Terms of Service

1. About these terms

These Terms of Service ("Terms") are a legal agreement between you ("you", "your") and TechGPT Ltd ("TechGPT", "we", "us", "our"), a company registered in England and Wales under company number [Company Number], with its registered office at [Registered Office Address], United Kingdom.

They apply to this website, to mobile and desktop applications we publish, and to any other service we make available that links to them (together, the "Services").

Where we deliver bespoke development under a signed statement of work, master services agreement or similar contract, that contract governs the engagement and prevails over these Terms to the extent of any conflict. These Terms continue to apply to everything the contract does not cover.

2. Eligibility and accounts

You must be at least 16 years old, or the minimum digital consent age in your jurisdiction if higher, to use the Services. If you use them on behalf of an organisation, you confirm you have authority to bind that organisation, and "you" includes it.

Where a Service offers accounts:

• You must give accurate registration information and keep it current.
• You are responsible for keeping your credentials confidential and for all activity under your account.
• You must tell us promptly at support@techgptltd.com if you suspect unauthorised access.
• You may not share, sell or transfer an account without our written consent.
• You may not create an account using automated means, or hold multiple accounts to evade a restriction or limit.

You may close your account at any time. See Delete your account for how, and what happens to your data afterwards.

3. Licence to use the Services

Subject to these Terms, we grant you a limited, personal, non-exclusive, non-transferable, non-sublicensable and revocable licence to access and use the Services for their intended purpose. For applications distributed through an app store, that licence is set out in full in our End User Licence Agreement.

This licence does not transfer any ownership. All rights we do not expressly grant are reserved.

4. Acceptable use

You agree not to:

• Use the Services for any unlawful purpose, or in breach of any applicable law or regulation;
• Infringe the intellectual property, privacy or other rights of anyone else;
• Upload malware, or anything designed to interfere with the operation of any system;
• Attempt to gain unauthorised access to the Services, our infrastructure or another user's account;
• Probe, scan or test the vulnerability of the Services without our prior written permission — see our Security page for how to report a vulnerability responsibly;
• Reverse engineer, decompile or disassemble any part of the Services, except to the extent that restriction is prohibited by law;
• Scrape, crawl or harvest data at a scale that degrades the Services for others, or in breach of our robots.txt;
• Resell, sublicense or commercially exploit the Services without our written agreement;
• Remove or obscure any proprietary notice;
• Use the Services to generate or distribute unlawful, harassing, defamatory or deceptive content, including content that impersonates another person or organisation.

Our full Acceptable Use Policy forms part of these Terms.

5. Your content

You keep ownership of everything you submit to the Services ("Your Content"). You grant us a worldwide, non-exclusive, royalty-free licence to host, store, reproduce, transmit and display Your Content solely to the extent necessary to operate and support the Services for you, to comply with the law, and to enforce these Terms. That licence ends when you delete Your Content or close your account, except for copies retained in routine backups for the periods described in our Privacy Policy.

You confirm you have the rights necessary to submit Your Content and that it does not infringe anyone else's rights or break any law. We do not routinely monitor content, but we may remove or restrict access to anything that breaches these Terms or the law.

6. AI-powered features

Some Services include features built on large language models or other machine learning systems. Where they do:

• Your inputs may be transmitted to a third-party model provider solely to generate your output.
• We contract for enterprise or API terms under which your inputs are not used to train the provider's models.
• Outputs may be inaccurate, incomplete, out of date or misleading. They are not professional, legal, medical or financial advice, and you must verify anything you rely on.
• You are responsible for how you use an output, including checking it does not infringe third-party rights and complies with applicable law.
• Similar or identical outputs may be generated for other users; we make no claim of exclusivity in AI-generated material.
• You must not use AI features to produce unlawful content, or to attempt to circumvent safety controls.

7. Our intellectual property

The Services, including their software, design, text, graphics, logos and the "TechGPT" name and marks, are owned by TechGPT Ltd or our licensors and are protected by copyright, trade mark and other laws. You may not use our name or marks without our prior written consent.

Feedback you send us about the Services is given voluntarily, and we may use it without restriction or obligation to you.

8. Client engagements and deliverables

For bespoke development delivered under a statement of work:

• Ownership — on payment in full of all sums due, we assign to you the intellectual property rights in the bespoke deliverables created specifically for you under that statement of work.
• Pre-existing and generic material — we retain ownership of tools, libraries, frameworks and know-how existing before, or developed independently of, the engagement. We grant you a perpetual, worldwide, royalty-free licence to use them as embedded in the deliverables.
• Third-party and open-source components — remain subject to their own licences, which we will identify on request.
• Your materials — remain yours. You grant us a licence to use them as needed to perform the engagement.
• Acceptance — deliverables are deemed accepted if you do not raise written defects within the acceptance period stated in the statement of work, or 10 business days if none is stated.
• Change control — changes to scope, timeline or price take effect only when agreed in writing by both parties.

