General
Zen Educate Limited (“Zen”, “Zen Educate”, “We” “Us”) provides an online technology platform (the “Platform”) through which individuals including teachers, teaching assistants, cover supervisors, exam invigilators and other positions required in schools (“Education Professionals” “You”) can connect with schools and colleges (“Schools”) and where Schools can post open positions (“Assignments”) for which Education Professionals are required.
Schools can use the Platform to search for and evaluate Education Professionals and Education Professionals can post individual profiles and search for and evaluate School Assignments. Schools may offer an Assignment to Education Professionals via the Platform. The Education Professionals are free to accept or reject the Assignment and can communicate their decision via the Platform. Zen accepts no liability for any inability to access or use the Platform caused by system downtime or by technical issues beyond Zen’s control.
When an Education Professional indicates via the Platform their acceptance of an Assignment, the Education Professional will be supplied to the School through Zen Educate Services Limited or one of Zen’s preferred umbrella companies ("the Umbrella").
Where the supply of an Education Professional to a School is through an Umbrella, Zen will enter into a contract for services with the Umbrella and the Umbrella will employ or engage the Education Professional and be responsible for all employer’s obligations including paying the Education Professional’s wages in respect of any Assignment obtained via the Platform. In such a case, as when Zen supplies Education Professionals directly, Zen acts as an employment business and an assignment fee (the “Assignment Fee”) is payable to Zen by the School.
A School may identify an Education Professional, introduced via the Platform, as a suitable candidate for a permanent position. Where the School engages an Education Professional on a permanent basis Zen acts as an employment agency and an introduction fee (the “Introduction Fee”) is payable to Zen by the School.
The Introduction Fee is also payable to Zen by a School in so called “temp to perm” situations when an Education Professional who has worked at such School on an Assignment is subsequently recruited by the School on a permanent basis within 14 weeks of the start of the Education Professional’s first Assignment with the School or within 8 weeks of the end of any of their Assignments with the School, whichever date is the later.
The Introduction Fee is also payable in “temp to temp” situations (where an Education Professional who has worked at such School on an Assignment is subsequently assigned to the School on a temporary basis within 14 weeks of the start of the Education Professional’s first Assignment with the School or within 8 weeks of the end of any of their Assignments with the School, whichever date is the later).
The Introduction Fee shall also be payable in “temp to third party” situations (where an Education Professional who has worked at such School on an Assignment is subsequently introduced by the School to a third party and assigned to that third party on a temporary basis, or recruited by that third party on a temporary or permanent basis, within 14 weeks of the start of the Education Professional’s first Assignment with the School or within 8 weeks of the end of any of their Assignments with the School, whichever date is the later).
The Introduction Fee payable in “temp to perm” or “temp to temp” situations can be avoided where the Education Professional is engaged through Zen for an extended period of Assignment as set out further in the terms for Schools.
Any fees charged by Zen under these terms of Service may also be referred to as “Charges”
These Terms of service are governed by the law of England & Wales and are subject to the exclusive jurisdiction of the Courts of England & Wales.
Schools
Prior to publicising profiles of Education Professionals on the Platform and prior to supplying an Education Professional for an Assignment Zen will carry out the checks required for those working in schools and colleges as set out in the latest statutory guidance "Keeping children safe in education". Zen will communicate relevant information to the relevant School prior to commencement of each relevant Assignment.
When posting an Assignment on the Platform, the School will provide details of:
the date on which the School requires the Education Professional to commence work and the duration, or likely duration, of the work.
the position which the School seeks to fill, including the type of work the Education Professional in that position would be required to do, the location at which, and the hours during which, the Education Professional would be required to work, and any risk to health or safety known to the School and what steps the School has taken to prevent or control such risks;
the experience, training, qualifications and any authorisation which the School considers are necessary, or which are required by law, or by any professional body, for the Education Professional to possess in order to work in the position; and
any expenses payable by or to the Education Professional and any information reasonably required by Zen in order for Zen to fulfil its obligations under the Agency Workers Regulations 2010 (“AWR”).
