

User Authentication: Authorized Users shall access the Service using secure credentials issued by the Customer.
Activity Monitoring: Vendor shall log and monitor user activities to ensure compliance with this Agreement and provide reports upon request.

7. Acceptable Use Policy

Prohibited Activities: Authorized Users are prohibited from using the Service for:
- Cyberbullying or harassment.
- Unauthorized access or data manipulation.
- Any non-educational activity.

8. Billing and Payment Terms

Payment Structure: For the Initial Term and any renewal terms as set forth in this Agreement, the Customer shall provide Vendor with valid credit card information or ACH information and shall authorize Vendor to charge such credit card or initiate ACH to pay for all Products & Services provided during the month as listed in the Order & Terms Sheet. Vendor shall generate invoices electronically on the last day of the month, and fees shall be charged on the 5th day of the month. The Customer is responsible for providing complete and accurate billing and contact information to Vendor and notifying Vendor of any changes to such information. Vendor may increase the Fees from the Order & Terms Sheet at its own discretion and shall provide advance notice of 60 days of any pricing changes.
Taxes. The Vendor shall invoice the Customer for applicable sales, use, and similar taxes on fees sourced to States where the Vendor has nexus, as determined by the Vendor in its sole discretion, to comply with state and Federal tax laws. The Customer agrees to promptly pay such taxes when invoiced.
Late Payments and Interest. Any portion of any amount payable hereunder that is not paid when due will accrue interest at 1.5% per month or the maximum rate permitted by applicable law, whichever is less, from the due date until paid.
Public Funding: Vendor agrees to accommodate the Customer’s funding cycles and provide the necessary documentation for grant or public funding compliance.

9. Training and Support

Training: Vendor shall offer initial training sessions for Authorized Users at no additional cost.
Technical Support: Vendor shall provide ongoing technical support via email during normal business hours.

10. Customer Responsibilities

Create End User Accounts: As applicable to the Platform product type, create End User accounts for its personnel, Educators, Students, and any other End User for which the Customer is responsible, in each case to the extent they need access to the Platform, and/or utilize Administrator tools to onboard such End Users (including contracted Educators), assign product licenses and set up caseloads as relevant to End Users. The Better Speech Platform’s user base of Students and Educators is based on existing and up-to-date information provided by the Customer. Accordingly, it is the Customer’s sole responsibility to ensure such information is up-to-date, true, and accurate, including providing updated information to Streamline or associating End Users to schools, Students to Educators, Students to grades, districts, and schools, and deactivating accounts when End Users no longer require access to or use of Streamline. To avoid doubt, the Customer shall not provide information regarding and/or onboard End Users who do not require access to the Platform. Any oversharing may result in additional costs. Vendor shall provide Onboarding Support as further described in the Order & Terms Sheet. Notwithstanding the above, where the Customer uses Vendor’s support and/or acts on behalf of the Customer and in accordance with its instructions to operate the Platform, the Customer agrees and acknowledges that such usage authorizes designated representatives of Vendor to view student information (including skill assignment, practice data & progress data via the reporting tools), import End-Users, assign licenses and caseloads and operate any other function, all to the extent required.
Platform Accessibility. Make the Platform accessible to users by meeting the technical requirements, such as compatible devices and software, and access to the internet per Vendor’s Minimum System Requirements, such that End-Users can reach, access, and use the Platform as intended within its facilities or at End Users' location. Provide tier 1 technical support for such access and requirements, and provide contact details for the Customer’s IT specialist(s) who shall be responsible therefore.
Training. Ensure all Educators, Speech Therapists, administrators, and authorized personnel of the Customer undergo training, as necessary, on the use of the Platform.
Certifications. Ensure all End Users are qualified and/or certified and/or authorized by applicable laws and regulations to provide the applicable special education services to Students.
Children’s Online Privacy Protection Act. Obtain in advance all required End User consents, including, without limitation, the consent of parents or guardians of Students to receive the treatment (including through the Platform) and to use, process, and disclose End User information according to the Purpose as defined in the Privacy Policy, in accordance with any Applicable Data Protection Laws. The Customer shall properly and duly store all signed consent forms, and upon demand, shall provide such consents to Vendor to assist with, and demonstrate compliance. In particular, under the United States’ Children’s Online Privacy Protection Act (COPPA), Vendor relies on the Customer, acting as the parent’s agent and on its behalf, to obtain verifiable parental (or legal guardian) consent, regarding the collection of a child’s information (under the age of 13). For such purpose, Vendor has provided the Customer this COPPA Direct Notice, including an example of a Consent Form, which the Customer shall make available to parents.
Verifiable Parental Consent

In accordance with COPPA rules, please print this form, complete it, and sign it. Then scan the completed and signed form and email it to _____________________.

