Last Updated: 19th May 2026
Edmo provides a software-as-a-service platform (the "Platform" or "Services") that streamlines and enhances admissions, document evaluation, and communication processes for educational institutions and prospective students.
Edmo is a product owned and operated by iSchoolConnect, Inc. ("Edmo"), a Delaware-registered corporation. All contractual references, invoices, and service orders shall identify iSchoolConnect, Inc. as the contracting entity.
By executing a Service Order, clicking "Accept," or using the Platform or Services, Customer agrees to this Agreement. If an individual accepts on behalf of an entity, that individual represents they have authority to bind the entity. If not, or if the entity does not agree, the Platform and Services may not be used. Affiliates of Customer may access and use the Platform under this Agreement, provided that Customer remains fully responsible for such Affiliates' compliance with its terms.
Customer shall not access or use the Platform or Services for purposes of benchmarking or developing a competing product or service, except with Edmo's prior written consent. Internal performance evaluation by Customer for institutional improvement is permitted.
This Agreement becomes effective as of the date Customer accepts it via Service Order or electronic acknowledgment ("Effective Date").
The specific quantities, credit allocations, user licenses, implementation hours, and other commercial details for each Customer engagement will be set forth in a separate Order Form executed by both parties and incorporated herein by reference. Each Order Form will be governed by and subject to this Master SaaS Agreement. In the event of a conflict between an Order Form and this Agreement, the terms of the Order Form shall control solely with respect to the applicable transaction.
Account-Related Information — means contact information, biographical information, contacts used for marketing and user account administration, and any other information otherwise maintained in or used for access to existing accounts.
Affiliate — means any entity controlling, controlled by, or under common control with the referenced entity, where the term "control" means the possession, direct or indirect, of the power to direct or cause the direction of the management and policies of an entity, whether through the ownership of voting securities, by contract, or otherwise.
Customer Content — means (i) data or content in the Customer Properties that Edmo has access to; and (ii) any other data Customer submits to Edmo in connection with the use of the Services (not including Customer End User Data).
Customer Property — means a website or mobile application which has Edmo code or services embedded in their own website or application.
Customer End Users — means end users of Edmo's Services provided on behalf of Customer or as a part of or through any Customer Property.
Customer End User Data — means data and Personal Information related to Customer End Users submitted by Customer End Users to Edmo.
Customer Data — means all information, content, and data submitted by or on behalf of Customer or its End Users to Edmo, including Customer Content and Customer End User Data.
Subprocessor — means any third party engaged by Edmo to process Customer Data on its behalf in connection with providing the Services.
Documentation — means the technical user documentation, if any, provided with the Services.
Applicable Law — means all laws, regulations, and conventions applicable to the Customer or Edmo, including those related to privacy, data protection, and cross-border data transfer.
Service Order — means each Service Order referencing this Agreement.
Personal Information — means any information that identifies, relates to, describes, or is capable of being associated with, or could reasonably be linked, directly or indirectly, to an identified or identifiable living natural person, including but not limited to: (i) identifiers such as a real name, alias, postal address, unique personal identifier, online identifier, IP address, email address, account name, social security number, driver's license number, government identification card number, passport number, or other similar identifiers; (ii) any patient, medical records or other protected or regulated health information; (iii) any financial information (including bank account or payment card numbers) or any other information subject to regulation or protection under specific laws or regulations; or (iv) information defined as "personal information," "personally identifiable information," "personal data," or similar expressions under applicable privacy or data security Law.
Services — means Edmo's proprietary software-as-a-service solution(s) for connecting prospective students with schools and colleges. Services shall also include (a) any corresponding SDKs, APIs, documentation or software that may be made available by Edmo in connection with such Service; (b) any onboarding assistance provided; (c) any customization, white labeling, special features developed for the Customer, if any; and (d) subsequent enhancements, updates and bug fixes to the foregoing made generally available by Edmo for no additional fee.
