Terms of Service

1. Who We Are

Company: Emstree CYF
Address:
EMSTREE CYF
14 MUSEUM PLACE
CARDIFF
CF10 3BH
Email: support@theitexchange.app
Website: https://www.theitexchange.app

2. Acceptance of Terms

By creating an account, clicking “accept,” or otherwise using the Service, you confirm that:

• You have read and understood these Terms; and
• You agree to be bound by them.

If you do not agree, do not use the Service.

3. Eligibility

You must be at least 18 years old and capable of forming a binding contract to use the Service. If you use the Service on behalf of an organization, you represent you have authority to bind that organization, and “you” includes that organization.

4. Accounts and Security

• You may need an account to use parts of the Service.
• You are responsible for maintaining the confidentiality of your credentials and for all activities under your account.
• You must provide accurate information and keep it updated.
• Notify us immediately of any unauthorized use or security breach.
• We may suspend or terminate accounts to protect the Service, users, or Company.

5. The Service (B2B Platform)

The Service may support workflows such as inventory management, customer/buyer management, deal/offer management, quoting, reporting, and email-based communications (including integration with third-party email providers and APIs). Features may change over time.

You understand that:

• Some features may rely on third-party services (e.g., email providers, cloud platforms).
• We do not control third-party service availability or performance.

6. Subscriptions, Fees, and Payment

If you purchase a paid plan:

• Prices, billing frequency, taxes, and fees will be shown at checkout or in an order form.
• Unless stated otherwise, fees are non-refundable except where required by law.
• We may suspend access for overdue amounts.

7. User Content and Data

“User Content” means any data, text, files, messages, tables, uploads, or other content you submit, generate, transmit, or store using the Service (including customer contact data and offer-related communications).

You retain ownership of your User Content. You grant us a limited, worldwide, non-exclusive license to host, store, reproduce, transmit, and display User Content solely to operate, maintain, and improve the Service and as otherwise described in our Privacy Policy.

You are responsible for:

• The legality and accuracy of User Content;
• Having necessary rights/consents to collect, use, and share User Content; and
• Complying with applicable laws (including privacy, data protection, and anti-spam laws).

8. Acceptable Use

You agree not to:

• Use the Service for illegal, harmful, or fraudulent activities;
• Attempt to gain unauthorized access to accounts, systems, or data;
• Interfere with or disrupt the Service (including scraping or excessive automated requests);
• Upload malicious code, malware, or harmful content;
• Send unsolicited or unlawful communications (spam) through the Service;
• Infringe intellectual property or privacy rights of others.

We may investigate and take action for suspected violations, including suspension or termination.

9. Third-Party Services and Integrations

The Service may integrate with third-party services (e.g., Microsoft, Google, cloud providers, payment processors). Your use of those services is governed by their terms and policies. We are not responsible for third-party services, including outages, errors, or data loss caused by them.

10. Confidentiality

If the Service involves business information, you agree not to disclose non-public information you obtain through the Service except as required to use it.

11. Intellectual Property

The Service (including software, design, branding, and content provided by Emstree CYF) is owned by Emstree CYF and its licensors and is protected by intellectual property laws. Except for the limited rights expressly granted, no rights are granted to you.

You may not copy, modify, distribute, sell, or lease any part of the Service or reverse engineer it except to the extent prohibited by law.

12. Privacy

Our collection and use of personal data is described in our Privacy Policy. You agree that Emstree CYF may process personal data in accordance with that policy.

13. Communications

You consent to receive service-related notices (e.g., security, billing, operational updates) from us electronically. Marketing communications are optional and may be unsubscribed from where provided.

14. Service Availability and Changes

We may add, remove, or modify features and functionality. We do not guarantee the Service will be uninterrupted or error-free. Maintenance, updates, or third-party outages may affect availability.

15. Disclaimers

TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE SERVICE IS PROVIDED “AS IS” AND “AS AVAILABLE.” WE DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.

We do not guarantee:

• The accuracy of third-party data or user-entered data;
• That offers, communications, or transactions will be completed; or
• That the Service will meet your requirements.

16. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, Emstree CYF WILL NOT BE LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, OR ANY LOSS OF PROFITS, REVENUE, DATA, OR GOODWILL, ARISING FROM OR RELATED TO YOUR USE OF THE SERVICE.

Emstree CYF'S TOTAL LIABILITY FOR ANY CLAIM ARISING OUT OF OR RELATING TO THE SERVICE WILL NOT EXCEED THE AMOUNTS PAID BY YOU TO COMPANY FOR THE SERVICE IN THE PAST 12 MONTHS.

Some jurisdictions do not allow certain limitations; in that case, liability is limited to the fullest extent permitted.

17. Indemnification

You agree to defend, indemnify, and hold harmless Emstree CYF and its officers, directors, employees, and agents from any claims, damages, liabilities, and expenses (including reasonable legal fees) arising out of or related to:

• Your use of the Service;
• Your User Content;
• Your violation of these Terms; or
• Your violation of laws or third-party rights.

18. Suspension and Termination

We may suspend or terminate your access to the Service at any time if:

• You violate these Terms;
• You misuse the Service; or
• Required by law or to protect the Service/users.

You may stop using the Service at any time. Upon termination:

• Your right to use the Service ends;
• Some data may be deleted after a retention period (12 Months), subject to legal requirements.
• Data export: Available on request.

19. Governing Law and Dispute Resolution

These Terms are governed by the laws of The United Kingdom, without regard to conflict of law rules.

Disputes: Any dispute arising from these Terms or the Service will be resolved in the courts of The United Kingdom, unless you and Company agree to arbitration or another method in writing.

20. Changes to These Terms

We may update these Terms from time to time. If changes are material, we will provide reasonable notice (e.g., via the Service or email). Your continued use after changes become effective means you accept the updated Terms.

21. Contact

Questions about these Terms can be sent to: legal@theitexchange.app