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Terms and Conditions
Terms and Conditions
Last Updated: December 2025
Last Updated: December 2025
Last Updated: December 2025
1. Parties and Background
1.1 Parties
These Terms and Conditions ("Terms") are between:
Buyience Limited, a company incorporated in England and Wales (Company Number: [To be inserted]), with registered office at [Address to be inserted] ("Provider", "we", "us", "our"); and
The Customer, being the company or individual who registers for and uses the Buyience Platform and Services ("Customer", "you", "your").
1.2 Background
The Provider operates the Buyience B2B commerce platform, including Nova Core and the B2B AI Quote Engine plugin, and provides related support services. The Customer wishes to access and use the Platform and Services on the terms set out in this Agreement.
1.1 Parties
These Terms and Conditions ("Terms") are between:
Buyience Limited, a company incorporated in England and Wales (Company Number: [To be inserted]), with registered office at [Address to be inserted] ("Provider", "we", "us", "our"); and
The Customer, being the company or individual who registers for and uses the Buyience Platform and Services ("Customer", "you", "your").
1.2 Background
The Provider operates the Buyience B2B commerce platform, including Nova Core and the B2B AI Quote Engine plugin, and provides related support services. The Customer wishes to access and use the Platform and Services on the terms set out in this Agreement.
2. Definitions and Interpretation
2.1 Definitions
In these Terms:
"Affiliate" means an entity that Controls, is Controlled by, or is under common Control with the relevant entity.
"Agreement" means these Terms and Conditions (including all Schedules) and any amendments made in accordance with Clause 21.
"Business Day" means any weekday other than a bank or public holiday in England and Wales.
"Business Hours" means between 09:00 and 17:30 GMT/BST on a Business Day.
"Charges" means the fees payable by the Customer for the Platform and Services as set out in the pricing schedule or as otherwise agreed in writing.
"Confidential Information" means information designated as confidential or that reasonably should be considered confidential, including Customer Materials, business information, technical data, and trade secrets.
"Control" means the legal power to control (directly or indirectly) the management of an entity (and "Controlled" shall be construed accordingly).
"Customer Materials" means all data, content, files, and materials uploaded to, stored on, processed using, or transmitted via the Platform by or on behalf of the Customer, including:
Product catalogs and information
Customer and supplier data
Quote requests and responses
Order and transaction data
Any other business data input by the Customer
"Defect" means a defect, error, or bug having a material adverse effect on the appearance, operation, or functionality of the Platform, excluding defects caused by:
Customer acts or omissions
Incompatibility with non-specified systems
Customer's internet connection or hardware
Unauthorized modifications
"Documentation" means the user guides, manuals, and technical documentation provided by the Provider for the Platform.
"Effective Date" means the date when the Customer accepts these Terms by creating an account or first accessing the Platform.
"Force Majeure Event" means an event outside the reasonable control of a party, including internet failures, cyber attacks, power failures, industrial disputes affecting third parties, changes in law, disasters, explosions, fires, floods, riots, terrorist attacks, pandemics, and wars.
"Intellectual Property Rights" means all intellectual property rights worldwide, whether registered or unregistered, including copyrights, database rights, trademarks, patents, trade secrets, know-how, and design rights.
"Personal Data" has the meaning given in the UK General Data Protection Regulation and Data Protection Act 2018.
"Platform" means the Buyience B2B commerce platform software, including Nova Core and all associated modules (AI Quote Engine, Digital Sales Room, B2B Storefront, Order Management, Inventory Management, Supplier Management, etc.), made available as a service via the internet.
"Plugin" means the B2B AI Quote Engine WordPress plugin and any other plugins developed by the Provider.
"Services" means all services provided by the Provider, including platform access, support services, updates, and maintenance.
"Subscription Period" means the initial subscription term or any renewal period.
"Support Services" means technical support and maintenance services as described in Schedule 1.
"Term" means the duration of this Agreement from the Effective Date until termination.
"Updates" means new versions, updates, bug fixes, patches, and enhancements to the Platform.
2.2 References to statutes include amendments, re-enactments, and subordinate legislation.
2.3 Clause headings do not affect interpretation.
3. Term and Subscription
3.1 This Agreement commences on the Effective Date and continues for the initial Subscription Period, then automatically renews for successive periods of the same duration unless terminated in accordance with Clause 16.