Subject to this Agreement and each Service Order, Edmo will make its software-as-a-service platform (the "Platform" or "Services") available to Customer for its internal institutional purposes. The Services include the web-based applications, APIs, documentation, integrations, and standard support described in the applicable Service Order.
Edmo shall use commercially reasonable efforts to maintain at least 99.9% monthly uptime, excluding: (a) scheduled maintenance notified in advance; (b) downtime caused by Customer systems, network, or third-party providers; and (c) force-majeure events. Planned maintenance windows will be posted on Edmo's status page or communicated by email at least 24 hours in advance.
Edmo may enhance, update, or otherwise modify the Platform or Services from time to time. Edmo will not materially reduce core functionality without providing equivalent replacement features or reasonable prior notice to Customer.
Edmo will provide email and chat-based support during normal business hours (9 a.m.–6 p.m. Eastern Time, Monday–Friday) and will respond to support requests in accordance with its then-current Service Level Agreement (SLA). Emergency support is available 24×7 for critical outages.
If Customer registers for a free trial, evaluation, or proof-of-concept environment, Edmo may make the Platform available on a temporary, limited basis free of charge. Trial Services are provided "as is" and may be terminated at any time. Data entered during a trial may be deleted unless Customer converts to a paid subscription.
Edmo may suspend or restrict access to the Platform (a) to prevent harm or unauthorized access to its systems or other customers; (b) for non-payment after written notice; or (c) as required by law. Edmo will use commercially reasonable efforts to limit the scope and duration of any suspension and promptly restore access once the issue is resolved.
Edmo may perform the Services itself or through its affiliates, subcontractors, or third-party service providers ("Delivery Partners"). Edmo shall remain fully responsible for the acts and omissions of its Delivery Partners to the same extent as if performed directly by Edmo. All Delivery Partners engaged in processing Customer Data shall be bound by confidentiality and data-protection obligations no less protective than those in this Agreement.
Customer retains all rights, title, and interest in and to all data submitted to or generated through the Platform, including Customer Content and Customer End User Data (collectively, "Customer Data"). Edmo obtains no rights in Customer Data other than to host, process, and transmit it as necessary to provide the Services. All rights not expressly granted are reserved to Customer.
Edmo retains uploaded files—such as emails, attachments, and transcripts—only as long as necessary to process and deliver the requested outputs, and in no event longer than ninety (90) days after processing, unless longer retention is required by law or requested in writing by Customer. Backups containing Customer Data are encrypted and automatically purged on a rolling 90-day cycle. If any Customer Data is lost or corrupted due to Edmo's gross negligence or willful misconduct, Edmo will use commercially reasonable efforts to restore such data from the most recent backup, and this shall be Customer's exclusive remedy.
Edmo will maintain industry-standard administrative, technical, and physical safeguards designed to protect Customer Data against unauthorized access, disclosure, or loss, including encryption in transit and at rest, multi-factor authentication for privileged accounts, regular vulnerability testing, and annual security reviews. Edmo will process Customer Data only to perform the Services and in accordance with Applicable Law.
The Platform may process limited Personal Information required for transcript evaluation, GPA calculation, document automation, communications, and similar institutional functions. Such information may include applicant or institutional names, email addresses, and educational records. Edmo does not require or request highly sensitive data such as Social Security Numbers, medical, or financial records. Each party will comply with all Applicable Laws governing educational and personal data, including FERPA, GDPR, and CCPA. For purposes of such laws, Customer acts as data controller (or "school official"), and Edmo acts as data processor/service provider.
Upon Customer's written request identifying specific records or individuals, Edmo will permanently delete the corresponding Customer Data from active systems within fifteen (15) business days and from backups within ninety (90) days, unless retention is legally required. Where technically feasible, Edmo will support Customer-initiated deletion through administrative tools or secure APIs. Edmo will provide written confirmation of deletion upon completion.
Access to Customer Data within Edmo's organization is limited to personnel who require it for the performance of the Services and who are bound by confidentiality and data-protection obligations no less protective than those in this Agreement.
