Terms of service
Summary
This summary is here for convenience. It is not part of these terms, it creates no rights or obligations, and it must not be used to interpret them. The numbered terms below govern.
Signedup is for organisations, and for individuals acting for a business, profession or organisation. You own the data you put into it. You decide who is on your lists and why, which makes you the controller of that personal data and responsible for having a lawful basis, for telling people how their details are used, and for answering their requests. We process it for you under our data processing agreement, which applies automatically. We do not sell the contents of your lists or use them to train AI models. You can cancel at any time. When a trial or subscription ends, the account becomes read-only for 60 days so that you can export your data, and it is then deleted. Clause 14 limits our liability and clause 15 makes you responsible for claims arising from your data and your use of the service. Please read both.
1. About these terms
1.1 These terms of service (the Terms), together with our data processing agreement (the DPA), our acceptable use policy (the AUP) and any Order Form, make up the agreement between you and us (the Agreement). The DPA and the AUP are incorporated into these Terms by this reference.
1.2 We, us and our mean Signedup, based in the United Kingdom, and, where clause 20.2 applies, the person to whom the Agreement has been transferred. You can contact us about these Terms at legal@signedup.io.
1.3 You and your mean the organisation named on the account (the Customer). If you accept these Terms on behalf of an organisation, you confirm that you have authority to bind it. If you do not have that authority, you are personally responsible for complying with these Terms and we may suspend the account.
1.4 You accept these Terms when you create an account, start a Trial, subscribe to a paid plan or use the Service, whichever happens first. If you do not accept them, you must not use the Service.
1.5 The Service is provided only for use by organisations, and by individuals acting for the purposes of a business, trade, profession, club, society, charity, public body or other organisation. It is not provided for personal, family or household purposes. By accepting these Terms you confirm that you are using the Service for a purpose of that kind.
1.6 Nothing in the Agreement affects any statutory right that a consumer has and cannot lawfully give up or have limited. If a court decides that you are a consumer despite clause 1.5, any term that the law does not allow to apply to a consumer will not apply to you, and the rest of the Agreement will continue to apply.
1.7 As between parties who are not consumers, regulations 9(1), 9(2) and 11(1) of the Electronic Commerce (EC Directive) Regulations 2002 do not apply. These Terms are published on this page in a form you can save and print, and are available in English only.
1.8 Headings do not affect interpretation. Words such as including, include and for example do not limit the words before them. A reference to writing includes email. A reference to a law includes that law as amended or replaced.
2. Definitions
2.1 In the Agreement, the following words have these meanings.
- Authorised User
- An individual whom you, or another Authorised User, allow to access your account.
- Business Day
- A day other than a Saturday, a Sunday or a bank holiday in England.
- Customer Data
- All data that you, your Authorised Users or the people completing your forms submit to the Service, including the contents of your lists, your form questions and the answers to them, subscriber records, consent and change history, files you upload for import, and your audit log. It does not include Service Data.
- Customer Personal Data
- Personal data within Customer Data.
- Data Protection Law
- All laws relating to personal data that apply to the processing in question, including the UK General Data Protection Regulation, the Data Protection Act 2018, the Privacy and Electronic Communications (EC Directive) Regulations 2003 and, where it applies, Regulation (EU) 2016/679.
- Early Access Feature
- Any feature or version of the Service that we describe as early access, beta, preview or similar.
- Fees
- The charges for your plan, as shown at checkout, on our pricing page or in an Order Form.
- Order Form
- A document signed by both of us that refers to these Terms.
- Read-only Period
- The period described in clause 12.4.
- Service
- The Signedup service we make available through our websites, including the application, the public forms and pages that people use to join your lists or update their details, and related documentation and support.
- Service Data
- Information about how the Service is used and how it performs, such as feature usage, counts, performance, diagnostic and error information, security logs and billing records. Service Data never includes the contents of your lists, forms or subscriber records.