3.2 Subscription periods are typically monthly or annually as selected by the Customer during registration.
3.1 This Agreement commences on the Effective Date and continues for the initial Subscription Period, then automatically renews for successive periods of the same duration unless terminated in accordance with Clause 16.
3.2 Subscription periods are typically monthly or annually as selected by the Customer during registration.
4. Platform Access and License
4.1 Subject to these Terms and payment of Charges, the Provider grants the Customer a non-exclusive, non-transferable, revocable license to:
Access and use the Platform via standard web browsers
Use the Documentation
Allow authorized users within the Customer's organization to access and use the Platform
4.2 This license is limited to the number of users and usage levels specified in the Customer's subscription plan.
4.3 The Customer shall:
Comply with all terms of the Acceptable Use Policy (Schedule 2)
Ensure all users comply with these Terms
Maintain the security and confidentiality of login credentials
Immediately notify the Provider of any unauthorized access
Only use the Platform for lawful business purposes
4.4 The Customer must not:
Sub-license, resell, or redistribute access to the Platform
Copy, modify, adapt, or create derivative works from the Platform
Reverse engineer, decompile, or disassemble the Platform
Remove or alter proprietary notices
Use the Platform to build a competing product or service
Access the Platform to benchmark against competing products
Overload, impair, or damage the Platform infrastructure
Transmit viruses, malware, or harmful code
4.5 The Customer has no right to access the Platform's source code.
4.6 All Intellectual Property Rights in the Platform remain the exclusive property of the Provider.
4.1 Subject to these Terms and payment of Charges, the Provider grants the Customer a non-exclusive, non-transferable, revocable license to:
Access and use the Platform via standard web browsers
Use the Documentation
Allow authorized users within the Customer's organization to access and use the Platform
4.2 This license is limited to the number of users and usage levels specified in the Customer's subscription plan.
4.3 The Customer shall:
Comply with all terms of the Acceptable Use Policy (Schedule 2)
Ensure all users comply with these Terms
Maintain the security and confidentiality of login credentials
Immediately notify the Provider of any unauthorized access
Only use the Platform for lawful business purposes
4.4 The Customer must not:
Sub-license, resell, or redistribute access to the Platform
Copy, modify, adapt, or create derivative works from the Platform
Reverse engineer, decompile, or disassemble the Platform
Remove or alter proprietary notices
Use the Platform to build a competing product or service
Access the Platform to benchmark against competing products
Overload, impair, or damage the Platform infrastructure
Transmit viruses, malware, or harmful code
4.5 The Customer has no right to access the Platform's source code.
4.6 All Intellectual Property Rights in the Platform remain the exclusive property of the Provider.
5. Account Registration and Security
5.1 To access the Platform, the Customer must register an account and provide accurate, complete information.
5.2 The Customer must:
Keep all account credentials secure and confidential
Use strong passwords and enable two-factor authentication where available
Notify the Provider immediately of any suspected security breach
Accept responsibility for all activities under their account
5.3 The Provider may suspend accounts that show signs of suspicious activity or security compromise.
5.1 To access the Platform, the Customer must register an account and provide accurate, complete information.
5.2 The Customer must:
Keep all account credentials secure and confidential
Use strong passwords and enable two-factor authentication where available
Notify the Provider immediately of any suspected security breach
Accept responsibility for all activities under their account
5.3 The Provider may suspend accounts that show signs of suspicious activity or security compromise.
6. Customer Materials
6.1 The Customer grants the Provider a non-exclusive license to store, copy, transmit, display, and process Customer Materials solely for:
Operating the Platform
Providing the Services
Maintaining backups
Fulfilling obligations under this Agreement
6.2 All Intellectual Property Rights in Customer Materials remain the property of the Customer.
6.3 The Customer warrants that:
They have the right to upload and use all Customer Materials
Customer Materials do not infringe third-party rights
Customer Materials comply with applicable laws
They have obtained necessary consents for processing Personal Data within Customer Materials
6.4 The Provider may remove or suspend access to Customer Materials if they:
Violate the Acceptable Use Policy
Infringe third-party rights
Violate applicable laws
Pose a security risk
6.5 The Provider is not responsible for Customer Materials and does not endorse any views expressed therein.
6.1 The Customer grants the Provider a non-exclusive license to store, copy, transmit, display, and process Customer Materials solely for:
