Terms of Service (TOS)

1. Scope, Acceptance, and Contract Hierarchy

These Terms of Service ("Terms") govern access to and use of all software, APIs, websites, dashboards, data processing environments, support channels, and related managed services offered by BritData (collectively, the "Services"). By creating an account, executing an order, integrating an API key, enabling a connector, uploading data, or otherwise using the Services, the customer entity and any authorized user on its behalf agree to be bound by these Terms.

If additional written agreements exist between the parties, the order of precedence will generally be: (a) negotiated Master Services Agreement, (b) Data Processing Addendum, (c) Order Form and service-specific annexes, (d) Service Level Agreement, (e) these Terms, and (f) publicly posted documentation. In case of conflict, the higher-priority instrument controls solely with respect to the conflicting subject matter.

Use of the Services is not permitted where prohibited by applicable laws. Customer represents that it has legal authority to enter into this contract and to bind its affiliates or end users that it permits to access the Services.

2. Definitions

• "Account" means the administrative profile used to manage subscriptions, users, settings, billing, and access controls.
• "Authorized User" means an employee, contractor, or agent permitted by Customer to use the Services under Customer's account.
• "Customer Data" means data, files, records, prompts, metadata, and materials submitted by or for Customer through the Services.
• "Documentation" means technical and operational guidance published by BritData for supported use.
• "Usage Limits" means consumption caps, throughput boundaries, retention defaults, seat counts, or feature entitlements defined by plan or order.
• "Security Incident" means confirmed unauthorized access to or acquisition of Customer Data within systems operated by BritData.

3. Eligibility, Registration, and Account Administration

Customer must provide accurate and complete registration data, maintain current contact and billing details, and promptly update organizational ownership and security contacts. Customer is responsible for all activity under its credentials, including activity by authorized users and integrated machine accounts.

Customer must implement role-based access control, multi-factor authentication where available, periodic key rotation, and immediate revocation of stale user access. Shared credentials are discouraged and may be disallowed for specific privileged actions.

BritData may require additional verification for high-risk changes, including payment method updates, domain ownership proof, or administrator role elevation. Failure to complete verification may result in delayed account actions or temporary restrictions.

4. License Grant and Permitted Use

Subject to timely payment and continued compliance with these Terms, BritData grants Customer a limited, non-exclusive, non-transferable, non-sublicensable right during the subscription term to access and use the Services solely for internal business operations and lawful customer-facing workflows contemplated by Customer's plan.

No ownership rights are transferred. Customer receives only the rights expressly stated in these Terms. Any rights not expressly granted are reserved by BritData and its licensors.

• Customer may configure integrations, dashboards, alerts, and automations as permitted by its plan and Documentation.
• Customer may allow affiliates to use the Services only where explicitly authorized in the Order Form and under Customer's responsibility.
• Resale, white-label redistribution, or bureau-style third-party processing requires prior written agreement.

5. Restrictions and Prohibited Conduct

Customer and Authorized Users may not: reverse engineer or derive source code except where such restriction is prohibited by mandatory law; bypass technical safeguards; exceed published rate limits through evasion tactics; introduce malware; perform unauthorized penetration testing; scrape non-public content; train competing foundation models on Service outputs where prohibited; or exploit the Services to violate law or third-party rights.

• No use that supports fraud, identity theft, sanctions evasion, unlawful surveillance, or harassment.
• No transmission of content that is defamatory, obscene, hateful, exploitative, or rights-infringing.
• No synthetic traffic generation intended to distort system metrics, abuse billing, or degrade availability for others.
• No circumvention of account suspensions or creation of replacement accounts after termination for cause.

BritData may investigate suspected violations and take proportionate actions including throttling, feature restriction, suspension, or termination.

6. Customer Data Rights and Responsibilities

As between the parties, Customer retains ownership of Customer Data. Customer is solely responsible for legality, quality, accuracy, and rights clearance for all Customer Data and for instructions it provides regarding data processing, transformation, and retention.

Customer represents that it has all necessary rights, notices, consents, and lawful bases to collect and provide Customer Data to BritData, including where personal data, sensitive categories, employee records, or regulated information are involved.

Customer should avoid uploading unnecessary confidential or special-category personal data unless the selected plan and controls are appropriate for that risk profile and legal obligations.

7. Service Availability, Performance, and Maintenance

Service availability commitments are defined in the applicable Service Level Agreement (SLA). BritData will use commercially reasonable efforts to operate the Services in accordance with the SLA, excluding downtime arising from planned maintenance, force majeure, third-party internet failures, customer misconfiguration, or unsupported customizations.