- Subscription Period
- Each monthly or annual period for which you have paid, or agreed to pay, Fees.
- Trial
- Free use of the Service as described in clause 4.1.
3. The Service
3.1 We will provide the Service to you in accordance with the Agreement. The features and limits of each plan are those described on our pricing page, or in an Order Form, at the time you subscribe or renew.
3.2 The Service lets you build forms, hold the details of the people who join your lists, and let those people keep their own details up to date. It is not a sending platform. We send only the messages the Service needs in order to work, such as sign-in links, confirmation links and the requests to check details that you choose to send. Any other communication with the people on your lists is sent by you, using your own tools, and is your responsibility.
3.3 Each plan limits the number of people on your lists. When you reach that limit, your forms may stop accepting new people until you move to a plan with a higher one. Above 50,000 people, the Service is available only under an Order Form.
3.4 We will use reasonable endeavours to make the Service available at all times, except during planned maintenance, urgent maintenance and events described in clause 19. We do not offer a service level agreement, an uptime commitment or service credits unless an Order Form says otherwise. Any status or incident information we publish is for information only.
3.5 We provide support by email on Business Days, on a reasonable endeavours basis. We do not guarantee any response or resolution time.
3.6 We may change, update, add to or remove parts of the Service, including to improve it, to maintain its security or to comply with law. We will not materially reduce the core functionality of a paid plan during a Subscription Period you have already paid for. Where a change to these Terms is materially adverse to you, clause 17 applies.
4. Trials and early access
4.1 A new account starts with a free trial of 30 days. No payment card is needed. During the Trial the Service is subject to the limits shown on our pricing page, currently 3 colleagues and 500 people on your lists, and the forms you publish display a small credit to Signedup, which can be removed on a paid plan.
4.2 The Service is currently offered in early access, ahead of opening to everyone. During that time, and for any Early Access Feature at any time, features may be changed, suspended or withdrawn, and support may be limited.
4.3 The Trial, any use of the Service for which no Fees have been paid, and every Early Access Feature are provided as is and as available, without any warranty, condition or commitment of any kind, to the fullest extent permitted by law. Clause 14.5 limits our liability for them.
4.4 You should not rely on the Trial or an Early Access Feature as the only place you keep any data. Export anything you need to keep.
4.5 We may refuse a Trial, or end one early, if we reasonably believe that it is being used in breach of the AUP or to obtain more than one Trial for the same organisation.
4.6 When a Trial ends without a paid plan, the account enters the Read-only Period described in clause 12.4.
5. Your account and its security
5.1 You must give us accurate information when you create your account and keep it up to date, in particular the email addresses of your account owner and billing contact, because that is where we send notices.
5.2 You are responsible for all activity under your account, whether or not you authorised it, except to the extent it results from our failure to take reasonable security measures. You are responsible for choosing, adding and removing Authorised Users, for the roles and permissions you give them, and for promptly removing anyone who should no longer have access, such as a person who has left your organisation.
5.3 Each login must belong to one named individual and must not be shared.
5.4 The Service uses no passwords. An Authorised User signs in with a single-use link sent to their email address, so anyone who controls that email account can sign in. You are responsible for the security of the email accounts and devices your Authorised Users use to sign in and to open exported files.
5.5 You must tell us without undue delay, at security@signedup.io, if you suspect that anyone has gained unauthorised access to your account.
5.6 Once you export or download data from the Service, that copy is outside the Service and its protection is your responsibility.
5.7 You must ensure that your Authorised Users comply with the Agreement. Anything an Authorised User does or fails to do is treated as done or not done by you.
6. Customer Data, Service Data and intellectual property
6.1 As between us, you own Customer Data. Nothing in the Agreement transfers ownership of it to us.
6.2 You grant us a non-exclusive, worldwide, royalty-free licence, for as long as we hold Customer Data, to host, copy, store, transmit, process and display it only as needed to provide, secure, support and maintain the Service, to prevent and investigate abuse, to comply with law, and to act on your instructions under the DPA.
