Tracker
Draft — not legally reviewed.These documents are placeholder text pending solicitor review and completion of the company's trading details. They do not form a binding agreement in their current state, and must not be relied on in any commercial relationship until an executed, reviewed version is published.

Terms of Service

Terms of Service

⚠ DRAFT — NOT LEGALLY REVIEWED. This document is a placeholder drafted to common UK-SaaS practice under UK GDPR / DPA 2018. It has not been reviewed by a qualified solicitor. The [PLACEHOLDER] fields must be completed and the whole document signed off by legal counsel before it is used as a binding agreement with any paying customer. Until then, nothing on this page should be treated as contractually effective.

Effective date: [EFFECTIVE_DATE] Version: 0.1 — draft pending legal review.

Thank you for using Tracker. These terms (the "Terms") govern your use of the Tracker service provided by [LEGAL_ENTITY_NAME], a company [incorporated in England and Wales under number [COMPANY_NUMBER] with its registered office at [REGISTERED_ADDRESS]] / [trading as Tracker] ("we", "us", "our"). By creating an account or using the Service you agree to these Terms.

1. Definitions

Account means a user account registered on the Service. Customer (or "you") means the individual or legal entity that has entered into an agreement with us to use the Service. Customer Data means any data, content, or materials that the Customer or its end users submit to the Service. Documentation means the user-facing documentation made available at our help pages. Order means the subscription plan or order form under which Customer purchases access to the Service. Service means the Tracker compliance-tracking application, including its web app, API, MCP server, framework library, and any related documentation. Subscription Term means the period for which Customer has paid (or committed to pay) for access to the Service under an Order.

2. The Service

2.1 We provide access to Tracker as a hosted service on a subscription basis, and separately make the source code available for self-hosting under the Tracker open-core licence. These Terms apply to the hosted ("SaaS") offering. Self-hosted use is governed solely by the source licence.

2.2 We may update, modify, or enhance the Service from time to time. Material changes that reduce core functionality will be notified in advance.

2.3 The Service is provided on a commercially reasonable-efforts basis. No specific uptime is committed in these Terms; any uptime commitment is set out in the applicable Order or SLA.

3. Accounts and eligibility

3.1 You must provide accurate account information and keep it up to date. You are responsible for maintaining the confidentiality of your credentials and API tokens, and for all activity under your account.

3.2 The Service is intended for users aged 18 or over, acting in a business capacity. The Service is not directed at children.

3.3 You must notify us promptly of any unauthorised access to your account or of any security incident involving the Service that you become aware of.

4. Acceptable use

You agree not to, and not to permit any third party to:

  • use the Service in breach of applicable law or to process data you have no lawful basis to process;
  • upload or transmit any content that is unlawful, infringing, defamatory, or that contains malicious code;
  • attempt to reverse-engineer, decompile, or bypass security controls of the hosted Service, except to the extent permitted by applicable law;
  • probe, scan, or test the Service for vulnerabilities without prior written authorisation (see also our responsible-disclosure policy);
  • use the Service to send unsolicited marketing, to harass any person, or to deliberately interfere with the Service's operation;
  • resell, sublicense, or offer the hosted Service to third parties as a service in your own name;
  • remove or obscure any notices in the Service or Documentation.

We may suspend your access for material breach of this section, using the least-restrictive action reasonably available, on notice where practicable.

5. Customer Data

5.1 As between you and us, Customer Data remains your property. You grant us a non-exclusive, worldwide, royalty-free licence to host, process, and transmit Customer Data solely to provide and support the Service.

5.2 You represent that you have the legal right to submit Customer Data and that doing so does not breach any applicable law or third-party right.

5.3 Our processing of personal data within Customer Data is governed by our Data Processing Addendum, which forms part of these Terms and is incorporated by reference.

5.4 At any time during the Subscription Term you may export your Customer Data via the Service. Within 30 days of termination we will delete Customer Data from our active systems; backups rotate out under the retention schedule in our Privacy Notice.