Planned maintenance windows are generally announced in advance through status channels or administrative notices. Emergency maintenance may occur without standard notice where necessary to mitigate security or reliability risks.

Performance can vary based on payload complexity, integration behavior, queue load, and external provider dependencies.

8. Support Services

Support scope, hours, channels, and response targets depend on plan tier and order-specific commitments. Customer must provide reproducible details for issue triage, including timestamps, request IDs, payload characteristics, and environment identifiers where available.

• Priority classification is based on objective severity and business impact validation.
• Resolution times are not guaranteed unless explicitly stated in a signed SLA.
• Support excludes bespoke development unless separately contracted.

9. Fees, Billing, Taxes, and Payment Terms

Customer agrees to pay all subscription, usage-based, overage, and one-time fees specified in the Order Form or pricing page. Unless otherwise agreed, fees are invoiced in advance for subscriptions and in arrears for metered usage. Payment obligations are non-cancelable and fees are non-refundable except as required by law or expressly stated in contract.

Late payments may incur interest at the lesser of 1.5% per month or the maximum lawful rate, plus reasonable collection costs. BritData may suspend Services for materially overdue amounts after prior notice and cure opportunity.

Fees exclude taxes. Customer is responsible for all sales, use, value-added, withholding, and similar taxes except taxes based on BritData net income.

10. Subscription Term, Renewal, and Changes

Subscriptions begin on the effective date stated in the Order Form and continue for the agreed initial term. Unless either party provides timely non-renewal notice, subscriptions may renew automatically for successive terms as stated in the contract.

Customer may request plan upgrades during the term. Downgrades may take effect at renewal unless otherwise provided. Pricing adjustments for renewal terms may be applied with prior notice as set by contract or pricing policy.

Feature deprecations may occur with reasonable notice and migration guidance for materially affected functionality.

11. Confidentiality

Each party may disclose non-public business, technical, financial, or security information to the other party ("Confidential Information"). The receiving party must use the same degree of care it uses for its own similar information, and no less than reasonable care, to protect confidentiality and prevent unauthorized use or disclosure.

Confidential Information may be used only to perform obligations or exercise rights under this agreement. Disclosures are permitted to personnel and advisors with need-to-know obligations bound by confidentiality commitments.

Confidentiality obligations do not apply to information that is independently developed without reference, lawfully received from third parties, publicly available without breach, or required to be disclosed by law (subject to legally permitted notice).

12. Security Program

BritData maintains a risk-based information security program designed to protect confidentiality, integrity, and availability of systems and data. Controls may include encryption in transit, access logging, role separation, vulnerability management, incident response, and periodic control reviews.

No method of transmission or storage is completely secure. Customer acknowledges residual risk inherent in distributed systems and cloud dependencies. Customer remains responsible for endpoint security, identity governance, and secure use of credentials and integrations under its control.

13. Privacy and Data Processing

When BritData processes personal data on behalf of Customer, applicable processing terms are governed by the Data Processing Addendum (DPA). Customer instructs BritData to process personal data only as necessary to provide and secure the Services and as otherwise documented in contract.

Where BritData acts as a controller for account administration, billing, and website operations, processing is governed by the Privacy Notice. Customer should review and communicate these notices to relevant users where required.

14. Intellectual Property Rights

BritData and its licensors own all rights, title, and interest in the Services, Documentation, software, models, interfaces, and derivative works, excluding Customer Data. Feedback submitted by Customer may be used by BritData without restriction or compensation, provided no disclosure of Customer Confidential Information is required.

Customer grants BritData a limited license to host, process, transmit, and display Customer Data solely to provide, secure, maintain, and improve the Services as permitted by agreement and law.

15. Third-Party Services and Integrations

The Services may interoperate with third-party products, connectors, cloud infrastructure, data vendors, and communication platforms. BritData is not responsible for third-party products, terms, outages, security incidents, or policy changes outside BritData's reasonable control.

Customer is responsible for obtaining and maintaining required third-party licenses, permissions, and API quotas. If a third-party provider restricts or discontinues interoperability, BritData may modify or discontinue related features without liability.

16. Beta Features and Experimental Services

Beta, preview, lab, or experimental features are provided "as is" and may be changed, limited, or withdrawn at any time. Such features may have reduced support, incomplete documentation, or different security and availability characteristics. Customer uses experimental features at its own discretion and risk.

17. Indemnification

Customer will defend and indemnify BritData and its affiliates against third-party claims arising from Customer Data, Customer's unlawful use of the Services, breach of these Terms, or violation of applicable law or third-party rights by Customer or its Authorized Users.