6.3 We do not sell Customer Data. We do not use the contents of your lists, forms or subscriber records to train artificial intelligence models, and we do not mine, analyse or share those contents for any purpose of our own, including in anonymised or aggregated form. We disclose Customer Data only to our sub-processors in order to provide the Service, as the DPA permits, or where the law requires us to.
6.4 We own Service Data. We may use it to operate, secure, support, maintain and improve the Service, to manage billing and our business, and to produce aggregated statistics that do not identify you, any Authorised User or any other individual. Where Service Data includes personal data about Authorised Users, we handle it as described in our privacy notice.
6.5 We and our licensors own the Service, including its software, design, templates, question libraries, documentation and the Signedup name, and all intellectual property rights in them. During the Trial and each Subscription Period, we grant you a non-exclusive, non-transferable, non-sublicensable right to use the Service for the purposes of your organisation, including for lists run for groups within it. That right ends when the Agreement ends, except that you may export Customer Data during the Read-only Period.
6.6 You must not, and must not allow anyone else to:
- resell, rent, lease or sublicense the Service, provide it to any third party, or operate it as a service bureau or under another brand, without our written agreement;
- copy, modify, reverse engineer, decompile or disassemble any part of the Service, except to the extent the law allows despite this restriction;
- use the Service to build, or to benchmark, a competing product;
- access the Service by automated means other than the features we provide for that purpose, or scrape it; or
- remove or obscure any notice of ownership in the Service.
6.7 If you or your Authorised Users give us suggestions, ideas or other feedback about the Service, you grant us a perpetual, irrevocable, worldwide, royalty-free and transferable licence to use it for any purpose, without payment or other obligation to you. Feedback does not include Customer Data.
6.8 Templates, sample questions, guides and other guidance we provide are general information. They are not legal advice, and you are responsible for deciding whether they suit your organisation.
7. Data protection and your responsibilities for your lists
7.1 You are the controller of Customer Personal Data, and we process it on your behalf as your processor. The DPA sets out the terms of that processing. It applies automatically from the moment you accept these Terms and does not need to be signed. If your organisation needs a copy signed by both of us, ask at legal@signedup.io and we will provide one.
7.2 We are the controller of the personal data we collect to run our own business, such as account, billing and support information and Service Data, and we handle it as described in our privacy notice.
7.3 Because you decide whose details are held in the Service and why, you are solely responsible for, and you warrant on a continuing basis, each of the following:
- you have, and have recorded, a lawful basis under Data Protection Law for every list, every question you ask and every use you make of Customer Personal Data;
- you give every person on your lists all the information Data Protection Law requires, before or at the point their details are collected, including by making your own privacy notice available from every form you publish, for example by linking to it in the form's introductory text;
- where you rely on consent, that consent is valid, specific and properly evidenced, and you keep any evidence of it you need beyond the records the Service creates. Those records are a tool to help you, not a guarantee that consent was validly given;
- the data you import or enter is accurate, and you keep it up to date;
- you obtained all Customer Personal Data lawfully, you do not use purchased, rented, scraped, harvested or third-party lists, and you do not add anybody who would not reasonably expect to be on the list;
- unless we have agreed otherwise in writing, you do not use the Service to collect or store special category personal data or criminal offence data within the meaning of Articles 9 and 10 of the UK General Data Protection Regulation, personal data about anyone under the age of 18, payment card or bank account details, government identification numbers (such as National Insurance, passport or driving licence numbers), passwords or other security credentials, or health records;
- where the purpose of a list could itself reveal something sensitive about the people on it, such as a staff network for people who share a religion, a health condition or a sexual orientation, you have decided whether that is special category personal data, you have a condition under Article 9 for processing it, and you have decided that the Service is appropriate for it;
- you decide how long Customer Personal Data is kept, you remove it when you no longer need it, and you do not rely on the Service's automatic deletion periods as your retention policy;
- you handle, and are responsible for responding to, every request from a person to exercise their rights, every complaint (including a complaint made under section 164A of the Data Protection Act 2018) and every communication with a supervisory authority that relates to Customer Personal Data;
- your instructions to us, including your configuration and use of the Service, comply with Data Protection Law;
- anything you send using data held in the Service complies with the Privacy and Electronic Communications (EC Directive) Regulations 2003 and every other law on electronic marketing and unsolicited messages;
- you carry out any data protection impact assessment, transfer assessment or other assessment that Data Protection Law requires of you, and you have decided that the Service, including the security measures described in the DPA, is appropriate for your data and for any regulatory requirements that apply to you, such as those that apply to public bodies, schools, health organisations or employers; and
- you export and keep your own copies of any Customer Data you need, regularly during the Agreement and in any event before the Read-only Period ends.