Operating the Platform
Providing the Services
Maintaining backups
Fulfilling obligations under this Agreement
6.2 All Intellectual Property Rights in Customer Materials remain the property of the Customer.
6.3 The Customer warrants that:
They have the right to upload and use all Customer Materials
Customer Materials do not infringe third-party rights
Customer Materials comply with applicable laws
They have obtained necessary consents for processing Personal Data within Customer Materials
6.4 The Provider may remove or suspend access to Customer Materials if they:
Violate the Acceptable Use Policy
Infringe third-party rights
Violate applicable laws
Pose a security risk
6.5 The Provider is not responsible for Customer Materials and does not endorse any views expressed therein.
7. Support Services and Updates
7.1 The Provider will provide Support Services during the Term as described in Schedule 1.
7.2 Support Services include:
Email and helpdesk support during Business Hours
Technical assistance with Platform usage
Bug fixes and error resolution
Platform updates and enhancements
7.3 The Provider may apply Updates to the Platform at its discretion. Updates may alter the appearance or functionality but will not materially diminish core functionality.
7.4 The Provider will provide reasonable notice of significant Updates that affect functionality.
7.1 The Provider will provide Support Services during the Term as described in Schedule 1.
7.2 Support Services include:
Email and helpdesk support during Business Hours
Technical assistance with Platform usage
Bug fixes and error resolution
Platform updates and enhancements
7.3 The Provider may apply Updates to the Platform at its discretion. Updates may alter the appearance or functionality but will not materially diminish core functionality.
7.4 The Provider will provide reasonable notice of significant Updates that affect functionality.
8. Fees and Payment
8.1 The Customer shall pay the Charges as specified in the pricing schedule on the Provider's website or as otherwise agreed in writing.
8.2 Charges are payable:
In advance for subscription fees
Monthly or annually as per the selected plan
Within 14 days of invoice date for additional services
8.3 All Charges are exclusive of VAT and other applicable taxes, which shall be added to invoices.
8.4 Payment methods include:
Credit or debit card
Bank transfer
Direct debit (where available)
Other methods as agreed
8.5 The Provider may charge interest on overdue amounts at 4% per annum above the Bank of England base rate, calculated daily.
8.6 The Provider may increase Charges upon 60 days' written notice, effective from the next renewal date.
8.7 If payment is overdue by more than 30 days, the Provider may suspend access to the Platform until payment is received.
8.1 The Customer shall pay the Charges as specified in the pricing schedule on the Provider's website or as otherwise agreed in writing.
8.2 Charges are payable:
In advance for subscription fees
Monthly or annually as per the selected plan
Within 14 days of invoice date for additional services
8.3 All Charges are exclusive of VAT and other applicable taxes, which shall be added to invoices.
8.4 Payment methods include:
Credit or debit card
Bank transfer
Direct debit (where available)
Other methods as agreed
8.5 The Provider may charge interest on overdue amounts at 4% per annum above the Bank of England base rate, calculated daily.
8.6 The Provider may increase Charges upon 60 days' written notice, effective from the next renewal date.
8.7 If payment is overdue by more than 30 days, the Provider may suspend access to the Platform until payment is received.
9. Free Trial
9.1 The Provider may offer a free trial period (typically 14-30 days) for new customers.
9.2 During the trial period:
The Customer has full access to the Platform (subject to any specified limitations)
No payment is required
Either party may terminate without liability
9.3 At the end of the trial, unless the Customer cancels, the subscription will automatically commence, and Charges will apply.
9.1 The Provider may offer a free trial period (typically 14-30 days) for new customers.
9.2 During the trial period:
The Customer has full access to the Platform (subject to any specified limitations)
No payment is required
Either party may terminate without liability
9.3 At the end of the trial, unless the Customer cancels, the subscription will automatically commence, and Charges will apply.
10. Platform Availability and Performance
10.1 The Provider will use commercially reasonable efforts to ensure the Platform is available 99.5% of the time per calendar month.
10.2 Excluded from availability calculations:
Scheduled maintenance (with advance notice)
Force Majeure Events
Customer's internet connection or equipment issues
Third-party service failures
Issues caused by Customer actions
10.3 The Provider may schedule maintenance during low-usage periods with reasonable notice.
10.4 Emergency maintenance may be performed without notice when necessary for security or functionality.
10.1 The Provider will use commercially reasonable efforts to ensure the Platform is available 99.5% of the time per calendar month.