Upon termination or expiration of this Agreement, Edmo will, at Customer's option, either (a) return all Customer Data in a mutually agreed format or (b) permanently delete it from active systems within fifteen (15) business days and from backups within ninety (90) days, unless retention is required by law. Customer must request such export within ninety (90) days after termination; afterward, Edmo may permanently delete all remaining Customer Data. Edmo will confirm completion in writing upon request.
The parties agree that the Data Processing Addendum (Appendix A) attached to this Agreement governs Edmo's processing of Customer Data and forms an integral part of this Agreement.
Where the Platform includes artificial-intelligence or machine-learning functionality, Edmo will design, train, and deploy such models using commercially reasonable efforts to promote fairness, explainability, and continuous improvement. Edmo will monitor its AI features for performance and bias and will apply appropriate technical and administrative safeguards to maintain data integrity.
AI outputs generated by the Platform are probabilistic predictions or recommendations, not determinations of fact. Customer acknowledges that final decisions based on AI results remain subject to human review and institutional policies. Edmo shall make available, upon request, general information describing the nature and limitations of its AI-enabled functionality.
Edmo may update, retrain, or replace AI models to improve accuracy, performance, or compliance. Any such updates will not materially reduce core functionality of the Platform and will continue to conform to Applicable Law.
Customer shall use AI-generated outputs responsibly and in accordance with Applicable Law, its own institutional ethics guidelines, and this Agreement. Customer shall not use the AI features (a) to make automated decisions that have legal or similarly significant effects on individuals without appropriate human oversight; (b) to create or disseminate deceptive, discriminatory, or unlawful content; or (c) in any manner that would cause Edmo to violate Applicable Law.
Edmo does not warrant that AI-generated outputs will be error-free or suitable for any particular decision-making process. Customer is solely responsible for verifying the accuracy and appropriateness of AI-generated results prior to reliance.
"Confidential Information" means all non-public information disclosed by either party ("Discloser") to the other ("Recipient"), whether orally or in writing, that is designated as confidential or that reasonably should be understood to be confidential given the nature of the information and the circumstances of disclosure. Confidential Information includes, without limitation, business plans, product designs, pricing, technical data, security practices, and Customer Data. Confidential Information does not include information that (a) becomes public through no breach of this Agreement; (b) was lawfully known to Recipient prior to disclosure; (c) is received lawfully from a third party without restriction; or (d) is independently developed by Recipient without use of the Discloser's Confidential Information.
Recipient will (a) protect the Discloser's Confidential Information using at least the same degree of care it uses to protect its own confidential information (and no less than reasonable care); (b) use the Discloser's Confidential Information solely to perform or exercise rights under this Agreement; and (c) not disclose it to any third party except to employees, contractors, or advisors who have a need to know and are bound by written confidentiality obligations no less protective than those herein. Each party is responsible for any breach of this Section 5 by its representatives.
Recipient may disclose Confidential Information to the extent required by law, regulation, or valid court order, provided it (a) gives prompt written notice to the Discloser (unless prohibited), (b) cooperates with reasonable efforts to seek protective treatment, and (c) discloses only the portion legally required.
The obligations in this Section 5 survive for three (3) years after termination or expiration of this Agreement, except that trade secrets and Customer Data shall be protected indefinitely while retained by Edmo.
Edmo will implement and maintain industry-standard administrative, technical, and physical safeguards designed to protect the Platform and Customer Data against unauthorized access, disclosure, alteration, or destruction. Such measures include encryption in transit and at rest, multi-factor authentication for privileged access, network segmentation, regular vulnerability testing, and annual security audits or certifications.
In the event of a confirmed Security Incident involving unauthorized access, disclosure, or loss of Customer Data, Edmo shall:
Edmo's liability for Security Incidents shall be limited to those caused by its gross negligence or willful misconduct.
Edmo maintains Cyber and Privacy Liability Insurance with limits not less than US $2,000,000 per occurrence, covering network security, privacy liability, regulatory defense, and breach-response costs, and will provide a certificate of insurance upon written request.