7.4 The Service includes tools that help you meet these responsibilities, such as consent records, self-service export and erasure for the people on your lists, and an audit log. We help you further only as the DPA sets out. Any other help you ask for, and that we agree to give, is chargeable at our reasonable rates.
7.5 If we ask, you must give us, within 10 Business Days, reasonable evidence that you are meeting clause 7.3, such as a description of how a list was obtained or of the consent you rely on.
7.6 We do not give legal advice. We do not warrant that your use of the Service, or any consent record, template or default setting, will make you compliant with Data Protection Law or any other law.
8. Acceptable use
8.1 You must comply, and ensure that your Authorised Users comply, with the AUP.
8.2 You are responsible for the content of your forms, the questions you ask, the messages you send and the people you add to your lists.
8.3 If we reasonably believe that the AUP or clause 7.3 has been breached, we may take the steps described in the AUP and in clause 11, including removing content, disabling a form or restricting a feature.
9. Fees and payment
9.1 You must pay the Fees for your plan. Fees are charged in advance, in the currency you choose at checkout, for monthly or annual Subscription Periods.
9.2 Your subscription renews automatically at the end of each Subscription Period for a further period of the same length, at the Fees then applicable, until you cancel it under clause 12.1.
9.3 By subscribing you authorise us, and our payment provider, to charge your chosen payment method for the Fees for each Subscription Period and for any other amount due under the Agreement. Card details are given directly to our payment provider and are not received by us.
9.4 Changes to your plan take effect, and are charged or credited, as shown to you when you make the change.
9.5 Fees are non-cancellable and non-refundable, except where these Terms expressly provide for a refund (in clauses 12.2(d), 12.3, 13.2, 16.3, 17.3 and 19.2, and in clause 7.5 of the DPA) or where the law requires one.
9.6 Fees exclude VAT and any other applicable taxes, which are added where they apply. You must give us accurate information about your location and any VAT or tax registration, and you are responsible for any tax, interest or penalty that becomes due because that information was wrong.
9.7 If a payment fails, our payment provider will retry it over several days, and you will be told. The Service continues to work while the payment is retried. If the payment has still not been made when the retries end, your subscription ends and the account enters the Read-only Period under clause 12.4.
9.8 Where you pay against an invoice, you must pay it by the due date shown on it. If you do not, we may charge interest and compensation under the Late Payment of Commercial Debts (Interest) Act 1998, and recover our reasonable costs of collecting the debt.
9.9 You are responsible for any charge your bank or card issuer makes, including currency conversion charges.
9.10 We may change our Fees. We will give you at least 30 days' notice by email before a change applies to you, and it will apply only from the start of your first Subscription Period that begins after that notice period. If you do not accept the change, you may cancel before it applies.
9.11 You must tell us about any billing error within 60 days of the charge. We are not obliged to correct an error raised later, except where the law requires it.