6. Intellectual property

6.1 We and our licensors retain all rights in the Service, the software, the visual identity, and the Documentation. Nothing in these Terms transfers those rights to you.

6.2 We welcome feedback. If you send us suggestions or ideas, we may use them without restriction or obligation.

7. Fees, billing and taxes

7.1 Fees for the Service are set out in the applicable Order or on our pricing page. Unless otherwise stated, fees are charged in advance, are non-refundable except as required by law, and are exclusive of VAT and other applicable taxes.

7.2 Subscriptions renew for successive periods of the same length unless either party gives notice of non-renewal before the current period ends.

7.3 We may change our standard pricing on at least 30 days' notice, effective at the start of your next renewal term.

8. Warranties and disclaimers

8.1 We warrant that we will provide the Service with reasonable skill and care.

8.2 Except as expressly set out in these Terms, the Service is provided "as is" and we disclaim all other warranties, express or implied, including warranties of merchantability, fitness for a particular purpose, and non-infringement.

8.3 Tracker is a tool that helps you organise compliance activity. It does not constitute legal advice and is not a substitute for a qualified legal or regulatory adviser. Nothing generated by the AI features is binding regulatory guidance.

9. Limitation of liability

9.1 Nothing in these Terms limits or excludes either party's liability for (a) death or personal injury caused by negligence, (b) fraud or fraudulent misrepresentation, (c) any matter for which liability cannot be limited by law.

9.2 Subject to clause 9.1, neither party will be liable for any indirect, special, incidental, consequential, or punitive loss, or for loss of profits, revenue, business, or anticipated savings, even if advised of the possibility.

9.3 Subject to clauses 9.1 and 9.2, each party's total aggregate liability arising under or in connection with these Terms (including the DPA) in any twelve-month period will not exceed the fees paid or payable by you under the applicable Order in the twelve months preceding the event giving rise to liability.

10. Confidentiality

Each party will keep confidential any information of the other that is marked as confidential or that a reasonable person would treat as confidential, and will use it only to perform this agreement. Neither party breaches this clause by disclosing information that is (a) independently known, (b) becomes public through no fault of the disclosing party, or (c) disclosure of which is required by law (with prior notice to the other party where permitted).

11. Term and termination

11.1 These Terms take effect when you first create an Account and continue until terminated.

11.2 Either party may terminate the agreement at the end of a Subscription Term on notice. Either party may terminate for cause on notice if the other commits a material breach that is not remedied within 30 days of written notice.

11.3 On termination: your right to use the Service ends; accrued fees remain payable; clauses intended to survive (IP, liability, confidentiality, Customer Data export and deletion, governing law) survive.

12. Changes to these Terms

We may change these Terms from time to time. We will post the updated version and notify account owners by email or in-app notice at least 30 days before material changes take effect. Your continued use after the effective date is acceptance of the updated Terms.

13. Force majeure

Neither party is liable for any failure or delay in performing its obligations to the extent caused by events outside its reasonable control (including, without limitation, acts of government, natural disasters, network failures, and denial-of-service attacks), provided it takes reasonable steps to mitigate the effect.

14. General

14.1 Assignment. Neither party may assign this agreement without the other's written consent, save that either party may assign on a merger, acquisition, or sale of substantially all its assets.

14.2 Notices. Notices to us must be sent to [LEGAL_CONTACT_EMAIL]. Notices to you will be sent to the email address on your Account.

14.3 Entire agreement. These Terms, together with the DPA, Privacy Notice, and any Order, form the entire agreement between the parties and supersede any prior agreement on the same subject.

14.4 Severability. If any provision is held unenforceable, the remaining provisions remain in full force.

14.5 No waiver. A failure to enforce any right does not waive that right.

14.6 Governing law and jurisdiction. These Terms are governed by the laws of England and Wales. The courts of England and Wales have exclusive jurisdiction, save that either party may seek injunctive relief in any competent court to protect its rights.

Questions about these Terms can be sent to [LEGAL_CONTACT_EMAIL].