The Assignment Fee shall be paid by the School in respect of each day of an Assignment and shall be sufficient to cover the Education Professional’s pay and holiday pay, and include Zen’s daily margin, the Umbrella’s processing margin and employer's National Insurance contributions
The Introduction Fee shall be 9.5% of the Education Professional’s guaranteed annualised full-time income on a full-time equivalent basis (including salary based on the Education Professional’s daily rate through Zen before deductions, multiplied by 260 days, and contractual bonus), plus VAT unless otherwise agreed in writing between the School and Zen Educate. The Introduction Fee is payable on the Education Professional’s first day of work at the School or third party (as the case may be) under the new arrangement.
Should the candidate leave their role within the first 10 weeks and was not previously engaged at the School on a temporary basis through Zen Educate, then the client is entitled to a rebate which is (percentage of Introduction Fee) depending on period of employment. The rebate structure is outlined below:
Period of employment
Rebate (% of Introduction Fee)
Up to 2 weeks
80%
Up to 4 weeks
60%
Up to 6 weeks
40%
Up to 8 weeks
20%
A School may avoid liability for a “temp to perm” or “temp to temp” Introduction Fee by giving written notice to Zen that it intends to continue the Assignment of the Education Professional (through Zen) (and subsequently does continue the Assignment) and pays the Assignment Fee for the further period set out below before it engages the Education Professional other than through Zen.
Where the Education Professional has already completed 100 days or 650 hours if greater) on Assignment with the School, the extended Assignment period shall be 20 working days on Assignment (or 130 hours on Assignment if greater). This is to address cases where an Education Professional’s work on Assignment is full-time at a School and when the School would like to hire an Education Professional via “temp to perm” or “temp to temp” after 20 weeks or more of full-time Assignment at the School. The extended Assignment period starts on the day written notice is received or on the day 100 days (or 650 hours if greater) are completed if later.
Where the Education Professional has completed fewer than 100 days (or 650 hours if greater) on assignment at the School, the extended Assignment period shall be 130 working days on Assignment (or 845 hours on Assignment if greater). This is to address cases where an Education Professional’s work on Assignment only includes part-time hours or part-time days at a School, or when the School would like to hire an Education Professional via “temp to perm” or “temp to temp” after a relatively short period of Assignment at the School. The extended Assignment period starts on the day written notice is received or on the Monday of the 21st week of the Education Professional’s Assignment at the School if later.
All Assignment Fees and Introduction Fees will have VAT added.
If the school does not settle payment by the Due Date, Zen Educate will exercise its right under the Late Payment of Commercial Debts (Interest) Act 1988 to claim interest and compensation for any debt recovery costs that Zen Educate may incur as a result of the School’s failure to pay within the agreed terms.
The School or Zen may terminate an Assignment without prior notice but Zen strongly discourages the early termination of Assignments unless exceptional circumstances occur. Education Professionals depend on predictable schedules and reliable income. Early termination of Assignments without sufficient warning or reason causes undue inconvenience and provides Education Professionals with no income protection. Accordingly, Zen’s policy is to invoice one day’s Assignment Fee in respect of any confirmed Assignment cancelled less than 24 hours prior to the agreed commencement date to enable payment to the Education Professional.
The School undertakes to supervise the Education Professional sufficiently to ensure the School’s satisfaction with the Education Professional’s standards of work. If the School reasonably considers that the services of the Education Professional are unsatisfactory, the School may terminate the Assignment either by instructing the Education Professional to leave the Assignment immediately, or by directing the Employment Business to remove the Education Professional. Zen Educate may, in its absolute discretion, in such circumstances, reduce or cancel the Charges for the time worked by that Education Professional, provided that the School has notified Zen Educate immediately that they have asked the Education Professional to leave the Assignment or the Assignment terminates:
within 4 hours of the Education Professional commencing the Assignment where the Assignment is for more than 7 hours; or
within 2 hours for Assignments of 7 hours or less;
During an Assignment, the School will confirm to Zen that the Education Professional has indeed worked on the Assignment but, in any case, it shall be assumed that the Education Professional has worked (and the School will be invoiced accordingly) unless the School notifies Zen that no work has been carried out by the Education Professional on the day in question. The School cannot refuse to pay for days when Education Professionals have worked on Assignment.