10.2 Excluded from availability calculations:
Scheduled maintenance (with advance notice)
Force Majeure Events
Customer's internet connection or equipment issues
Third-party service failures
Issues caused by Customer actions
10.3 The Provider may schedule maintenance during low-usage periods with reasonable notice.
10.4 Emergency maintenance may be performed without notice when necessary for security or functionality.
11. Data Protection and Privacy
11.1 Both parties shall comply with applicable data protection laws, including UK GDPR and the Data Protection Act 2018.
11.2 The Provider's processing of Personal Data is governed by our Privacy Policy.
11.3 For Customer Materials containing Personal Data:
The Customer is the data controller
The Provider is the data processor
The Provider shall process data only on Customer instructions
The Provider shall implement appropriate security measures
11.4 The Provider shall:
Notify the Customer of any data breaches without undue delay
Assist the Customer with data subject rights requests
Delete or return data upon termination as instructed
Maintain appropriate technical and organizational measures
11.5 The Customer warrants that they have obtained all necessary consents and have the legal right to provide Personal Data to the Provider.
11.1 Both parties shall comply with applicable data protection laws, including UK GDPR and the Data Protection Act 2018.
11.2 The Provider's processing of Personal Data is governed by our Privacy Policy.
11.3 For Customer Materials containing Personal Data:
The Customer is the data controller
The Provider is the data processor
The Provider shall process data only on Customer instructions
The Provider shall implement appropriate security measures
11.4 The Provider shall:
Notify the Customer of any data breaches without undue delay
Assist the Customer with data subject rights requests
Delete or return data upon termination as instructed
Maintain appropriate technical and organizational measures
11.5 The Customer warrants that they have obtained all necessary consents and have the legal right to provide Personal Data to the Provider.
12. Warranties
12.1 Customer Warranties
The Customer warrants that:
They have the authority to enter into this Agreement
They will use the Platform in compliance with applicable laws
Customer Materials will not infringe third-party rights
All information provided is accurate and complete
12.2 Provider Warranties
The Provider warrants that:
It has the authority to enter into this Agreement
It will perform Services with reasonable care and skill
The Platform will operate substantially in accordance with Documentation
The Platform will not infringe third-party Intellectual Property Rights
12.3 Warranty Limitations
The Provider acknowledges that:
Complex software may contain errors and bugs
The Platform may not be compatible with all systems
The Provider does not provide legal, tax, or financial advice
Results and outcomes from Platform use may vary
12.4 Except as expressly stated in these Terms, all warranties, representations, and conditions are excluded to the maximum extent permitted by law.
12.1 Customer Warranties
The Customer warrants that:
They have the authority to enter into this Agreement
They will use the Platform in compliance with applicable laws
Customer Materials will not infringe third-party rights
All information provided is accurate and complete
12.2 Provider Warranties
The Provider warrants that:
It has the authority to enter into this Agreement
It will perform Services with reasonable care and skill
The Platform will operate substantially in accordance with Documentation
The Platform will not infringe third-party Intellectual Property Rights
12.3 Warranty Limitations
The Provider acknowledges that:
Complex software may contain errors and bugs
The Platform may not be compatible with all systems
The Provider does not provide legal, tax, or financial advice
Results and outcomes from Platform use may vary
12.4 Except as expressly stated in these Terms, all warranties, representations, and conditions are excluded to the maximum extent permitted by law.
13. Indemnities
13.1 The Customer shall indemnify the Provider against all liabilities, damages, losses, costs, and expenses arising from:
Customer breach of these Terms
Customer Materials infringing third-party rights
Customer's use of the Platform
Customer's violation of applicable laws
13.2 The Provider shall indemnify the Customer against claims that the Platform infringes third-party Intellectual Property Rights, provided:
The Customer promptly notifies the Provider of the claim
The Provider has sole control of the defense and settlement
The Customer provides reasonable assistance
13.3 This indemnity does not apply to infringement arising from:
Customer modifications to the Platform
Use in combination with non-approved systems
Customer Materials
13.1 The Customer shall indemnify the Provider against all liabilities, damages, losses, costs, and expenses arising from:
Customer breach of these Terms
Customer Materials infringing third-party rights
Customer's use of the Platform
Customer's violation of applicable laws
13.2 The Provider shall indemnify the Customer against claims that the Platform infringes third-party Intellectual Property Rights, provided:
The Customer promptly notifies the Provider of the claim
The Provider has sole control of the defense and settlement
The Customer provides reasonable assistance
13.3 This indemnity does not apply to infringement arising from:
Customer modifications to the Platform
Use in combination with non-approved systems
Customer Materials
14. Limitations of Liability
Important: This section limits the Provider's liability. Please read carefully.