10. Confidentiality
10.1 Each of us may receive information from the other that is not public and that a reasonable person would understand to be confidential, including information about our products, pricing, security and plans (Confidential Information). Customer Data is governed by clause 6 and the DPA rather than by this clause.
10.2 The recipient must keep the other's Confidential Information confidential, use it only to provide or receive the Service under the Agreement, and disclose it only to those of its personnel, professional advisers and insurers, and in our case actual or prospective investors, lenders or acquirers, who need to know it and are bound by duties of confidence.
10.3 Clause 10.2 does not apply to information that is or becomes public other than through a breach of the Agreement, was already lawfully known to the recipient, is independently developed, or is lawfully received from a third party without restriction. A recipient may disclose Confidential Information where required to by law, a court or a regulator, and will tell the other party first where the law allows.
10.4 This clause 10 continues for three years after the Agreement ends, and for trade secrets for as long as they remain trade secrets.
11. Suspension
11.1 We may suspend all or part of the Service for you, including by disabling a form, imports, messages or access by particular Authorised Users, if:
- Fees remain unpaid after the retries described in clause 9.7, or an invoice remains unpaid 14 days after its due date;
- we reasonably believe that you or an Authorised User has breached the AUP, clause 5 or clause 7.3, or is using the Service unlawfully;
- we reasonably believe that your use of the Service creates a risk to the security, integrity or availability of the Service, to our other customers, or to any other person, including the people on your lists;
- we are required to by law, a court or a regulator; or
- your lists or messages show bounce or complaint rates materially above what is normal for the Service, or other reasonable signs of abuse, such as credible complaints from people who did not expect to be on a list.
11.2 Any suspension will be limited in scope and duration to what we reasonably consider necessary, and we will lift it once its cause has been resolved.
11.3 We will tell you before we suspend, or as soon as practicable afterwards, and explain why, unless the law prevents us or telling you would undermine the reason for the suspension.
11.4 During a suspension you keep the ability to view and export Customer Data, unless allowing it would be unlawful, would continue the harm that led to the suspension, or is not reasonably practicable. In that case, where it is lawful, we will provide an export of your Customer Data on request.
11.5 Fees remain payable during a suspension under clause 11.1(a), (b) or (e). We are not liable for any suspension made in accordance with this clause 11.
12. Cancellation, termination and deletion of your data
12.1 You may cancel your subscription at any time in the billing screen of the Service. Cancelling stops the next renewal and takes effect at the end of the current Subscription Period. You keep the Service until then, and Fees already paid are not refunded.
12.2 We may terminate the Agreement by notice to you:
- if you commit a material breach of the Agreement that is capable of remedy and do not remedy it within 14 days after we ask you to;
- immediately, if you commit a material breach that is not capable of remedy, commit a serious or repeated breach of the AUP or clause 7.3, or use the Service unlawfully;
- immediately, if you become insolvent, make an arrangement with your creditors, have an administrator, receiver or liquidator appointed, stop carrying on business, or suffer anything equivalent in any jurisdiction; or
- for any reason, by giving you at least 30 days' notice, in which case we will refund any Fees you have paid for the period after termination takes effect.
12.3 You may terminate the Agreement by notice to us if we commit a material breach of it that is capable of remedy and we do not remedy it within 30 days after you ask us to. If you do, we will refund any Fees you have paid for the period after termination takes effect.
12.4 When a Trial ends without a paid plan, when a subscription ends for any reason, or when the Agreement is terminated, the account becomes read-only for 60 days. During that period Authorised Users can view and export Customer Data but cannot make changes, and your forms stop accepting new people. Unless we terminated under clause 12.2(b) or (c), you may start a paid plan during that period to restore full use.
12.5 At the end of the Read-only Period we permanently delete your organisation and all Customer Data from the live Service. Copies held in our backups expire within a further 35 days and, until they do, are kept protected and are not used for any other purpose.
12.6 We may remind you before deletion, but we are not obliged to, and we are not liable if a reminder is not sent or not received. It is your responsibility to export anything you need before the Read-only Period ends.
