Terms of Service

1. Acceptance of Terms

By accessing or using any Guardeli service — including guardeli.com, phantom.guardeli.com, the Phantom Chrome extension, and any associated APIs (collectively, the “Services”) — you agree to be bound by these Terms of Service (“Terms”). If you do not agree, do not use the Services. If you are using the Services on behalf of a school, district, or organisation, you represent that you have authority to bind that entity.

2. Description of Services

Guardeli Phantom is a classroom monitoring platform for K-12 schools and districts. The Services include a Chrome browser extension installed on student devices, a web-based teacher monitoring dashboard, a district administration portal, and related cloud infrastructure. The Services are provided on a subscription basis (per student per year) as selected by the subscribing district.

3. Eligibility and Accounts

• The Services are intended for use by K-12 schools and school districts.
• District administrators are responsible for managing teacher and student accounts.
• You are responsible for maintaining the confidentiality of your account credentials.
• You must notify us immediately of any unauthorised access to your account.

4. Acceptable Use

You agree to use the Services only for legitimate educational monitoring purposes. You must not:

• Use the Services to monitor students outside of school-sanctioned activities
• Use the Services in violation of applicable student privacy laws (FERPA, COPPA, state laws)
• Share monitoring data with unauthorised third parties
• Attempt to reverse-engineer, decompile, or extract the extension source code
• Use the Services for any unlawful purpose or in violation of any applicable regulation
• Circumvent any rate limiting, authentication, or security measures

5. Student Data and Privacy

Your use of the Services is governed by our Privacy Policy, which is incorporated into these Terms. Districts are responsible for ensuring their use of the Services complies with all applicable student privacy laws, including FERPA, COPPA, and any applicable state student data privacy laws. Guardeli will execute a Student Data Privacy Agreement (DPA) upon request.

6. Subscription and Billing

• Subscriptions are billed annually, per student, based on district headcount.
• Price changes will be communicated with at least 30 days' notice.
• You may cancel at any time; cancellation takes effect at the end of the current billing period.
• We do not provide refunds for partial billing periods except where required by law.
• Early adopter pricing ($5/student/year) is valid for the first 12 months of service.

7. Intellectual Property

The Services, including all software, code, designs, trademarks, and content, are owned by Guardeli Inc. and protected by applicable intellectual property laws. We grant you a limited, non-exclusive, non-transferable, revocable licence to use the Services in accordance with these Terms. You retain ownership of any data generated through the Services.

8. Disclaimer of Warranties

The Services are provided “as is” and “as available” without warranty of any kind, whether express, implied, statutory, or otherwise. Guardeli expressly disclaims all warranties, including but not limited to implied warranties of merchantability, fitness for a particular purpose, title, non-infringement, accuracy, reliability, completeness, and any warranties arising from course of dealing, usage, or trade practice. Guardeli does not warrant that the Services will be uninterrupted, timely, secure, error-free, or that all student activity will be captured. Guardeli does not warrant that the Services will meet your requirements or that any defects will be corrected. No advice or information, whether oral or written, obtained from Guardeli or through the Services shall create any warranty not expressly stated herein. You assume all risk for your use of the Services.

9. Limitation of Liability

To the maximum extent permitted by applicable law, in no event shall Guardeli, its affiliates, officers, directors, employees, agents, suppliers, or licensors be liable for any direct, indirect, incidental, special, consequential, exemplary, or punitive damages whatsoever, including but not limited to damages for loss of profits, revenue, data, goodwill, use, business interruption, cost of procurement of substitute services, or any other intangible losses, arising out of or in connection with (a) your access to or use of, or inability to access or use, the Services; (b) any conduct or content of any third party on the Services; (c) any content obtained from the Services; (d) unauthorised access, use, or alteration of your transmissions or content; (e) any failure of the Services to detect, report, or prevent any student activity; or (f) any matter relating to the Services, whether based on warranty, contract, tort (including negligence), strict liability, or any other legal theory, whether or not Guardeli has been advised of the possibility of such damages. In no event shall Guardeli's aggregate liability for all claims relating to the Services exceed the lesser of (i) the amounts paid by you to Guardeli in the six (6) months preceding the event giving rise to the claim, or (ii) one hundred U.S. dollars ($100). The foregoing limitations shall apply even if any remedy fails of its essential purpose.

10. Assumption of Risk

You acknowledge and agree that your use of the Services is entirely at your own risk. The Services are educational technology tools and are not a substitute for direct supervision of students. Guardeli shall not be liable for any harm, injury, or damage resulting from reliance on the Services for student safety or monitoring. You are solely responsible for ensuring the safety and well-being of students under your care.

11. Indemnification

You agree to indemnify, defend, and hold harmless Guardeli and its parent companies, subsidiaries, affiliates, officers, directors, employees, agents, licensors, and suppliers from and against any and all claims, demands, actions, damages, losses, liabilities, judgments, settlements, costs, and expenses (including reasonable attorneys' fees and court costs) arising from or related to: (a) your use of or access to the Services; (b) your violation of these Terms; (c) your violation of any third-party rights, including student privacy rights; (d) your violation of any applicable law or regulation; (e) any content or data you submit or transmit through the Services; or (f) any third-party claims arising from your use of the Services in connection with student monitoring. This indemnification obligation shall survive the termination of these Terms and your use of the Services.

12. Termination

Guardeli may suspend or terminate your access to the Services at any time for violation of these Terms, non-payment, or at our discretion with 30 days' notice. Upon termination, your right to use the Services ceases immediately. We will provide a mechanism for data export upon request within 30 days of termination.

13. Governing Law and Disputes

These Terms are governed by the laws of the State of Delaware, United States, without regard to its conflict of law provisions. Any dispute arising from these Terms shall be resolved by binding arbitration under the rules of the American Arbitration Association, except that either party may seek injunctive relief in court for intellectual property disputes.

14. Changes to Terms

We may modify these Terms at any time. Material changes will be communicated by email and posted on this page with an updated “Last updated” date. Continued use of the Services after changes are posted constitutes your acceptance of the revised Terms.

15. Contact

Questions about these Terms? legal@guardeli.com
Guardeli Inc., United States