This Agreement commences on the Effective Date and continues until all Service Orders have expired or been terminated (the "Term"). Each Service Order will specify its own subscription term (the "Subscription Term").
Unless otherwise stated in a Service Order, the initial Subscription Term shall be twelve (12) months. Upon expiration, the parties may renew by mutual written agreement. Unless otherwise agreed, renewal pricing shall not exceed a three percent (3%) increase over the prior-term fees. Edmo will provide at least sixty (60) days' prior written notice of renewal options and any proposed pricing adjustments. This Agreement will not auto-renew without written confirmation from both parties.
Either party may terminate this Agreement or any Service Order immediately upon written notice if the other party:
Customer may terminate this Agreement or any Service Order for convenience with ninety (90) days' prior written notice after the completion of the first annual Subscription Term. Edmo may terminate for convenience only upon mutual agreement with Customer. Termination for convenience will not relieve Customer of payment obligations for Services already performed or committed during the notice period.
Upon termination or expiration: (a) all rights to use the Platform and Services cease; (b) Customer shall pay all outstanding amounts due through the effective termination date; and (c) Edmo shall handle Customer Data in accordance with Section 3.5 (Data Return at Termination). Provisions that by their nature should survive (including confidentiality, data protection, payment, and limitation of liability) will remain in effect.
If any undisputed invoice remains unpaid more than thirty (30) days after notice, Edmo may suspend access to the Platform until payment is received. Persistent non-payment for more than sixty (60) days may be treated as a material breach subject to termination under Section 6.3. Edmo will restore access promptly upon payment.
If Customer is a public university or government entity and funds are not appropriated or otherwise made available for future fiscal periods, Customer may terminate this Agreement or the affected Service Order by providing thirty (30) days' written notice and ceasing use of the Platform as of the termination date. Customer will have no further payment obligation beyond amounts due for Services performed prior to that date.
Customer shall pay all fees specified in each Order Form executed under this Agreement, including subscription, usage-based, and professional-services fees. Fees are quoted and payable in U.S. Dollars unless otherwise stated. Except as expressly provided in this Agreement or an Order Form, all fees are non-cancellable and non-refundable.
Platform user licenses are billed per authorized user on a recurring basis as specified in the applicable Order Form. License counts may be adjusted quarterly based on active users.
Implementation, configuration, consulting, or integration hours are governed by the applicable Order Form.
Unless paid via credit wallet or automatic top-up, Edmo will invoice Customer for recurring subscription fees monthly in advance and for usage or professional-services fees monthly in arrears. All invoices are due within thirty (30) days of the invoice date. Late payments accrue interest at 1.5% per month (or the maximum permitted by law).
Customer must notify Edmo in writing of any good-faith fee dispute within fifteen (15) days of receiving an invoice, identifying the disputed amounts and reasons. The parties will work promptly in good faith to resolve such disputes. Undisputed amounts remain payable per Section 7.4.
Fees are exclusive of all sales, use, value-added, or similar taxes. Customer is responsible for such taxes, excluding taxes based on Edmo's income. If Customer provides a valid tax-exemption certificate, Edmo will honor it.
Customer may not withhold, offset, or deduct any amounts due under this Agreement against any other amounts, credits, or claims.
The standard Order Form format is attached hereto as Exhibit A (Order Form Template) for illustration purposes. Each executed Order Form will specify credit allocations, license counts, implementation hours, and billing details, and will be incorporated by reference into this Agreement. In the event of conflict, the Order Form controls solely with respect to commercial terms.
Each party represents and warrants that (a) it is duly organized and validly existing under the laws of its jurisdiction; (b) it has the legal power and authority to enter into this Agreement; and (c) this Agreement constitutes a legal, valid, and binding obligation enforceable against it in accordance with its terms.
Edmo warrants that, during the applicable Subscription Term, (a) the Platform will perform in all material respects as described in the applicable documentation; (b) the Services will be provided in a professional and workmanlike manner consistent with generally accepted industry standards; and (c) it will maintain commercially reasonable administrative, technical, and physical safeguards to protect Customer Data.