Zen shall invoice Schools weekly in respect of all time worked on Assignment by all Education Professionals at that School during the preceding week and the School shall settle all invoices within 10 working days of issue.
Zen shall keep, and maintain for at least 6 years following each Assignment, details of all Assignments and the Education Professionals working on them.
Whilst reasonable efforts are made by Zen to give satisfaction to the School by ensuring reasonable standards of skill, integrity and reliability from the Education Professionals and to provide the same in accordance with the details as provided by the School, no liability is accepted by Zen for any loss, expense, damage or delay arising from any failure to provide any Education Professional for all or part of the Assignment or from the negligence, dishonesty, misconduct or lack of skill of the Education Professional or if the Education Professional terminates the Assignment for any reason. For the avoidance of doubt, Zen does not exclude liability for death or personal injury arising from its own negligence or for any other loss which it is not permitted to exclude by law.
Education Professionals supplied by Zen pursuant to these Terms of service are employed by the Umbrella. They are not Zen’s employees but are deemed to be under the supervision direction and control of the School from the time they report to take up duties and for the duration of the Assignment. The School agrees to be responsible for all acts, errors or omissions of the Education Professional, whether wilful, negligent or otherwise as though the Education Professionals were on the payroll of the School.
The School will comply in all respects with all statutory provisions as are in force from time to time including, for the avoidance of doubt, but not limited to the Working Time Regulations, Health and Safety at Work etc. Act 1974, the Management of Health and Safety at Work Regulations 1999, by-laws, codes of practice and legal requirements to which the School is ordinarily subject in respect of the School’s own staff including in particular the provision of adequate Employer’s and Public Liability Insurance cover.
Zen and the School agree that they will keep confidential all confidential information and take reasonable steps to ensure that their officers, employees and agents do not disclose confidential information save in the proper performance of their obligations under these Terms of service.
Without prejudice to the generality of clause 19 above:
All information relating to an Education Professional posted on the Platform or otherwise provided by Zen to the School is confidential and is provided solely for the purpose of providing work-finding services to the School and is subject to any data protection legislation from time to time in force in the UK including the Data Protection Act 1998 or the General Data Protection Regulation 2018 or any successor legislation. Such information must not be used for any other purpose nor divulged to any third party and the School undertakes to abide by the provisions of the current data protection legislation at all times in receiving and processing personal data.
Zen undertakes to keep confidential all relevant terms and conditions of employment that the School discloses to Zen and not to use such information except for the purposes of compliance with AWR.
All personal data is collected and processed as set out in our privacy policy.
The school acknowledges that calls between its employees/representatives and Zen may be recorded so Zen can implement higher quality service and resolve disputes efficiently in line with our privacy policy.
The School undertakes not to request the supply of an Education Professional to perform the duties normally performed by a worker who is taking part in official industrial action or duties normally performed by a worker who has been transferred by the School to perform the duties of a person on strike or taking official industrial action.
The School shall indemnify and keep indemnified Zen against any losses incurred by Zen arising out of any Assignment or arising out of any non-compliance with, and/or as a result of any breach of, these Terms by the School.
The School shall inform Zen in writing of any AWR claim which comes to the notice of the School as soon as possible but no later than 7 calendar days from the day on which any such AWR claim comes to the notice of the School.
If the Education Professional brings, or threatens to bring, any AWR claim, the School undertakes to take such action and give such information and assistance as Zen may request, and within any timeframe requested by Zen and at the School’s own cost, to avoid, dispute, resist, mitigate, compromise or defend any such AWR claim and to appeal against any judgment given in respect thereof.
Zen takes all complaints seriously and is committed to continuous improvement. If Schools have a complaint they should send this by email to support@zeneducate.com. Zen will normally respond within one business day. Zen will investigate any matter referred and take appropriate action where necessary. If the complaint is regarding the performance, behaviour or competence of an Education professional Zen will investigate the matter and take proportionate action ranging from verbal and written feedback to suspension or termination of the Education Professional’s profile on the Platform and termination of an Assignment. Zen also reserves the right to restrict a School’s access to the Platform, for example in cases of non-payment.
