Effective Date: 1st January 2025
Company Name: XMP SaaS Limited
Registered Office: 13 Ryecroft Way, Martley, WR6 6BF
Company Number: 16179678
1. Introduction
These Terms and Conditions ("Terms") govern your use of the services and platform provided by XMP SaaS Limited("we", "us", or "our"). By accessing or using our software, mobile apps, website, or services ("Platform"), you agree to be bound by these Terms.
If you do not agree to these Terms, you must not use the Platform.
2. Eligibility
You must be at least 18 years old or have the legal capacity to enter into a binding agreement. If you are using the Platform on behalf of a business, you warrant that you have the authority to bind that business to these Terms.
3. Services Provided
XMP SaaS Limited offers cloud-based software solutions accessible via desktop and mobile applications. Features and functionalities may change over time at our sole discretion.
4. User Accounts
You must create an account to use certain features of the Platform. You are responsible for maintaining the confidentiality of your account details and for all activities under your account. You must notify us immediately of any unauthorised use.
5. Subscription & Payments
Our Platform may include paid features. Subscriptions may be monthly or annually and are automatically renewed unless cancelled. Prices are listed in GBP and inclusive of VAT (where applicable), unless otherwise stated.
Apple/Google Billing Note: If you subscribed via the Apple App Store or Google Play Store, billing and cancellation must be managed through your respective account.
6. Acceptable Use
You agree not to:
7. Intellectual Property
7.1 Ownership of Platform
All intellectual property rights in and to the Platform, including but not limited to any software, applications, source code, databases, designs, text, images, videos, audio files, trademarks, service marks, and logos, are owned by or licensed to XMP SaaS Limited. All such rights are reserved.
7.2 Licence to Use the Platform
Subject to your compliance with these Terms, XMP SaaS Limited grants you a limited, non-exclusive, non-transferable, non-sublicensable, and revocable licence to access and use the Platform for your internal business purposes.
7.3 Restrictions on Use
You shall not:
7.4 Permitted Sharing of Platform Images and Content
You may capture and share screenshots, images, and videos of your use of the Platform for personal, editorial, or commercial purposes, including posting them on websites, blogs, and social media channels, provided that:
XMP SaaS Limited reserves the right to request the removal of any such content at its sole discretion.
7.5 Ownership of User Content
You retain all ownership rights in and to any content that you upload, post, or otherwise submit to the Platform ("User Content").
By submitting User Content, you grant XMP SaaS Limited a worldwide, non-exclusive, royalty-free licence to use, host, store, reproduce, display, and process such User Content for the purposes of providing, operating, improving, and securing the Platform.
7.6 Platform Data Ownership
XMP SaaS Limited may collect and generate data and information relating to your use of the Platform, including but not limited to usage metrics, performance analytics, and other statistical or aggregated data ("Platform Data").
XMP SaaS Limited shall own all rights, title, and interest in and to the Platform Data. Platform Data will not include any personally identifiable information except as permitted by our Privacy Policy and applicable data protection laws.
We may use Platform Data for any lawful business purpose, including to improve, develop, and market our services.
7.7 No Transfer or Implied Licences
Except for the limited rights expressly granted under these Terms, no licences, rights, or interests are granted to you by implication, estoppel, or otherwise.
7.8 Survival
The terms of this Section 7 shall survive any termination or expiration of these Terms.
8. Data Protection & Privacy
We process personal data in accordance with our [Privacy Policy] and applicable laws, including the UK GDPR and Data Protection Act 2018.
Data Storage Location: Your data may be stored on secure servers located in the United Kingdom or the European Union, depending on the location of our data hosting providers. We take all reasonable steps to ensure your data remains protected and handled in accordance with UK and EU standards.
9. Termination
We may suspend or terminate your access to the Platform at any time if you breach these Terms. Upon termination, you must cease all use and delete any local copies of the software.
10. Limitation of Liability
10.1 No Limitation of Liability for Certain Matters
Nothing in these Terms shall limit or exclude our liability for:
10.2 Exclusion of Certain Types of Loss
Subject to Section 10.1, and to the fullest extent permitted by law, XMP SaaS Limited shall not be liable to you, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, for any:
arising out of or in connection with your use of or inability to use the Platform.