Customer's exclusive remedy for any breach of this warranty is, at Edmo's option, (i) to re-perform the non-conforming Services, or (ii) if Edmo cannot cure within thirty (30) days, to terminate the affected Service Order and refund any prepaid, unused fees for the remainder of the Subscription Term.
The warranties in Section 8.2 do not apply to (a) beta features, trial or evaluation access, or free Services; (b) any modifications made by anyone other than Edmo; (c) use of the Platform not in accordance with this Agreement or documentation; or (d) errors caused by third-party systems or data supplied by Customer.
Except for the express warranties stated in this Agreement, the Platform and Services are provided "as is" and "as available." Edmo and its suppliers expressly disclaim all other warranties, whether express, implied, statutory, or otherwise, including any implied warranties of merchantability, fitness for a particular purpose, title, non-infringement, or uninterrupted or error-free operation. Edmo does not warrant that the Platform will meet all of Customer's requirements or that all errors can or will be corrected.
The Services rely on networks, infrastructure, and services that Edmo does not control. Edmo is not liable for delays, failures, or losses attributable to the public internet, third-party providers, or Customer-supplied systems or data, except to the extent caused by Edmo's gross negligence or willful misconduct.
Edmo shall defend, indemnify, and hold harmless Customer and its officers, employees, and agents from and against any third-party claim alleging that Customer's authorized use of the Platform infringes or misappropriates a valid U.S. patent, copyright, trademark, or trade secret of such third party. Edmo's obligations are conditioned upon Customer (a) promptly providing written notice of the claim, (b) granting Edmo sole control of the defense and settlement, and (c) providing reasonable cooperation. Edmo shall not settle any claim without Customer's written consent unless the settlement unconditionally releases Customer and imposes no monetary or affirmative obligations on it other than cessation of the allegedly infringing use.
If the Platform is, or in Edmo's opinion is likely to be, held to infringe, Edmo may at its option and expense (i) obtain the right for Customer to continue using the Platform, (ii) modify or replace it so it becomes non-infringing, or (iii) if neither is commercially reasonable, terminate the affected Service Order and refund prepaid, unused fees for the remaining Subscription Term. This Section 9.1 states Edmo's entire liability and Customer's exclusive remedy for any intellectual-property claim.
Customer shall defend, indemnify, and hold harmless Edmo and its officers, employees, and agents from and against any third-party claim arising out of or relating to (a) Customer Data, Customer Content, or Customer End User Data, including any allegation that such data or its use violates Applicable Law or a third party's rights; (b) Customer's or its Permitted Users' misuse of the Platform or violation of this Agreement; or (c) any service, integration, or product offered by Customer that interacts with or leverages the Platform.
Edmo's indemnification obligations under Section 9.1 apply mutatis mutandis to Customer under this Section 9.2. Edmo may participate in the defense of any claim at its own expense, and Customer will not settle any claim without Edmo's prior written consent unless the settlement fully releases Edmo and imposes no payment or admission of liability.
Each party's duty to indemnify is conditioned on receiving prompt written notice of the claim (in time to avoid material prejudice), sole control of defense and settlement of its own indemnified claims, and the other party's reasonable cooperation at the indemnifying party's expense.
Except for (a) either party's indemnification obligations; (b) Customer's payment obligations; (c) breach of Section 5 (Confidentiality and Security) or willful misconduct; or (d) Customer's violation of Edmo's intellectual-property rights:
The parties acknowledge that the fees charged reflect the allocation of risk set forth in this Section 9 and that this allocation forms a material basis of the bargain between them.
This Agreement shall be governed by and construed in accordance with the laws of the State of Delaware, without regard to conflict-of-law principles. Any action arising out of or relating to this Agreement shall be brought exclusively in the state or federal courts located in Delaware, USA, and each party irrevocably consents to the jurisdiction and venue of such courts.
