Terms of service DRAFT

1. The agreement

These terms are between Numiko Ltd (“Numiko”, “we”, “us”), a company registered in England and Wales, [TO BE COMPLETED — REGISTERED ADDRESS], and the organisation that creates a Team Portal account (“you”, the “customer”). The person who signs up confirms they have authority to accept these terms on the organisation's behalf. Staff and admin users the customer invites are covered by these terms through the customer's acceptance of them, not as separate signatories. Creating an account, starting a trial, or clicking to accept these terms means the agreement has been formed.

2. The service

Team Portal is a client-collaboration portal for agencies: message threads, file sharing, and read-only views of data from tools you already use (for example Jira, Jira Service Management, Confluence, Float and Slack notifications), shown to your clients only where you choose to connect and expose them. Each customer organisation's data is kept separate from every other customer's.

Availability. We aim to keep the service available and reliable, and we monitor and maintain it accordingly, but we do not currently offer a formal service-level agreement or uptime guarantee. We will tell you honestly if that changes. Planned maintenance is kept to a minimum and, where it may be noticeable, we will try to give advance notice.

3. Plans, pricing and billing

Current plan pricing is £149 per month and £299 per month for our two paid tiers — these figures, and the limits attached to each plan, are placeholders pending a final pricing decision and must match src/worker/lib/plans.ts, the single source of truth for current figures. Paid plans are billed monthly in advance via Stripe, our payment processor. If your organisation reaches the client or user limit on its plan, we will let you know before you can add more, and you will need to upgrade to continue. We will give reasonable notice of any price change before it applies to your next billing cycle.

4. Free trial

New organisations get a 14-day free trial with no payment details required upfront. If the trial ends without upgrading to a paid plan, the account is suspended (you keep the ability to request an export of what you added, per §7) rather than immediately deleted, and the account is removed following the same timeline described under “Cancellation” below if it is not converted.

5. Customer responsibilities

You are responsible for: the accuracy of what your organisation puts into Team Portal; deciding, as the data controller, the lawful basis for processing your own clients' and staff's personal data within it (see our Privacy policy); using the service only for lawful business purposes and not to store or share unlawful, infringing or abusive content; and the access you grant to your own staff and clients, including keeping their credentials confidential. You retain all rights in your own trademarks, brand and business content — nothing here transfers ownership of it to us.

6. Our responsibilities

We act as a data processor for the content your organisation and its users add to the portal, processing it only as needed to run the service (see our Privacy policy for detail). We are responsible for the security measures described there, and for keeping the service running to the standard described in §2. For any third-party tool you connect (Jira, Confluence, JSM, Float, Slack and similar), we only read and display what that tool's own API returns to us — we do not control, and are not responsible for, that tool's own availability, accuracy or terms. Numiko owns all intellectual property in the Team Portal software and platform itself; we grant your organisation a licence to use it for the term of your subscription, for your own internal and client-facing purposes.

7. Data ownership, export and deletion

You own the data your organisation puts into Team Portal — we process it on your behalf and claim no ownership of it. You can request a full export of your organisation's data at any time. If you cancel your subscription, you may request an export of your organisation's data, and we will provide it within 30 days of that request. After cancellation, your data is retained for a short wind-down period to allow for export or an accidental-cancellation recovery, then deleted; backup copies age out afterwards on the schedule described in our Privacy policy (up to 84 days for database backups, up to 30 days for file backups after the source is removed).

8. Suspension and termination

We may suspend or terminate an account for non-payment, a breach of these terms (including the acceptable-use points in §5), or activity that puts the security of the service or other customers at risk — we will normally give notice and a chance to put things right first, except where the risk is immediate. You can cancel at any time from your account settings or by contacting us; cancellation takes effect at the end of your current billing period, and you are not charged for the next one.

9. Liability

Nothing in these terms limits liability for death or personal injury caused by negligence, for fraud, or for anything else that cannot lawfully be limited. Subject to that, we are not liable for indirect or consequential losses (for example, loss of profit or loss of business), and our total liability arising out of or in connection with these terms or your use of the service is limited to the amount your organisation paid us in the 12 months before the event giving rise to the claim. This is a first draft of a standard limitation-of-liability clause and has not yet been reviewed by a lawyer qualified in England and Wales law — treat the cap and carve-outs above as a starting position, not final wording.

10. Changes to these terms

If we make a material change to these terms, we will update the date at the top of this page and notify customer organisations by email or an in-product notice before the change takes effect. Continuing to use the service after that date means you accept the updated terms; if you do not agree, you can cancel as described in §8.

11. Governing law

These terms are governed by the law of England and Wales, and the courts of England and Wales have exclusive jurisdiction over any dispute arising from them.

12. Contact

For contractual queries, contact legal@teamportal.site. By post: Numiko Ltd, [TO BE COMPLETED — REGISTERED ADDRESS].