Terms of service.

These terms are between you, meaning the person or organisation opening a workspace, and Search Intelligence Ltd, a company registered in England and Wales under number 09361526, whose registered office is at Witney Business and Innovation Centre, Windrush Park Road, Brighthampton, Witney, OX29 7DX, and whose UK VAT registration number is GB 357 3329 84. It is called “we”, “us” and “SI” below.

AI Search Labs Ltd, registered in England and Wales under number 16719803, whose registered office is at Windrush House, Windrush Park Road, Witney, OX29 7DX, owns the software, the brand, the domain names and the customer database, and licenses them to us. It is called “ASL” below. ASL is not a party to these terms and holds the rights set out in clause 24.

The legal and company page explains the arrangement between the two companies in plain words.

You accept these terms by creating a workspace or by using the service. If you are accepting on behalf of an organisation, you confirm that you are authorised to bind it, and “you” then means that organisation.

You must be at least 18 years old to hold an account. A person signing an agreement through a link we send does not hold an account and is covered by clause 10.

We may change these terms. A change that materially affects your rights takes effect 30 days after we post the updated page and tell the workspace owner, and you may cancel before it takes effect. Any other change takes effect when posted. The date at the top of this page is the date of the current version.

• The service is the hosted software at our domains, the API, and everything the software does for you.
• Workspace is the account you open. It holds your members, your settings, your agreements and your documents.
• Member is a person you have added to your workspace, or invited and who has not yet accepted.
• Agreement is a set of documents you send for signature, together with the parties on it, the fields placed on it and its record.
• Signer is a person named on an agreement who is asked to sign, approve, witness or receive a copy of it.
• Your content is everything you or your signers put into the service: documents, field values, signature images, names, email addresses and anything else you upload or type.
• The record is the append-only, hash-chained history the service keeps for each agreement, and the signing certificate issued from it.
• Send is the act of putting an agreement out to its first signer. A correction, a resend of something already out, a void and a draft are not sends.

While your workspace is in good standing, ASL grants you through us a limited, non-exclusive, non-transferable, non-sublicensable and revocable licence to use the service for your own business or personal purposes, worldwide, in accordance with these terms.

The licence covers use of the service as it is offered. It does not extend to copying, decompiling or reverse engineering the software beyond what the law allows you to do without permission, to reselling access, or to building a competing product from what you learn by using this one.

You choose who is in your workspace and what each of them may do. Roles and permission sets are yours to set, and an administrator can turn a capability off for everybody in the workspace. Anything done by a member of your workspace, or by an API key issued in it, is treated as done by you.

You are responsible for keeping sign-in credentials and API keys secret. Tell us through the support form if you believe a credential has been exposed, and revoke the key from the API keys page. Every issue and revocation is logged in your workspace’s admin activity.

An agreement being edited is held under a lock naming the member who holds it and when it expires. An administrator can force that lock open, and doing so is recorded.

A seat is a person your plan covers. Active members and invitations that have been sent and not yet accepted, declined or withdrawn both count against your seat cap. A member you disable stops counting from the moment you disable them.

Free covers one person at no charge, with five sends in a calendar month. The count resets on the first of the month. The paid plans are Team 10 at $10 a month for up to 10 people, Team 20 at $20 a month for up to 20 people and Team 50 at $50 a month for up to 50 people. Prices are in US dollars, per workspace, per month, before tax, and every feature of the service is available on every plan.

Payment is taken by Stripe on our behalf. A subscription renews monthly on the date it started until it is cancelled. Preparing an agreement, sending one and inviting a member require an active plan; reading a workspace, completing an agreement that is already out, and retrieving a signed copy never do.

If a renewal payment fails, Stripe retries it and your workspace stays readable while it does. Work already out continues and completes. New sends and new invitations resume when the payment succeeds.

Prices are quoted without tax. Tax is calculated and added by Stripe Tax on the billing address you give at checkout, against our UK VAT registration GB 357 3329 84. A UK billing address is charged UK VAT on top of the plan price.

A VAT-registered business may enter its tax identification number at checkout, and Stripe applies the reverse charge where the rules allow. You are responsible for the accuracy of the billing address and the tax number you give us, and for any tax that falls due because either was wrong.

You can move to a larger plan at any time from your billing page. The change takes effect the same day and Stripe charges the difference for the days remaining in the month. A move to a smaller plan is available once the number of people in your workspace fits inside the smaller cap, so that the plan change never decides who loses access.

You can cancel at any time from your billing page, without contacting us and without being asked to stay. You choose when it takes effect: at the end of the month you have paid for, with the service running as normal until that date, or immediately. A cancellation set for the end of the month can be undone before that date from the same page. Moving down to Free ends the subscription immediately, because the plan you are moving to is the plan you are on from that moment.