12.7 The Service is not a backup or archiving service. After deletion under clause 12.5 we have no obligation to keep, return or provide any Customer Data, and we are not liable for any loss arising from data you did not export.
12.8 If you ask us in writing to delete your organisation and Customer Data before the Read-only Period ends, we will do so within a reasonable time, and clause 12.5 applies to the copies in our backups.
12.9 If we terminate under clause 12.2(b), or where the law or a regulator requires it, we may shorten or end the Read-only Period, or delete particular Customer Data immediately. Where it is lawful and practicable, we will still let you export Customer Data that is not affected by the breach or requirement.
12.10 We keep Customer Data beyond the periods in this clause 12 only where the law requires us to, and then only for as long as it requires and for no other purpose.
12.11 When the Agreement ends, your right to use the Service ends, subject to clause 12.4, and any unpaid Fees become payable immediately.
13. Warranties
13.1 Each of us warrants that it has authority to enter into the Agreement.
13.2 We warrant that we will provide the Service with reasonable skill and care. If we breach this warranty and you tell us in writing, we will use reasonable endeavours to correct the failure. If we do not correct it within a reasonable time, you may terminate the Agreement by notice and we will refund any Fees you have paid for the period after termination. This clause does not extend the limits in clause 14.
13.3 Except as expressly set out in the Agreement, and to the fullest extent permitted by law, all warranties, conditions and other terms implied by statute, common law or otherwise are excluded, including any as to satisfactory quality or fitness for a particular purpose. In particular, we do not warrant that the Service will be uninterrupted, error-free or free from every security threat, that it will meet your requirements or achieve any particular result, that any message will be delivered, that data supplied by the people on your lists or in your imports is accurate, or that your use of the Service complies with any law.
13.4 Clause 4.3 applies to the Trial, to unpaid use and to Early Access Features in place of clause 13.2.
13.5 You may use the Service alongside third-party products and services that you choose, such as your email systems, spreadsheets and the tools you send from. Those are governed by their providers' terms, and we are not responsible for them, or for Customer Data once you export it or send it to them. This clause does not apply to our sub-processors, for whom the DPA makes us responsible.
14. Limitation of liability
This clause limits our liability to you. Please read it carefully.
14.1 Nothing in the Agreement limits or excludes:
- liability for death or personal injury caused by negligence;
- liability for fraud or fraudulent misrepresentation;
- any other liability that cannot lawfully be limited or excluded; or
- your liability to pay the Fees, your liability under clause 15, or your liability for breach of the AUP or of clause 6.6.
14.2 Nothing in the Agreement limits any right that a person on your lists, an Authorised User or any other individual has directly against either of us under Data Protection Law. This clause 14 allocates liability only between you and us.
14.3 Subject to clause 14.1, neither of us is liable to the other, whether in contract, tort (including negligence), breach of statutory duty, misrepresentation or otherwise, for any of the following, whether direct or indirect:
- loss of profit;
- loss of revenue or turnover;
- loss of business, contracts or opportunity;
- loss of anticipated savings;
- loss of goodwill or damage to reputation;
- loss, corruption or destruction of data, or the cost of recovering or recreating it, which is why clause 7.3(m) requires you to keep your own exports;
- wasted expenditure; or
- any indirect or consequential loss.
14.4 Subject to clauses 14.1 and 14.5, each party's total aggregate liability for all claims arising under or in connection with the Agreement, including the DPA, however arising, is limited to the greater of £100 and the total Fees you paid to us in the 12 months immediately before the event giving rise to the first claim. This is a single limit for all claims taken together, not a limit for each claim, and any refund or other amount we pay you under the Agreement counts towards it.
14.5 Subject to clause 14.1, our total aggregate liability for all claims arising from the Trial, from any use of the Service for which no Fees have been paid, or from any Early Access Feature, is limited to £100.