9. Fees and payment

• Fees are as stated on the Service, in your order, or in your statement of work.
• Unless stated otherwise, fees exclude VAT and other applicable taxes, which we add at the prevailing rate.
• Invoices are payable within 14 days of the invoice date unless your contract says otherwise.
• Late payment may attract interest and reasonable recovery costs under the Late Payment of Commercial Debts (Interest) Act 1998.
• We may suspend Services for accounts more than 30 days overdue, having given at least 7 days' written notice.
• Subscriptions renew automatically for successive periods unless cancelled before the renewal date. Cancellation takes effect at the end of the paid period.
• Subscriptions bought inside a mobile app are billed by Apple or Google and are managed in your App Store or Google Play account, subject to their terms and refund policies.

Refunds are governed by our Refund Policy.

10. Availability and changes

We aim to keep the Services available but do not guarantee uninterrupted access. Planned maintenance is announced in advance where practical. We may modify, suspend or discontinue any part of the Services; where a change materially reduces functionality you are paying for, we will give at least 30 days' notice and, if you cancel for that reason, refund the unused portion of any prepaid fee.

Specific uptime commitments apply only where they are set out in a signed service level agreement.

11. Third-party services

The Services may link to or integrate third-party products. We do not control them, do not endorse them, and are not responsible for their content, availability, terms or privacy practices. Your use of a third-party service is governed by that provider's terms and is at your own risk.

12. Warranties and limitation of liability

We provide the Services with reasonable skill and care. Except as expressly stated in these Terms or a signed contract, and to the fullest extent permitted by law, the Services are provided "as is" and "as available", and we exclude all implied warranties including merchantability, fitness for a particular purpose and non-infringement.

Nothing in these Terms limits or excludes our liability for: death or personal injury caused by our negligence; fraud or fraudulent misrepresentation; any liability that cannot lawfully be limited or excluded; or, for consumers, our obligations under the Consumer Rights Act 2015.

Subject to that paragraph:

• We are not liable for loss of profit, loss of business, loss of revenue, loss of anticipated savings, loss of goodwill, business interruption, or loss or corruption of data, in each case whether direct or indirect;
• We are not liable for any indirect, special, incidental, consequential or punitive loss;
• Our total aggregate liability arising out of or in connection with these Terms, whether in contract, tort (including negligence), breach of statutory duty or otherwise, is limited to the greater of (a) the total fees you paid us in the 12 months immediately before the event giving rise to the claim, or (b) £1,000.

You are responsible for maintaining your own backups of data you consider important.

If you are a consumer, you have legal rights that these Terms do not affect, including rights in relation to services not carried out with reasonable skill and care. Nothing here restricts those rights, and you may bring proceedings in the courts of your country of residence.

13. Indemnity

If you use the Services in the course of a business, you agree to indemnify us against all losses, liabilities, damages and reasonable costs (including legal fees) arising from your breach of these Terms, your misuse of the Services, or your infringement of a third party's rights. We will notify you promptly of any such claim, give you reasonable control of its defence, and not settle without your consent, which you will not unreasonably withhold.

14. Suspension and termination

You may stop using the Services and close your account at any time.

We may suspend or terminate your access, with notice where practical and immediately where necessary, if you materially breach these Terms, if your use creates a security or legal risk, if fees are unpaid after the notice period, or if we are required to do so by law.

On termination your licence ends immediately and you must stop using the Services. Sections covering your content, our intellectual property, payment obligations already accrued, liability, indemnity and governing law survive termination. Data deletion after termination follows the periods in our Privacy Policy.

15. App store terms

Applications downloaded from the Apple App Store or Google Play are also subject to the terms of the relevant store. Apple and Google are not parties to these Terms and have no responsibility for our applications, but Apple and its subsidiaries are third-party beneficiaries of our End User Licence Agreement and may enforce it against you. See our App Store policies and Google Play policies pages.

16. Events outside our control

We are not liable for failure or delay in performing our obligations where that is caused by an event beyond our reasonable control, including power or internet failure, failure of a third-party provider, natural disaster, epidemic, war, terrorism, industrial action, or an act of government. If such an event continues for more than 30 days, either party may terminate the affected Services on written notice.

17. General

• Entire agreement — these Terms, together with any policies they reference and any signed contract, are the whole agreement between us on this subject.
• Assignment — you may not assign these Terms without our written consent. We may assign them to a successor of our business on notice to you.
• Severability — if a provision is found unenforceable, the rest remains in force.
• No waiver — a delay in enforcing a right is not a waiver of it.
• Third parties — except as stated in section 15, no one other than you and us has any right to enforce these Terms under the Contracts (Rights of Third Parties) Act 1999.
• Notices — legal notices to us go to legal@techgptltd.com and to our registered office. Notices to you go to the email address on your account.
• Changes — we may update these Terms. Material changes are notified at least 30 days in advance by email or in-product notice, and continued use afterwards means acceptance. The "Last updated" date always shows the current version.

18. Governing law and jurisdiction

These Terms and any dispute arising out of them, including non-contractual disputes, are governed by the law of England and Wales.

The courts of England and Wales have exclusive jurisdiction, except that if you are a consumer resident in Scotland or Northern Ireland you may also bring proceedings in your local courts, and if you are a consumer resident in the European Economic Area nothing here deprives you of the protection of the mandatory law of your country of residence.

Before starting proceedings, we ask that you contact legal@techgptltd.com so we can try to resolve the matter directly.

19. Contact

TechGPT Ltd
[Registered Office Address]
United Kingdom
Company number: [Company Number]

Legal: legal@techgptltd.com
General: hello@techgptltd.com