In addition, when providing access to its standard supply and recruitment platform, Zen shall make available to Schools access to its Zen Safeguarding and Zen Vetting products, enabling Schools to manage staff data more effectively.
The Zen Vetting Terms of Use and Data Sharing Agreement at Schedule 1 are included in these Terms.
These Terms of service, together with the Assignment details communicated with a School via the Platform or via Platform generated emails constitute the entire agreement between Zen and the School as regards the Assignment in question.
Zen Vetting: Terms of Use and Data Sharing Agreement
Availability
Zen Educate will use all commercially reasonable endeavours to ensure the Service is generally accessible and usable.
The availability and functionality of the Service are contingent upon various factors, including but not limited to communication networks, software, hardware, and the services provided by Zen Educate’s service providers and contractors. Zen Educate provides no warranty or guarantee, whether expressed or implied, that the Service will operate continuously and without interruption, or that it will be impervious to unauthorised access or free from errors.
If Zen Educate becomes aware of any defect affecting the operation of the Service, we will take reasonable steps to restore the proper operation of the Service as soon as reasonably practicable and within Zen Educate’s available resources, but Zen Educate gives no guarantees in relation to response times, fix times or otherwise.
You acknowledge and agree that Zen Educate shall bear no liability towards you for any modifications, suspensions or discontinuations of the Service.
Data Processing
Both the Customer and Zen Educate will comply with all applicable requirements of the Applicable Data Protection Laws.
Zen Educate shall process the personal data as set out in the Data Processing Schedule (Schedule 1) as processor on your behalf and we shall act as controller of personal data which is provided to us by you for the purpose of managing the Agreement and our relationship with you.
Disclaimer and warranties
As permitted by applicable law, except where explicitly provided otherwise by Zen Educate, the Service is provided “as-is” and “as available”, without any warranties of any kind.
You acknowledge and comprehend that we cannot provide any guarantee or warranty that files accessible for downloading from the internet of the Service will be devoid of viruses or other forms of destructive code.
It is your responsibility to implement adequate procedures and checkpoints to meet your specific requirements for anti-virus protection and ensure the accuracy of data input and output. Furthermore, you are responsible for maintaining an external means, separate from our site, to reconstruct any lost data.
Your use of the Service is at your own risk.
Limitation of Liability
To the fullest extent permitted by applicable law, Zen Educate and/or the Zen Educate representatives shall not be held liable for any form of damages, including but not limited to direct, indirect, special, incidental or consequential damages of any nature resulting from or arising out of the Service, use or inability to use the Service, failure of the Service to perform as represented or expected, loss of goodwill, data or profits.
Indemnification
You agree to defend, indemnify and hold harmless Zen Educate and Zen Educate representatives from and against any and all claims, damages, obligations, losses, liabilities, costs, debts, fines, late fees, cancellation fees and expenses (including attorney’s fees) arising directly or indirectly from:
(i) your use of the Service
(ii) breach of these Terms by you
(iii) any damage of any sort, whether direct, indirect, special or consequential, you may cause to any third party which relates to your use of the Service
(iv) your violation of any third party intellectual property rights, privacy rights or other rights through your use of the Service or provision of information to the Service and (v) your violation of any applicable law or regulation
Amendment of Terms
Zen Educate explicitly reserves the right to unilaterally amend these Terms of Use or Privacy Policy at any time, exercising its sole discretion. Zen Educate will undertake commercially reasonable efforts to provide notification of significant changes to these Terms by publishing the new Terms and by sending you an email regarding such changes to the email address associated with your account.
Disclaimer and warranties
You acknowledge and agree that Zen Educate shall bear no liability towards you for any modifications, suspensions or discontinuations of the Service.
Schedule 1: Data Processing Schedule
This Data Processing schedule covers the processing of Personal Data (as defined below) by Zen Educate on behalf of your organisation.
Role of Parties. School will act as the Controller and Zen Educate Limited will act as the Processor.