10.3 Liability Cap
Our total aggregate liability to you for all claims arising out of or in connection with these Terms shall be limited to the total amount of fees you have paid to XMP SaaS Limited in the six (6) months immediately preceding the event giving rise to the claim.
10.4 Platform Provided "As Is"
The Platform and all related services are provided "as is" and "as available," without warranties of any kind, either express or implied, including but not limited to warranties of merchantability, fitness for a particular purpose, non-infringement, or availability.
10.5 Insurance Coverage Disclaimer
You acknowledge that while XMP SaaS Limited maintains appropriate insurance coverage for its business operations, no representation is made as to the availability or sufficiency of such insurance for the purposes of providing compensation to users of the Platform.
10.6 Third-Party Services Disclaimer
We shall not be liable for any acts, omissions, or failures of third-party service providers, including but not limited to cloud hosting providers, payment processors, or other integrated platforms.
10.7 Survival of Limitations
The exclusions and limitations of liability in this Section 10 shall survive the termination or expiry of these Terms.
10.8 Risk Allocation Acknowledgement
You acknowledge and agree that the exclusions and limitations of liability set out in these Terms are reasonable and reflect the allocation of risk between the parties. You further agree that without such exclusions and limitations, the fees charged for access to the Platform would be substantially higher.
11. Changes to Terms
We may update these Terms from time to time. You will be notified of material changes and continued use of the Platform constitutes acceptance.
12. Governing Law
These Terms are governed by the laws of England and Wales. Any disputes will be subject to the exclusive jurisdiction of the courts of England and Wales.
13. User Content
13.1 Responsibility for User Content
You may be permitted to upload, submit, store, or otherwise make available content ("User Content") through the Platform. You represent and warrant that you own all rights, title, and interest in and to your User Content, or that you have all necessary rights, licenses, consents, and permissions to authorise XMP SaaS Limited to use your User Content in accordance with these Terms.
You are solely responsible for all User Content that you upload, submit, store, or otherwise make available through the Platform. We do not endorse, support, represent, or guarantee the completeness, truthfulness, accuracy, or reliability of any User Content, and you acknowledge that any use of or reliance on any User Content is at your own risk.
13.2 No Liability for User Content
XMP SaaS Limited shall not be liable for any User Content, including but not limited to, any errors or omissions in any User Content, or for any loss or damage of any kind incurred as a result of the use of any User Content posted, transmitted, or otherwise made available through the Platform.
You acknowledge and agree that you are solely responsible for your User Content and for any consequences arising from posting or publishing it.
13.3 License to Use User Content
By uploading or submitting User Content to the Platform, you grant XMP SaaS Limited a worldwide, non-exclusive, royalty-free, fully paid-up, transferable, and sublicensable licence to use, store, reproduce, modify, adapt, publish, create derivative works from, and display such User Content solely for the purpose of providing, maintaining, and improving the Platform and our services.
13.4 Indemnity for User Content
You agree to indemnify, defend, and hold harmless XMP SaaS Limited, its affiliates, and their respective directors, officers, employees, representatives, and agents (each an "Indemnified Party") from and against any and all claims, damages, liabilities, costs, losses, and expenses (including, but not limited to, reasonable attorneys' fees and all related costs and expenses) arising from or relating to:
(a) any User Content you upload, submit, store, or otherwise make available through the Platform;
(b) your violation of any third-party rights, including without limitation any intellectual property, privacy, publicity, or proprietary rights;
(c) your breach of any representation, warranty, or obligation under these Terms.
This indemnity obligation shall survive any termination or expiration of these Terms and your use of the Platform.
14. Prohibited Content
You agree not to upload, submit, store, or otherwise make available any User Content that:
(a) infringes, misappropriates, or violates any intellectual property rights, proprietary rights, privacy rights, or rights of publicity of any person or entity;
(b) is unlawful, harmful, threatening, abusive, harassing, defamatory, vulgar, obscene, pornographic, libellous, invasive of another’s privacy, hateful, discriminatory, or otherwise objectionable;
(c) promotes or encourages illegal activity or any activity that would violate these Terms;
(d) contains viruses, malware, spyware, worms, or any other harmful or disruptive code or components;
(e) impersonates any person or entity, or otherwise misrepresents your affiliation with a person or entity;
(f) violates any applicable law, regulation, or contractual obligation.