14.6 Our liability for our sub-processors, and all liability under or in connection with the DPA or Data Protection Law as between you and us, falls within clauses 14.3 to 14.5. There is no separate or higher limit for data protection claims.
14.7 You agree that these limits are reasonable: the Fees reflect them, you can export Customer Data at any time, and we are willing to discuss a higher limit in an Order Form for an additional fee. If you need a higher limit, ask us before you subscribe.
15. Your indemnity
15.1 You will indemnify us against all claims, demands, proceedings and regulatory investigations, and all resulting losses, damages, liabilities, fines and penalties (to the extent the law allows them to be recovered), settlement sums, costs and expenses (including reasonable legal and professional fees), that arise out of or in connection with:
- Customer Data, including how it was obtained and any processing of it in accordance with your instructions;
- your forms, questions, content and messages, and the people you add to your lists or contact using data held in the Service;
- any breach of Data Protection Law, or of the law on electronic communications, by you or your Authorised Users;
- any breach of clause 5, clause 7.3 or the AUP; or
- any use of the Service by you or your Authorised Users in breach of the Agreement or of the law.
15.2 Clause 15.1 does not apply to the extent that the claim or loss was caused by our breach of the Agreement or the DPA, or by our negligence.
15.3 We will tell you promptly about any claim that clause 15.1 covers; a delay reduces your obligation only to the extent it has prejudiced you. We may conduct the defence ourselves or, if we agree, ask you to conduct it at your cost. Whoever conducts it will keep the other reasonably informed and consider its views. Neither of us will settle a claim in a way that admits fault on the other's part, or imposes an obligation on the other, without the other's consent, which will not be unreasonably withheld. You will give us the cooperation we reasonably ask for, and we alone control our communications with any regulator.
15.4 This clause 15 is not subject to the limits in clause 14, and it protects our officers and personnel as well as us. We may enforce it on their behalf.
16. Publicity, sanctions and export control
16.1 We will not use your name, logo or trade marks to identify you as a customer, in a case study or in any other publicity without your prior written permission. You may withdraw that permission for future use at any time.
16.2 You warrant that neither you nor any Authorised User is a person designated under, or owned or controlled by a person designated under, sanctions administered by the United Kingdom, the United Nations, the European Union or the United States, and that you will not use the Service in breach of any sanctions or export control law.
16.3 If clause 16.2 ceases to be true, we may suspend the Service or terminate the Agreement immediately. We will refund any Fees you have paid for the period after termination only where the law allows us to.
17. Changes to these Terms
17.1 We may change these Terms, the DPA and the AUP. Each document shows the date on which it last changed.
17.2 If a change is materially adverse to you, we will tell you at least 30 days before it takes effect, by email to your account owner and by a notice on the relevant page. Other changes, and changes required by law or needed to address a security risk, may take effect when published.
17.3 If you do not accept a materially adverse change, you may cancel before it takes effect. If you do, and you have paid in advance for an annual Subscription Period, we will refund the Fees for the part of that period after the change would have taken effect.
17.4 If you continue to use the Service after a change takes effect, you accept the changed terms.
17.5 Changes to the Service are governed by clause 3.6, and changes to our sub-processors by the DPA.
18. Time limit for claims
18.1 A party wishing to bring a claim under or in connection with the Agreement must start legal proceedings within 12 months after the date on which it first became aware, or ought reasonably to have become aware, of the facts giving rise to the claim. A claim not started within that period is treated as waived.
18.2 Clause 18.1 does not apply to a claim for unpaid Fees, a claim under clause 15, a claim of the kind described in clause 14.1(a) to (c), or any claim for which the law does not allow the time limit to be shortened. It never extends a period set by law.