Important: This section limits the Provider's liability. Please read carefully.
14.1 Nothing in these Terms limits or excludes liability for:
Death or personal injury caused by negligence
Fraud or fraudulent misrepresentation
Breaches that cannot be limited under applicable law
14.2 Subject to Clause 14.1, the Provider shall not be liable for:
Loss of profits, revenue, or anticipated savings
Loss of business, contracts, or opportunities
Loss or corruption of data or software
Loss of or damage to goodwill or reputation
Indirect, special, or consequential losses
14.3 Subject to Clauses 14.1 and 14.2:
The Provider's total aggregate liability for any event or series of related events shall not exceed the Charges paid by the Customer in the 12 months preceding the event
The Provider's total aggregate liability under this Agreement shall not exceed the total Charges paid and payable during the Subscription Period
14.4 The Provider is not liable for losses arising from Force Majeure Events.
14.5 The Provider is not liable for service interruptions caused by:
Third-party services or infrastructure
Customer's internet connection or equipment
Customer breach of these Terms
Scheduled maintenance
14.1 Nothing in these Terms limits or excludes liability for:
Death or personal injury caused by negligence
Fraud or fraudulent misrepresentation
Breaches that cannot be limited under applicable law
14.2 Subject to Clause 14.1, the Provider shall not be liable for:
Loss of profits, revenue, or anticipated savings
Loss of business, contracts, or opportunities
Loss or corruption of data or software
Loss of or damage to goodwill or reputation
Indirect, special, or consequential losses
14.3 Subject to Clauses 14.1 and 14.2:
The Provider's total aggregate liability for any event or series of related events shall not exceed the Charges paid by the Customer in the 12 months preceding the event
The Provider's total aggregate liability under this Agreement shall not exceed the total Charges paid and payable during the Subscription Period
14.4 The Provider is not liable for losses arising from Force Majeure Events.
14.5 The Provider is not liable for service interruptions caused by:
Third-party services or infrastructure
Customer's internet connection or equipment
Customer breach of these Terms
Scheduled maintenance
15. Confidentiality
15.1 Each party shall keep confidential and not disclose the other party's Confidential Information except:
To employees, officers, agents, or advisors who need to know
To the extent required by law or regulation
Where information is publicly available (other than through breach)
Where information was already in possession without confidentiality obligations
15.2 Each party shall protect Confidential Information using at least the same degree of care used to protect its own confidential information, but no less than reasonable care.
15.3 These confidentiality obligations continue for 3 years after termination.
15.1 Each party shall keep confidential and not disclose the other party's Confidential Information except:
To employees, officers, agents, or advisors who need to know
To the extent required by law or regulation
Where information is publicly available (other than through breach)
Where information was already in possession without confidentiality obligations
15.2 Each party shall protect Confidential Information using at least the same degree of care used to protect its own confidential information, but no less than reasonable care.
15.3 These confidentiality obligations continue for 3 years after termination.
15. Confidentiality
15.1 Each party shall keep confidential and not disclose the other party's Confidential Information except:
To employees, officers, agents, or advisors who need to know
To the extent required by law or regulation
Where information is publicly available (other than through breach)
Where information was already in possession without confidentiality obligations
15.2 Each party shall protect Confidential Information using at least the same degree of care used to protect its own confidential information, but no less than reasonable care.
15.3 These confidentiality obligations continue for 3 years after termination.
15.1 Each party shall keep confidential and not disclose the other party's Confidential Information except:
To employees, officers, agents, or advisors who need to know
To the extent required by law or regulation
Where information is publicly available (other than through breach)
Where information was already in possession without confidentiality obligations
15.2 Each party shall protect Confidential Information using at least the same degree of care used to protect its own confidential information, but no less than reasonable care.
15.3 These confidentiality obligations continue for 3 years after termination.
16. Termination
16.1 Termination for Convenience
Either party may terminate by giving 30 days' written notice at the end of the current Subscription Period.
16.2 Termination for Cause
Either party may terminate immediately by written notice if the other party:
Commits a material breach and fails to remedy within 14 days of notice
Repeatedly breaches these Terms
Becomes insolvent, enters administration, or ceases business
16.3 Immediate Termination by Provider
The Provider may terminate immediately if:
Payment is overdue by more than 45 days
The Customer violates the Acceptable Use Policy
The Platform is used for illegal activities
Use poses a security risk to the Provider or other customers
16.4 Inactive Accounts
The Provider may delete free accounts that remain inactive for more than 90 days after providing 14 days' notice.