We reserve the right (but have no obligation) to monitor, review, remove, or disable access to any User Content that we, in our sole discretion, determine violates these Terms or is otherwise harmful to the Platform or our users.
15. Service Availability and Support
We strive to ensure that the Platform is available at all times, but we do not guarantee uninterrupted access or operation. Access to the Platform may be suspended temporarily without notice in the case of system failure, maintenance, repair, or for reasons beyond our control. XMP SaaS Limited is not liable for any downtime or interruption of the Platform. We may offer customer support services, but availability and scope of support are provided at our sole discretion.
16. Modifications to the Platform and Services
We reserve the right to modify, suspend, or discontinue any part of the Platform, including features, functionalities, or services, at any time without prior notice. We shall not be liable to you or any third party for any modification, suspension, or discontinuation of the Platform or any part thereof.
17. Beta Features
From time to time, we may offer new or experimental features ("Beta Features") for evaluation. Beta Features are provided "as is" and "as available" without warranties of any kind. Use of Beta Features is voluntary and at your own risk.
18. Feedback and Suggestions
If you choose to provide feedback, ideas, or suggestions regarding the Platform ("Feedback"), you hereby grant XMP SaaS Limited a non-exclusive, perpetual, irrevocable, transferable, sub-licensable, royalty-free, worldwide licence to use and incorporate such Feedback into the Platform or other products or services without restriction or obligation to you.
19. Third-Party Services and Links
The Platform may contain links to third-party websites, services, or resources that are not owned or controlled by XMP SaaS Limited. We do not endorse or assume any responsibility for any such third-party websites, services, or resources. Your dealings with third parties are solely between you and the third party, and we are not responsible for any loss or damage arising from such dealings.
20. Force Majeure
XMP SaaS Limited shall not be liable for any failure to perform, or delay in performing, any of its obligations under these Terms if such failure or delay results from any cause beyond its reasonable control, including, but not limited to:
In such circumstances, our obligations shall be suspended for the period that the Force Majeure event continues, and we shall have an extension of time for performance for the duration of that period.
We shall not be required to provide any refunds, credits, or other compensation for any period during which the Platform or services are unavailable due to a Force Majeure event.
Force Majeure events shall include similar events reasonably outside the control of XMP SaaS Limited, whether or not foreseeable at the time of entering into these Terms.
XMP SaaS Limited shall not be liable for any indirect, special, incidental, consequential, or punitive damages arising out of or relating to a Force Majeure event.
21. Export Controls and Sanctions
You agree to comply with all applicable export and sanctions laws and regulations in your use of the Platform. You shall not use the Platform if you are located in, or are a national or resident of, any country or territory subject to comprehensive UK or EU sanctions, or if you are a person or entity subject to such restrictions.
22. Entire Agreement
These Terms, along with our Privacy Policy and any other legal notices published by us, constitute the entire agreement between you and XMP SaaS Limited concerning the Platform, and supersede all prior agreements, understandings, negotiations, and discussions, whether oral or written.
23. Severability
If any provision of these Terms is found to be invalid, illegal, or unenforceable, such provision shall be enforced to the maximum extent permissible, and the remaining provisions of these Terms shall remain in full force and effect.
24. Assignment
You may not assign or transfer your rights or obligations under these Terms without our prior written consent. We may assign or transfer our rights and obligations under these Terms without restriction.
25. Waiver
No failure or delay by XMP SaaS Limited in exercising any right, power, or privilege under these Terms shall operate as a waiver thereof, nor shall any single or partial exercise of any such right, power, or privilege preclude any other or further exercise thereof or the exercise of any other right, power, or privilege.
Contact Us:
XMP SaaS Limited
Email: developer@xmp.world
Address: 13 Ryecroft Way, Martley, WR6 6BF