19. Events outside our control
19.1 Neither of us is liable for any delay or failure to perform the Agreement, other than an obligation to pay, caused by an event beyond its reasonable control. Such events include a failure of the internet, of a utility, or of a hosting, cloud, email or network provider, a cyber attack that succeeds despite reasonable security measures, fire, flood, epidemic, war, terrorism, industrial action and a change in law. A failure of one of our suppliers counts only if it was not caused by our own failure to take reasonable care in choosing or managing that supplier. The affected party will take reasonable steps to limit the effect of the event and to resume performance.
19.2 If such an event prevents the Service from materially operating for more than 60 consecutive days, either of us may terminate the Agreement by notice, and we will refund any Fees you have paid for the period after termination.
20. Transfer and subcontracting
20.1 You may not assign, transfer or otherwise deal with your rights or obligations under the Agreement without our prior written consent, which we will not unreasonably withhold where the transfer is to a successor to your organisation's business following a solvent reorganisation, merger or sale.
20.2 We may assign, novate or otherwise transfer the Agreement, including the DPA, in whole or in part, to an affiliate, to a successor to all or part of our business, or to a company incorporated to carry on the Signedup business. We will tell you about any such transfer. You consent in advance to it, and agree to sign any document reasonably needed to give effect to it.
20.3 We may subcontract any of our obligations, and we remain responsible for the performance of our subcontractors. Sub-processors of Customer Personal Data are governed by the DPA.
21. General
21.1 Notices. We may give you notices by email to your account owner or billing contact, or in the Service. You must give notices to us by email to legal@signedup.io. A notice by email is treated as received when it is sent or, if it is sent outside 9am to 5pm on a Business Day in the United Kingdom, at 9am on the next Business Day. This clause does not apply to the service of legal proceedings.
21.2 Entire agreement. The Agreement is the entire agreement between us about its subject matter and replaces any earlier agreement, arrangement or understanding about it. Each of us agrees that it has not relied on any statement, representation or promise that is not set out in the Agreement, including anything on our marketing pages or our security page, in a demonstration or in conversation, and has no remedy for any such statement other than for breach of contract under the Agreement. Nothing in this clause limits liability for fraud or fraudulent misrepresentation.
21.3 Order of precedence. If the documents that make up the Agreement conflict, they take priority in this order:
- any standard contractual clauses or transfer addendum incorporated by the DPA, to the extent the law requires them to prevail;
- an Order Form, but only for terms it expressly states override these Terms;
- the DPA, for matters relating to the processing of Customer Personal Data;
- these Terms;
- the AUP; and
- any other policy or documentation we publish.
Summaries, answers to questions, our security page and our marketing pages are not part of the Agreement.
21.4 Severance. If any provision of the Agreement is found to be invalid, unenforceable or illegal, it will apply with the minimum modification needed to make it valid and enforceable. If that is not possible, it will be treated as deleted, and the rest of the Agreement will not be affected.
21.5 No waiver. A failure or delay in exercising a right does not waive it, and exercising a right once, or in part, does not prevent it being exercised again.
21.6 No partnership. Nothing in the Agreement creates a partnership, joint venture, employment or agency relationship between us.
21.7 Third party rights. No one other than you and us has any right under the Contracts (Rights of Third Parties) Act 1999 to enforce any term of the Agreement. This does not affect any right that a person has under Data Protection Law, or our right under clause 15.4.
21.8 Law and jurisdiction. The Agreement, and any dispute or claim arising out of or in connection with it, including a non-contractual dispute or claim, are governed by the law of England and Wales. The courts of England and Wales have exclusive jurisdiction, except that we may seek urgent injunctive or similar relief in any court.
21.9 Survival. Clauses 6.1 to 6.4, 6.6 to 6.8, 7, 9 (for amounts due), 10, 12.4 to 12.11, 13.3, 14, 15, 18 and this clause 21, and any other provision intended by its nature to continue, survive the end of the Agreement.
Changes to this document
This version was published on 15 September 2026 and replaces the version dated 9 September 2026. For a copy of an earlier version, email legal@signedup.io.