16.1 Termination for Convenience
Either party may terminate by giving 30 days' written notice at the end of the current Subscription Period.
16.2 Termination for Cause
Either party may terminate immediately by written notice if the other party:
Commits a material breach and fails to remedy within 14 days of notice
Repeatedly breaches these Terms
Becomes insolvent, enters administration, or ceases business
16.3 Immediate Termination by Provider
The Provider may terminate immediately if:
Payment is overdue by more than 45 days
The Customer violates the Acceptable Use Policy
The Platform is used for illegal activities
Use poses a security risk to the Provider or other customers
16.4 Inactive Accounts
The Provider may delete free accounts that remain inactive for more than 90 days after providing 14 days' notice.
17. Effects of Termination
17.1 Upon termination:
The Customer's access to the Platform ceases immediately
The license to use the Platform terminates
The Customer shall pay all outstanding Charges
Each party shall return or destroy the other's Confidential Information
17.2 Within 30 days of termination, the Customer may request export of Customer Materials in a standard format (CSV, JSON, or similar).
17.3 After 30 days, the Provider may delete all Customer Materials unless legally required to retain them.
17.4 Termination does not affect:
Accrued rights and obligations
Clauses intended to survive (including Clauses 6, 11, 13, 14, 15, 17, 18, and 21)
17.5 No refunds are provided for prepaid subscription fees unless otherwise agreed or required by law.
17.1 Upon termination:
The Customer's access to the Platform ceases immediately
The license to use the Platform terminates
The Customer shall pay all outstanding Charges
Each party shall return or destroy the other's Confidential Information
17.2 Within 30 days of termination, the Customer may request export of Customer Materials in a standard format (CSV, JSON, or similar).
17.3 After 30 days, the Provider may delete all Customer Materials unless legally required to retain them.
17.4 Termination does not affect:
Accrued rights and obligations
Clauses intended to survive (including Clauses 6, 11, 13, 14, 15, 17, 18, and 21)
17.5 No refunds are provided for prepaid subscription fees unless otherwise agreed or required by law.
18. Intellectual Property
18.1 All Intellectual Property Rights in the Platform, Services, Documentation, and Provider materials are and remain the exclusive property of the Provider or its licensors.
18.2 The Customer acquires no rights except the limited license granted in Clause 4.
18.3 The Customer may provide feedback, suggestions, or ideas about the Platform. The Provider may use such feedback without obligation or compensation.
18.4 "Buyience," the Buyience logo, "Nova Core," and other Provider trademarks are the property of the Provider. The Customer may not use them without written permission.
18.1 All Intellectual Property Rights in the Platform, Services, Documentation, and Provider materials are and remain the exclusive property of the Provider or its licensors.
18.2 The Customer acquires no rights except the limited license granted in Clause 4.
18.3 The Customer may provide feedback, suggestions, or ideas about the Platform. The Provider may use such feedback without obligation or compensation.
18.4 "Buyience," the Buyience logo, "Nova Core," and other Provider trademarks are the property of the Provider. The Customer may not use them without written permission.
19. Force Majeure
19.1 Neither party is liable for failure to perform obligations (other than payment obligations) caused by a Force Majeure Event.
19.2 The affected party shall:
Promptly notify the other party
Provide details and estimated duration
Take reasonable steps to mitigate effects
19.3 If a Force Majeure Event continues for more than 60 days, either party may terminate by written notice.
19.1 Neither party is liable for failure to perform obligations (other than payment obligations) caused by a Force Majeure Event.
19.2 The affected party shall:
Promptly notify the other party
Provide details and estimated duration
Take reasonable steps to mitigate effects
19.3 If a Force Majeure Event continues for more than 60 days, either party may terminate by written notice.
20. General Provisions
20.1 Entire Agreement
These Terms constitute the entire agreement and supersede all prior agreements, representations, and understandings.
20.2 Amendments
These Terms may only be amended by written agreement signed by both parties, except that the Provider may update these Terms with 30 days' notice for non-material changes.
20.3 Waiver
No waiver is effective unless in writing. Waiver of one breach does not waive other breaches.