Charges for a month already begun stand once that month has started, and are not refunded.

After cancellation you keep what the service has already produced. Completed agreements stay retrievable through the links already issued, and verification codes go on working for anyone holding one.

You agree that you will not use the service to:

• break the law, or help somebody else break it;
• send a document you have no right to send, or place somebody’s name on an agreement without a proper basis for doing so;
• impersonate another person or organisation, including by branding an agreement to look as though it comes from someone else;
• send unsolicited bulk email, or use the signing invitation as a way of reaching people who have not agreed to hear from you;
• upload malware, or attempt to interfere with the service, its infrastructure or another customer’s workspace;
• probe, scan or load-test the service without our written permission, or work around a rate limit, a seat cap or a send allowance;
• infringe intellectual property or misuse confidential information belonging to someone else;
• use the service to build or improve a competing product, or to benchmark it for publication without our written permission.

You are also responsible for what your members and your API keys do under this clause.

A signer has no account with us. The link we email them is the whole of their access, and the record we keep of who they were is the name and email address you gave us, together with what they typed, drew or uploaded, and the technical details of their visits.

You decide who is asked to sign, what they are shown, and whether a code is required before an agreement opens. You are responsible for having a lawful basis to send someone an agreement and to hold the personal data you put on it. We provide the mechanism and you decide the transaction.

You are responsible for telling your signers what they need to know about how their data is handled by you, and for any consent your own use requires.

Your content is yours. You keep all rights in it. You grant us a licence to host, copy, transmit, render and display it strictly as far as running the service for you requires, including generating the completed document, the signing certificate and the emails that carry them.

Your content is never used to train a machine learning model, ours or anybody else’s. There is no setting for this because it is not something the service does.

You can take your content out at any time, on any plan. Documents are downloadable from the workspace and through the API, a completed agreement and its signing certificate are downloadable from the retrieval link issued to each party, and the certificate is available as a document and as machine-readable JSON from the check page.

Your workspace administrator sets the retention period for finished agreements and the one for unsent drafts, and the workspace can see which of its agreements have reached those periods. The record of what happened is only ever added to, which is what allows a completed agreement to be rebuilt from its own history. Closing a workspace under clause 20 keeps all of it, and section 9 of the privacy policy says how long each part is held for.

Each agreement carries a history that is only ever added to. Every entry is fingerprinted with SHA-256 over its own contents and over the fingerprint of the entry before it, so changing an entry after the fact breaks every fingerprint that follows it. On completion the service issues a signing certificate that freezes the chain, publishes its head and its length, and records the digest, page count and size of every document as they were read from the files themselves.

Anyone holding the verification code can recompute that chain at the check page with no account and no help from us. The completed document can be regenerated from the record and the original files, so the record is what everything else is rebuilt from.

What the record demonstrates is set out on the evidence page, including its limits: an address a connection came from is not a person, and the record shows what happened at the service rather than who was sitting at the keyboard.

Whether an electronic signature made through the service meets a requirement that applies to you, in your jurisdiction, for your kind of transaction, is your decision to take. We make no representation about the legal effect of any agreement you send or sign through the service, and nothing in the service or on our pages is legal advice. Where the transaction matters, take your own advice.

We work to keep the service available and we improve it continuously, which means it changes. We give notice through the product of a change that materially reduces a capability your workspace relies on.

Support is through the support form, which works signed out and keeps working after you close your account. Every message is filed with a reference you can quote.

We may carry out maintenance, and we will try to do it when it disturbs the fewest people. Access to the check page and to retrieval links for completed agreements is part of the service and is covered by this clause like anything else.

We warrant that we will provide the service with reasonable skill and care, and that we have the right to grant you the licence in clause 4.

Beyond that warranty, the service is provided as it stands and as it is available, and all other terms, conditions and warranties that would otherwise be implied by statute, common law or otherwise are excluded to the fullest extent the law allows. Nothing in this clause affects the statutory rights of a consumer.

Nothing in these terms limits or excludes our liability for death or personal injury caused by negligence, for fraud or fraudulent misrepresentation, or for any other liability that cannot lawfully be limited or excluded.

Subject to that, we are not liable to you for:

• loss of profit, revenue, business, goodwill or anticipated saving;
• loss or corruption of data, beyond the cost of restoring it from a copy you hold;
• any loss arising from a decision you or anyone else took on the strength of an agreement sent or signed through the service;
• any indirect or consequential loss, whether or not it was foreseeable.