All notices or communications under this Agreement must be in writing and delivered by hand, nationally recognized courier, certified mail (return receipt requested), or email (with confirmation of receipt) to the addresses specified in the applicable Order Form, or such other address a party designates in writing. Notices are deemed received (a) upon delivery if by hand or courier, (b) three (3) business days after mailing, or (c) upon confirmed email transmission.
Neither party may assign or transfer this Agreement, by operation of law or otherwise, without the prior written consent of the other party, except that either party may assign this Agreement in its entirety (including all Order Forms) without consent to an affiliate or in connection with a merger, acquisition, corporate reorganization, or sale of substantially all of its assets. Any attempted assignment in violation of this Section is void. This Agreement shall be binding upon and inure to the benefit of the parties and their permitted successors and assigns.
The parties are independent contractors. Nothing in this Agreement shall be construed to create a partnership, joint venture, agency, or employment relationship between them. Neither party has authority to bind the other in any manner.
Neither party shall be liable for any delay or failure to perform its obligations (except payment obligations) due to causes beyond its reasonable control, including natural disasters, acts of government, labor disputes, internet or telecommunications failures, or other events of force majeure. Performance shall be excused for the duration of such event, provided the affected party promptly notifies the other and uses reasonable efforts to resume performance.
This Agreement, together with all executed Order Forms and exhibits (including the Data Processing Addendum and Service Level Commitments), constitutes the entire agreement between the parties and supersedes all prior or contemporaneous communications, proposals, or agreements, whether oral or written. In the event of conflict, the order of precedence shall be: (1) the applicable Order Form, (2) this Master SaaS Agreement, and (3) any referenced policies or exhibits.
Any amendment or modification to this Agreement must be in writing and executed by authorized representatives of both parties. No purchase-order or similar Customer document shall modify the terms of this Agreement unless expressly accepted in writing by Edmo.
If any provision of this Agreement is held invalid or unenforceable, the remaining provisions shall remain in full force and effect, and the invalid provision shall be replaced with a valid provision that most closely reflects the parties' original intent.
No failure or delay by either party in exercising any right under this Agreement shall constitute a waiver of that right. Any waiver must be in writing and signed by the waiving party.
This Agreement and any Order Form may be executed in counterparts, each of which shall be deemed an original, and all of which together shall constitute one instrument. Execution and delivery of this Agreement by electronic means (including e-signature or click-acceptance) shall be legally binding and equivalent to a handwritten signature.
Each party will comply with all applicable export, re-export, and sanctions laws. Customer represents it is not (a) listed on any U.S. government denied-party list, (b) located in, or a national of, a comprehensively sanctioned jurisdiction, or (c) using the Services for any prohibited end-use.
Edmo Technology is "commercial computer software." Use, duplication, or disclosure by the U.S. Government is subject to the restrictions in FAR 12.212 and DFARS 227.7202, as applicable.
The prevailing party in any action to enforce this Agreement is entitled to recover its reasonable attorneys' fees and costs.
Sections 3 (to the extent of data return/deletion), 4, 5, 7 (as to amounts due), 8.4–8.5, 9, 10, 11, and any other provisions which by their nature should survive, survive termination or expiration.
Customer acknowledges this is a subscription to access the Platform/Services only; no software is sold or otherwise transferred. Except for the limited rights expressly granted, Edmo and its licensors retain all right, title, and interest (including all intellectual-property rights) in and to the Platform, Services, Documentation, deliverables provided in connection with the Services, and any enhancements, modifications, or derivative works thereof, including those incorporating Feedback ("Edmo Technology"). Customer has no right to obtain a copy of the software underlying the Services unless expressly stated in a Statement of Work.
Customer grants Edmo a perpetual, irrevocable, worldwide, royalty-free license to use and incorporate into the Edmo Technology any suggestions, ideas, enhancement requests, or other feedback provided by Customer or its users, without obligation to Customer.
Edmo may collect and use de-identified or aggregated technical data about use of the Platform ("Usage Data") to analyze, improve, support, and operate the Services and for legitimate business purposes, provided Usage Data does not identify Customer or any individual.