20.4 Severability
If any provision is held invalid or unenforceable, it shall be modified to the minimum extent necessary, or deleted if modification is not possible, and the remaining provisions continue in full force.
20.5 Assignment
The Customer may not assign, transfer, or sub-contract rights or obligations without prior written consent. The Provider may assign to an Affiliate or in connection with a merger, acquisition, or asset sale.
20.6 Third-Party Rights
These Terms are for the benefit of the parties only. No third party has rights to enforce any term under the Contracts (Rights of Third Parties) Act 1999.
20.7 Relationship
Nothing creates a partnership, agency, or employment relationship between the parties.
20.8 Notices
Notices must be in writing and sent to:
The Provider at: [Email address to be inserted]
The Customer at: the email address registered with their account
Notices are deemed received:
If by email: upon transmission (with proof of transmission)
If by post: 3 Business Days after posting
If by hand: upon delivery
20.9 Governing Law
These Terms are governed by the laws of England and Wales.
20.10 Jurisdiction
The parties submit to the exclusive jurisdiction of the courts of England and Wales.
20.1 Entire Agreement
These Terms constitute the entire agreement and supersede all prior agreements, representations, and understandings.
20.2 Amendments
These Terms may only be amended by written agreement signed by both parties, except that the Provider may update these Terms with 30 days' notice for non-material changes.
20.3 Waiver
No waiver is effective unless in writing. Waiver of one breach does not waive other breaches.
20.4 Severability
If any provision is held invalid or unenforceable, it shall be modified to the minimum extent necessary, or deleted if modification is not possible, and the remaining provisions continue in full force.
20.5 Assignment
The Customer may not assign, transfer, or sub-contract rights or obligations without prior written consent. The Provider may assign to an Affiliate or in connection with a merger, acquisition, or asset sale.
20.6 Third-Party Rights
These Terms are for the benefit of the parties only. No third party has rights to enforce any term under the Contracts (Rights of Third Parties) Act 1999.
20.7 Relationship
Nothing creates a partnership, agency, or employment relationship between the parties.
20.8 Notices
Notices must be in writing and sent to:
The Provider at: [Email address to be inserted]
The Customer at: the email address registered with their account
Notices are deemed received:
If by email: upon transmission (with proof of transmission)
If by post: 3 Business Days after posting
If by hand: upon delivery
20.9 Governing Law
These Terms are governed by the laws of England and Wales.
20.10 Jurisdiction
The parties submit to the exclusive jurisdiction of the courts of England and Wales.
21. Acceptance
21.1 By creating an account, accessing the Platform, or using the Services, the Customer agrees to be bound by these Terms.
21.2 If you are accepting these Terms on behalf of a company or organization, you warrant that you have authority to bind that entity.
Contact Information
For questions about these Terms and Conditions:
Buyience Limited
Website: https://buyience.com
21.1 By creating an account, accessing the Platform, or using the Services, the Customer agrees to be bound by these Terms.
21.2 If you are accepting these Terms on behalf of a company or organization, you warrant that you have authority to bind that entity.
Contact Information
For questions about these Terms and Conditions:
Buyience Limited
Website: https://buyience.com
Schedule 1: Support Services
1. Support Availability
Support Services are available during Business Hours (09:00-17:30 GMT/BST, Monday-Friday, excluding UK bank holidays).
2. Support Channels
Email support: support@buyience.com
Help desk portal:
Live chat (for premium plans)
Phone support (for enterprise plans)
3. Response Time Commitments
(a) Critical - Platform unavailable or core functionality broken
Response Time - 1 hour
Resolution Target - 4 hours
(b) High - Major feature unavailable, significant impact
Response Time - 2 hours
Resolution Target - 12 hours
(b) Medium - Feature malfunction, moderate impact, workaround available
Response Time - 4 hours
Resolution Target - 2 Business Days
(b) Low - Minor issue, cosmetic problem, minimal impact
Response Time - 1 Business Day
Resolution Target - 5 Business Days
*Response and resolution times apply to Business Hours only. Times are targets, not guarantees.
4. Support Scope
Support Services include:
Technical assistance with Platform features
Guidance on Platform configuration and usage
Troubleshooting and error diagnosis
Bug fixes and error resolution
Documentation and training resources
Support Services do not include:
Custom development or integrations
Training beyond self-service documentation
Issues caused by Customer actions or third-party services
Data migration or import services (unless separately contracted)
5. Updates and Maintenance
Regular updates and enhancements included
Scheduled maintenance with advance notice
Emergency maintenance as needed for security or stability
Automatic bug fixes and patches
6. Backups
Daily automated backups of Customer Materials
30-day backup retention
Disaster recovery procedures in place
Backup restoration upon request (may incur fees for extensive restoration)
1. Support Availability
Support Services are available during Business Hours (09:00-17:30 GMT/BST, Monday-Friday, excluding UK bank holidays).
