Terms of Service

1. About these terms

These Terms of Service (“Terms”) are a legal agreement between you and SEO Engico Ltd, which operates Gafferly (“Gafferly”, “we”, “us”, “our”). Our registered details are SEO Engico Ltd, a company registered in England and Wales under company number 16387749, registered office 29 Swan Road, Southall, England, UB1 3JT. By creating an account, starting a trial, or using Gafferly, you agree to these Terms. If you do not agree, do not use the Service.

If you accept these Terms on behalf of a business, you confirm you are authorised to bind that business, and “you” means that business.

2. Definitions

• Service: the Gafferly application, website and related features.
• Account: your Gafferly workspace.
• Authorised Users: the people you allow to access your Account (your staff and engineers), counted by seat.
• Customer Data: the data you and your Authorised Users put into Gafferly, including data about your own customers and jobs.

3. Eligibility and your account

• You must be at least 18 and using Gafferly for business purposes.
• You must give accurate account information and keep it up to date.
• You are responsible for keeping login credentials secure and for all activity under your Account and Authorised Users.
• Tell us promptly at hello@gafferly.com if you suspect any unauthorised access.

4. Subscriptions, trials and fees

• Gafferly is sold on a subscription, priced per user (seat) per month or per year, on the plan you choose.
• We offer a free trial. You may be asked for card details to start it. Unless you cancel before the trial ends, your subscription begins and your card is charged for the first period.
• Subscriptions renew automatically each period until cancelled. Payments are taken in advance via Stripe.
• We are not currently VAT registered, so no VAT is added to our fees. If this changes we will update our pricing accordingly.
• We may change prices or plans on at least 30 days’ notice; changes take effect at your next renewal.
• Adding seats or upgrading mid-period may be charged on a pro-rata basis.

5. Cancellation and refunds

• You can cancel at any time from your account settings or by contacting us. Cancellation takes effect at the end of your current paid period, and you keep access until then.
• Except where the law requires otherwise, fees already paid are non-refundable and we do not provide partial refunds for unused time.
• Cancelling during a free trial stops it with no charge.

6. Your data and content

• You own your Customer Data. We do not claim ownership of it.
• You grant us a licence to host, store, process and transmit your Customer Data as needed to provide and support the Service.
• You are responsible for the accuracy and legality of your Customer Data and for having a lawful basis to collect and use it.
• Messaging your customers. If you use Gafferly to send SMS or email to your customers, you are responsible for having the necessary consent or lawful basis to contact them, and for complying with UK data protection law and PECR. You must not use the Service to send unlawful, unsolicited or spam messages.
• Where we process Customer Data on your behalf, we act as your processor and on your instructions, as set out in our data processing terms (available on request).

7. Acceptable use

You agree not to:

• use the Service unlawfully, or to store or send unlawful, infringing or harmful content;
• send spam or message people without a lawful basis;
• attempt to breach security, access other customers’ data, or disrupt the Service;
• reverse engineer, copy, resell or sublicense the Service except as allowed by law;
• use the Service to build a competing product, or misuse our infrastructure.

8. Payments you take from your own customers

Gafferly lets you connect your own Stripe account to take card payments and send invoices to your customers. Those payments are between you, your customer and Stripe. You are the merchant of record: you are responsible for your own tax, refunds, chargebacks, and compliance, and for your agreement with Stripe. Money from those payments goes directly to your account, we never hold or handle it. We are not a party to, and are not liable for, those transactions.

9. Third-party integrations

The Service can connect to third-party tools such as Stripe, Xero and Twilio. Your use of them is subject to their own terms, and we are not responsible for third-party services, their availability, or their acts and omissions.

10. Intellectual property

We and our licensors own all rights in the Service, including its software, design and content (excluding your Customer Data). We grant you a non-exclusive, non-transferable right to use the Service during your subscription. If you send us feedback, we may use it freely without obligation to you.

11. Availability

We work to keep the Service available and reliable, but it is provided “as is” and “as available”. We do not guarantee uninterrupted or error-free operation, and we may carry out maintenance or update features. We are not liable for downtime caused by third-party providers or events beyond our reasonable control.

12. Disclaimers

To the fullest extent permitted by law, we exclude all implied warranties. Gafferly is a software tool and does not provide legal, accounting, tax or professional advice. You are responsible for the accuracy and compliance of what you produce using it, including quotes, invoices, certificates and tax records. Nothing in these Terms removes your statutory rights that cannot be excluded.

13. Limitation of liability

Nothing in these Terms limits liability that cannot be limited by law (including death or personal injury caused by negligence, or fraud). Subject to that:

• we are not liable for indirect or consequential loss, loss of profits, revenue, data, goodwill or business; and
• our total liability to you in any 12-month period is limited to the total fees you paid us for the Service in that period.

14. Indemnity

You will indemnify us against claims, losses and costs arising from your breach of these Terms, your misuse of the Service, your Customer Data, or your messaging of customers without a lawful basis.

15. Suspension and termination

• We may suspend or terminate your access if you materially breach these Terms, fail to pay, or use the Service in a way that risks harm or legal exposure.
• You may stop using and cancel the Service at any time (see section 5).
• On termination, your right to use the Service ends. We will make your Customer Data available for export for a reasonable window, after which we may delete it in line with our retention practices.

16. Confidentiality

Each party will keep the other’s non-public information confidential and use it only to perform under these Terms.

17. Changes to the Service and these Terms

We may update the Service and these Terms. If we make material changes to these Terms we will give reasonable notice (for example by email or in-app). Continuing to use the Service after changes take effect means you accept the updated Terms.

18. Force majeure

Neither party is liable for failure or delay caused by events beyond its reasonable control.

19. Governing law and jurisdiction

These Terms are governed by the laws of England and Wales, and the courts of England and Wales have exclusive jurisdiction, except that if you are a consumer you may have the benefit of mandatory protections of your home jurisdiction.

20. General

• These Terms, together with our Privacy Policy and Cookie Policy, are the entire agreement between us.
• We may assign these Terms (for example in a sale of the business); you may not assign yours without our consent.
• If any part is found unenforceable, the rest still applies.
• A failure to enforce a term is not a waiver of it.

21. Contact

Questions about these Terms? Email hello@gafferly.com.