Subject to the first paragraph of this clause, our total liability to you arising out of or in connection with these terms and the service, whether in contract, tort including negligence, breach of statutory duty or otherwise, is limited in aggregate to the greater of the amount you paid us in the twelve months before the event giving rise to the claim, and £100.

You hold your own copies of anything you cannot afford to lose. Clause 11 describes the ways a completed agreement, its documents and its certificate can be downloaded and kept, and a copy taken that way is what this clause means by a copy.

You will indemnify us and ASL against any claim, loss, damage, cost or expense, including reasonable legal fees, arising out of your content, your use of the service, a breach by you of clause 9, or a claim by a signer or a third party relating to an agreement you sent. This clause does not apply where you are a consumer.

ASL owns the software, the source code, the brand, the name, the logo, the domain names, the designs and the documentation, and every right in them. Nothing in these terms transfers any of that to you. Use of the service does not give you any right to use the brand except to identify the service you are using.

You own your content, as clause 11 says, and you own the completed documents the service produces from it.

If you send us a suggestion about the product, we may act on it without owing you anything for it.

Each party will keep confidential the other’s non-public information that is marked confidential or that a reasonable person would understand to be confidential, use it only for the purposes of these terms, and protect it with at least the care it uses for its own. The obligation does not apply to information that is or becomes public without a breach, that was already lawfully known, or that must be disclosed by law or by a court, in which case the disclosing party gives notice where it is lawful to do so.

Your documents and the contents of your agreements are your confidential information and are treated as such.

What personal data is held, on what basis, for how long, and who processes it on our behalf is set out in the privacy policy, which forms part of these terms.

For personal data you put into your workspace about your own members and signers, you are the controller and we act on your instructions in providing the service. The privacy policy sets out the security measures applied, including that signing and retrieval tokens are stored only as SHA-256 digests and never in a form that could be used as a link.

We may suspend or close a workspace where there is a breach of clause 9, where a payment has not been made after Stripe has finished retrying it, where suspension is needed to protect the service or another customer, or where the law requires it. Where the circumstances allow, we tell you first and give you the chance to put it right.

You can stop paying at any time from your billing page. The owner of a workspace can close it themselves, from Your data inside the product. Closing stops the workspace sending straight away, withdraws any agreement still out for signature and tells the people signing it, withdraws open invitations, and stops us taking payment. The screen sets out what closing keeps before you confirm it, in the same terms as section 9 of the privacy policy.

Completed agreements stay, with their documents, their evidence record and their signing certificate. Retrieval links already issued go on working, a party can ask for a fresh one, and verification codes go on working, so a counterparty holding a signed copy is not cut off by a decision you take later. The support form works after closure, which is exactly when people need it most.

We may transfer these terms, and the contract they contain, to ASL or to any other company ASL authorises to operate the service, on the same terms. You consent in advance to that transfer, which takes effect when it happens and does not need further notice to you. The purpose is that a change of operator does not interrupt agreements that are part-signed or break links already sent.

The customer database belongs to ASL throughout, and a transfer under this clause moves the operation of the service without moving ownership of the product.

You may transfer these terms to a company that acquires your business or substantially all of its assets, on written notice to us.

• These terms, the privacy policy and any plan you accept in the product are the whole agreement between us on their subject, and replace anything said before.
• If a clause is found to be unenforceable, the rest of these terms carry on and that clause is read down to the smallest extent that makes it enforceable.
• A delay in enforcing a right is not a waiver of it, and a waiver on one occasion is not a waiver on another.
• Nothing here creates a partnership, a joint venture or an employment relationship between us.
• Notice to you is given through the product or to the email address on the workspace owner’s account. Notice to us is given through the support form or in writing to our registered office.
• Neither party is liable for a failure to perform caused by something outside its reasonable control, for as long as that thing lasts. Payment obligations are not excused by this.
• You confirm that you are not subject to sanctions that would make it unlawful for us to provide the service to you, and that you will not use the service in breach of trade or export controls.

These terms and any dispute arising out of them, including a non-contractual one, are governed by the law of England and Wales, and the courts of England and Wales have exclusive jurisdiction. If you are a consumer resident elsewhere in the United Kingdom, you may also bring proceedings in the courts of the part of the United Kingdom where you live, and the mandatory consumer protections of that law apply to you.

A person who is not a party to these terms has no right under the Contracts (Rights of Third Parties) Act 1999 to enforce any of them, with one exception. ASL may enforce clauses 4, 9, 11, 15, 16, 17, 18 and 21 directly, because those clauses protect the software, the brand and the database that ASL owns.

We and ASL may vary or rescind these terms without ASL’s further consent, which the Act would otherwise require.

Clauses 11 to 24 survive the end of these terms, along with any other clause that by its nature is meant to.