Definitions. Under this Data Processing Schedule:
Adequate country means a country or territory that is recognised under Data Protection Laws from time to time as providing adequate protection for processing Personal Data,
Controller, data subject, personal data breach, process/processing, Processor and supervisory authority have the same meanings as in the Data Protection Laws,
Data Protection Laws mean all laws, regulations and court orders which apply to the processing of Personal Data, including in the United Kingdom (UK). This includes the: the Data Protection Act 2018, UK GDPR, The Privacy and Electronic Communications (EC Directive) Regulations 2003, each as amended from time to time.
Sub-Processor means another processor engaged by the Processor to carry out specific processing activities with Personal Data.
Processing details. Under this data processing schedule:
Personal Data. The types of personal data include the default field of the online platform: Name, address, Date of Birth, DBS/background check results, right to work checks and copies of ID e.g. passport, any disqualifications from teaching. Plus the data fields that are added by the Controller at their discretion.
Data subjects. The individuals whose Personal Data will be processed are: Controller’s employees and authorised users.
Nature and purpose of processing. Provision of the services in line with this schedule. The processing operations include all actions needed to provide access to an online platform that enables the Controller to administer and manage the vetting of staff and Single Central Record.
Duration of processing is for the term of this agreement.
What are each party’s obligations?
Controller obligations. Controller instructs Processor to process Personal Data in accordance with this Data Processing schedule, and is responsible for providing all notices and obtaining all consents, licences and legal bases required to allow Processor to process Personal Data.
Processor obligations. Processor will:
only process Personal Data in accordance with this Data Processing schedule and Controller’s instructions (unless legally required to do otherwise),
not sell, retain or use any Personal Data for any purpose other than as permitted by this agreement
inform Controller immediately if (in its opinion) any instructions infringe Data Protection Laws,
Use appropriate technical and organisational measures when processing Personal Data to ensure a level of security that is suitable for the associated risks. These measures include:
Hosting all data on Amazon Web Services within the EU
Encrypting data
Restricting access to authorised School administrators and Zen administrators only
Hosting servers, databases, and third-party integrations via Heroku within the EU.
notify Controller of a personal data breach without undue delay and provide assistance to Controller as required under Data Protection Laws in responding to it,
ensure that anyone authorised to process Personal Data is committed to confidentiality obligations,
without undue delay, provide Controller with reasonable assistance with:
data protection impact assessments,
responses to data subjects’ requests to exercise their rights under Data Protection Laws, and
engagement with supervisory authorities,
if requested, provide Controller with information necessary to demonstrate its compliance with obligations under Data Protection Laws and this agreement,
allow for audits at Controller’s reasonable request, provided that audits are limited to once a year and during business hours except in the event of a personal data breach, and
return Personal Data upon Controller’s written request or delete Personal Data by the end of the Term, unless retention is legally required.
Warranties. The parties warrant that they and any staff and/or subcontractors will comply with their respective obligations under Data Protection Laws for the duration of this Agreement.
Sub-processing
Use of sub-processors. Controller authorises Processor to engage other processors (referred to in this schedule as sub-processors) when processing Personal Data. Processor’s existing sub-processors are:
Heroku - server/ database hosting, EU
Hetzner - database infrastructure hosting, EU
AWS S3 - data storage, EU
Cloudinary - data storage, USA
Trevor.io - database query software, EU
Hotjar - usage analytics, EU
Heap - usage analytics, USA
Sentry - error & performance monitoring, USA
Betterstack - error & performance monitoring, EU
Sub-processor requirements. Processor will:
require its sub-processors to comply with equivalent terms as Processor’s obligations in this Data Processing schedule,
ensure appropriate safeguards are in place before internationally transferring Personal Data to its sub-processor, and
be liable for any acts, errors or omissions of its sub-processors as if they were a party to this agreement.
Approvals. Processor may appoint new sub-processors provided that they notify Controller 14 days before the new sub-processor is granted access to Personal Data.
Objections. Controller may reasonably object in writing to any future sub-processor. If the parties cannot agree on a solution within a reasonable time, either party may terminate this agreement.
International personal data transfers
Instructions. Controller instructs Processor to transfer Personal Data outside the UK, the EEA, or any country deemed adequate by the relevant regulatory authority only if a valid international data transfer mechanism is in place to ensure the secure transfer of such data.
Valid from 1st April 2025