Only parents or legal guardians can submit a COPPA form. Any forms received from an adviser or teacher will not be processed.

□ By checking this box, you agree that you have read and agree to Better Speech Terms & Conditions and Privacy Notice (<<school legal page URL>>).

□ By checking this box, you give us your consent to the processing of your child’s personal data according to our Privacy Policy <<school legal page URL>>.

□ By checking this box, you consent to the disclosure of your child’s personal data to educators (such as speech & language pathologists, psychologists, counselors, occupational therapists, physical therapists, counselors, case managers, teachers, and school administrators) for the purpose of providing your child with services.

Point of Contact. Assign the main point of contact responsible for all of the above responsibilities.
Disclaimers. Customer’s use of any part of the Service is at its own risk. As an educator providing services to students using Streamline, the Customer must ensure that they have adequate qualifications, certifications, experience, knowledge, skills, and authority to provide such services under any applicable law and regulation. Streamline cannot and does not accept any liability in respect of any activities that Customer may undertake or receive (as applicable) through the use of the Platform.
Warranty. The Platform, any information, and documentation are provided to Customer on an “as-is” and “as available” basis. Streamline does not warrant that the functions in the Service will meet the requirements of the End-User or the Entity, nor provide any warranty regarding any use of or access to the Service not in accordance with this Agreement or for purposes not intended by the Vendor and not specifically permitted by this Agreement. Except as may be provided in the SaaS Service Level Agreement, (i) Streamline does not warrant or guarantee against, and therefore assume no responsibility or liability for or relating to, any errors, omissions, deletions, defects, delays, failures, interruptions, or corruption or loss of any data, alerts, notifications or other information transmitted in connection with your use of the Service, including but not limited to the non-delivery of any alerts, notifications or messages, recordings not being uploaded to the databases, statistics not updated between the cloud and the Services; and (ii) Streamline makes no representations or warranties about the availability, accuracy, reliability, completeness, quality, performance, suitability or timeliness of the Service, content, including software, text, graphics, links, or communications provided on or through the use of the Service.

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, STREAMLINE DISCLAIMS ALL OTHER REPRESENTATIONS, WARRANTIES, TERMS AND CONDITIONS, WHETHER EXPRESS OR IMPLIED, REGARDING THE SERVICES, RELATED DOCUMENTATION OR INFORMATION, AND OTHER MATERIALS AND SERVICES, AND SPECIFICALLY DISCLAIM THE IMPLIED WARRANTIES OF FITNESS FOR A PARTICULAR PURPOSE, SATISFACTORY QUALITY, MERCHANTABLE QUALITY, NON-INFRINGEMENT AND THOSE ARISING FROM COURSE OF PERFORMANCE, DEALING, USAGE OR TRADE.

11. Term, Termination, and Data Portability

Term of Agreement. The term (“Term”) of this agreement is 12 months with automatic renewal for an additional 12 months until terminated with a 30-day notice by either the Customer or Vendor. If the Customer breaches this Agreement, the right to access and use the Platform and/or Services shall automatically terminate. In addition, Vendor may, in its sole discretion, terminate this Agreement and the Customer’s access to the Platform at any time and for any reason, without penalty or liability. In the event the Customer breaches this Agreement, these actions are in addition to and not in lieu or limitation of any other right or remedy that may be available to Vendor.
Termination. Either party may terminate this Agreement upon a 30-day written notice. Upon any termination of the Agreement by either party, the Customer must promptly cease to use and access the Services. Any deletion of Customer information, including Personal Data, is subject to Vendor’s policies, procedures, and applicable laws and regulations.
Survivability. Provisions which by their nature are intended to survive the suspension or termination of this Agreement shall survive its termination, including, without limitation, Disclaimers, Ownership, Limitations on Liability, Indemnity, and Governing Law.
Data Portability. Upon termination, and if requested, Vendor shall assist the Customer in exporting all Student Data in a secure, readable format within 30 days.

12. Liability and Indemnification

Limitations on Liability: Vendor’s liability under this Agreement shall not exceed the total fees paid by the Customer in the 12 months preceding a claim.
Indemnity: Vendor agrees to indemnify the Customer against any claims arising from Vendor’s breach of this Agreement or violation of applicable laws. Customer agrees to indemnify Vendor against any claims arising from Customer's breach of this Agreement, violation of applicable laws by Customer, or any claims arising from the use of the Platform by the Customer.

13. Governing Law

This Agreement shall be governed by the laws of North Carolina without regard to its conflict of laws principles.

15. Entire Agreement

This Agreement constitutes the entire understanding between the parties and supersedes all prior agreements. Amendments must be in writing and signed by both parties.