BritData will provide prompt notice and reasonable cooperation at Customer's expense. Customer may not settle any claim that imposes liability or admission on BritData without BritData's prior written consent.

18. Disclaimers

Except as expressly stated in contract, the Services are provided on an "as available" and "as is" basis. To the maximum extent permitted by law, BritData disclaims implied warranties including merchantability, fitness for a particular purpose, non-infringement, uninterrupted availability, and error-free operation.

Customer acknowledges that analytics outputs, alerts, rankings, and generated responses may contain errors, omissions, or statistical uncertainty and should not be used as the sole basis for legal, financial, medical, employment, or safety-critical decisions.

19. Limitation of Liability

To the maximum extent permitted by law, neither party is liable for indirect, incidental, special, consequential, exemplary, or punitive damages, or for loss of profits, revenues, goodwill, or data arising out of or related to these Terms.

Except for excluded liabilities that cannot be limited under applicable law, each party's aggregate liability under these Terms will not exceed the amounts paid or payable by Customer for the affected Services during the twelve (12) months preceding the event giving rise to liability.

20. Suspension

BritData may suspend access in whole or part immediately where necessary to prevent material security risk, ongoing abuse, legal non-compliance, imminent harm to systems, or substantial non-payment after notice. BritData will use reasonable efforts to limit suspension scope and duration and to restore access when underlying issues are remediated.

21. Termination and Post-Term Obligations

Either party may terminate for material breach not cured within the contractual cure period after written notice. BritData may terminate for repeated or egregious policy violations, insolvency events, or unlawful use.

Upon termination or expiration, Customer access ends and any outstanding fees become due. Customer may request data export during the post-termination access window specified in contract. After applicable retention windows, BritData may delete residual Customer Data except where retention is required by law or legitimate security and audit obligations.

22. Export Controls and Sanctions Compliance

Customer will not use, export, re-export, or transfer the Services in violation of applicable export control or sanctions laws. Customer represents that it and its beneficial owners are not prohibited parties and are not located in embargoed regions where service provision is restricted by law.

23. Anti-Bribery and Ethical Conduct

Each party will comply with applicable anti-corruption and anti-bribery laws and maintain policies reasonably designed to prevent unlawful payments, kickbacks, and improper inducements in connection with this agreement.

24. Audit, Logs, and Compliance Cooperation

BritData may maintain logs and records necessary for security, reliability, billing verification, and legal compliance. Where contractually required and proportionate, BritData may provide audit artifacts or responses under confidentiality obligations, subject to reasonable scope, frequency, and security restrictions.

25. Publicity and Use of Names

Neither party may use the other party's trademarks, logos, or trade names in external marketing without prior written consent, except where expressly allowed in the Order Form. Customer references, testimonials, and case studies require documented approval.

26. Notices

Operational notices may be delivered through the dashboard, status page, service email, or account administrator contacts. Legal notices must be delivered in writing to designated legal addresses in the governing agreement. Notice is effective when received or when deemed received under the applicable contract method.

27. Assignment and Subcontracting

Customer may not assign or transfer rights or obligations under these Terms without BritData's prior written consent, except in connection with a merger or sale of substantially all assets where the assignee agrees in writing to be bound by these Terms. BritData may use affiliates and subcontractors to provide portions of the Services while remaining responsible for overall contractual performance.

28. Governing Law and Dispute Resolution

These Terms are governed by the law specified in the controlling agreement without regard to conflict-of-law rules. The parties will first attempt good-faith escalation and informal resolution of disputes. If unresolved, disputes will be handled by the forum identified in the controlling agreement, unless mandatory law requires otherwise.

29. Force Majeure

Neither party is liable for delay or failure caused by events beyond reasonable control, including natural disasters, internet backbone failures, war, terrorism, civil unrest, labor disputes, government actions, major cloud platform outages, and widespread telecommunications disruptions. Affected obligations are suspended for the duration of the force majeure event.

30. Entire Agreement, Severability, and Waiver

These Terms and incorporated documents constitute the entire agreement regarding their subject matter and supersede prior or contemporaneous understandings. If any provision is held unenforceable, remaining provisions remain in full force and effect. Failure to enforce a provision is not a waiver of future enforcement.

Headings are for convenience only and do not affect interpretation.

31. Contact Information

For legal notices and contract questions, contact: legal@britdata.example. For security matters: security@britdata.example. For billing matters: billing@britdata.example. For support and account operations, use designated support channels in the customer portal.