2. Support Channels
Email support: support@buyience.com
Help desk portal:
Live chat (for premium plans)
Phone support (for enterprise plans)
3. Response Time Commitments
(a) Critical - Platform unavailable or core functionality broken
Response Time - 1 hour
Resolution Target - 4 hours
(b) High - Major feature unavailable, significant impact
Response Time - 2 hours
Resolution Target - 12 hours
(b) Medium - Feature malfunction, moderate impact, workaround available
Response Time - 4 hours
Resolution Target - 2 Business Days
(b) Low - Minor issue, cosmetic problem, minimal impact
Response Time - 1 Business Day
Resolution Target - 5 Business Days
*Response and resolution times apply to Business Hours only. Times are targets, not guarantees.
4. Support Scope
Support Services include:
Technical assistance with Platform features
Guidance on Platform configuration and usage
Troubleshooting and error diagnosis
Bug fixes and error resolution
Documentation and training resources
Support Services do not include:
Custom development or integrations
Training beyond self-service documentation
Issues caused by Customer actions or third-party services
Data migration or import services (unless separately contracted)
5. Updates and Maintenance
Regular updates and enhancements included
Scheduled maintenance with advance notice
Emergency maintenance as needed for security or stability
Automatic bug fixes and patches
6. Backups
Daily automated backups of Customer Materials
30-day backup retention
Disaster recovery procedures in place
Backup restoration upon request (may incur fees for extensive restoration)
Schedule 2: Acceptable Use Policy
When using the Buyience Platform and Services, you must not:
1. Prohibited Activities
Use the Platform for any unlawful purpose or illegal activity
Violate any applicable laws, regulations, or third-party rights
Transmit harmful code, viruses, or malware
Attempt to gain unauthorized access to systems or data
Interfere with or disrupt Platform infrastructure or other users
Conduct automated data scraping or harvesting
Overload or stress-test systems without permission
Use the Platform to send spam or unsolicited communications
2. Prohibited Content
You must not upload, store, or transmit:
Illegal, fraudulent, or deceptive content
Content that infringes intellectual property rights
Content that violates privacy or data protection laws
Defamatory, abusive, threatening, or harassing content
Obscene, pornographic, or offensive content
Content promoting violence, discrimination, or hatred
Malicious code or harmful software
3. Professional Conduct
Use the Platform in a professional manner appropriate for B2B commerce
Respect other users and Platform integrity
Provide accurate information and avoid misrepresentation
Comply with applicable industry standards and regulations
4. Enforcement
If you violate this Acceptable Use Policy, we may:
Issue a warning
Remove or disable violating content
Suspend your account temporarily
Terminate your account permanently
Report violations to law enforcement
Take legal action to enforce our rights
We reserve the right to investigate suspected violations and take appropriate action at our sole discretion.
When using the Buyience Platform and Services, you must not:
1. Prohibited Activities
Use the Platform for any unlawful purpose or illegal activity
Violate any applicable laws, regulations, or third-party rights
Transmit harmful code, viruses, or malware
Attempt to gain unauthorized access to systems or data
Interfere with or disrupt Platform infrastructure or other users
Conduct automated data scraping or harvesting
Overload or stress-test systems without permission
Use the Platform to send spam or unsolicited communications
2. Prohibited Content
You must not upload, store, or transmit:
Illegal, fraudulent, or deceptive content
Content that infringes intellectual property rights
Content that violates privacy or data protection laws
Defamatory, abusive, threatening, or harassing content
Obscene, pornographic, or offensive content
Content promoting violence, discrimination, or hatred
Malicious code or harmful software
3. Professional Conduct
Use the Platform in a professional manner appropriate for B2B commerce
Respect other users and Platform integrity
Provide accurate information and avoid misrepresentation
Comply with applicable industry standards and regulations
4. Enforcement
If you violate this Acceptable Use Policy, we may:
Issue a warning
Remove or disable violating content
Suspend your account temporarily
Terminate your account permanently
Report violations to law enforcement
Take legal action to enforce our rights