END USER LICENCE AGREEMENT (Terms & Conditions)
Effective Date: December 27, 2025
Below are the terms and conditions ("Terms") that govern your use of and access to the software and services (the "Services") provided by IYREE LTD ("we," "us," or "our"), a company registered in England and Wales under company number 15627928. These Terms form the basis of a legal agreement between you ("Customer," "you," or "your") and IYREE LTD, whether you access the Services directly or through an authorised reseller. By using or purchasing our Services, you accept and agree to be bound by these Terms.
1. Definitions
In these Terms, unless the context otherwise requires:
"Agreement" means these Terms, together with any Order Form or statement of work that references these Terms.
"Authorised Reseller" means a third party authorised by IYREE LTD to resell Subscriptions to the Services within a specified territory.
"Confidential Information" means all non-public information disclosed by one party (the "Disclosing Party") to the other (the "Receiving Party") in relation to this Agreement that is designated as confidential or which, by its nature, should reasonably be understood to be confidential.
"Customer Data" means any data, information, or material that you upload, provide, or make available through your use of the Services, including but not limited to data from your point-of-sale systems, reservation management systems, workforce management systems, ERP systems, and other connected software systems.
"Effective Date" means the date on which the Agreement comes into effect, as stated in the Order Form or when you first use the Services.
"Intellectual Property Rights" means all current and future worldwide rights under patent law, copyright law, trade secret law, trademark law, moral rights law, and all other similar proprietary rights.
"Location" means each physical business location (such as a restaurant, store, or other establishment) for which you use our Services.
"Order Form" means the document by which you order or renew your Subscription to the Services, whether directly with IYREE LTD or through an Authorised Reseller, which incorporates these Terms.
"Subscription" means the right to access and use the Services for a defined period.
2. Service Description
2.1 Analytics Platform
Our Services consist of a software-as-a-service analytics platform that:
(a) Connects to and integrates with your existing software systems;
(b) Collects and processes data from these systems;
(c) Provides dashboards with aggregated data;
(d) Sends notifications about critical business metrics;
(e) Provides machine learning-based recommendations.
2.2 Data Processing
We process your data by:
(a) Collecting it from your connected systems;
(b) Storing it securely in our cloud-based infrastructure;
(c) Analysing it to provide insights and recommendations;
(d) Displaying it through our dashboard interface.
3. Licence Grant and Access
3.1 Licence Grant
Subject to these Terms, IYREE LTD grants you a limited, non-exclusive, non-transferable right to access and use the Services during the term of your Subscription, whether purchased directly from IYREE LTD or through an Authorised Reseller.
3.2 Service Commencement
IYREE LTD will commence provision of the Services on the date specified in the Order Form, provided all payment and onboarding obligations have been satisfied.
3.3 Service Availability
While IYREE LTD uses reasonable efforts to provide the Services on a continuous basis, we do not guarantee that your use will be uninterrupted or error-free.
3.4 System Integration
You are responsible for:
(a) Providing accurate information about your systems;
(b) Ensuring we have appropriate access to your systems;
(c) Maintaining the functionality of your systems;
(d) Notifying us of any changes to your systems that may affect integration.
3.5 Restrictions
You shall not:
(a) Copy, modify, or create derivative works based on the Services;
(b) Reverse engineer, disassemble, or decompile the Services;
(c) Sublicense, sell, resell, or transfer the Services to any third party;
(d) Use the Services for any unlawful purpose or in violation of any applicable laws;
(e) Attempt to gain unauthorised access to the Services or related systems.
4. Authorised Resellers
4.1 Reseller Relationship
If you purchase your Subscription through an Authorised Reseller:
(a) The Authorised Reseller is an independent contractor and is not an agent or representative of IYREE LTD;
(b) IYREE LTD is not responsible for any representations, warranties, or commitments made by the Authorised Reseller beyond what is stated in these Terms;
(c) Your contract for payment and first-line support is with the Authorised Reseller, not IYREE LTD.
4.2 Reseller Responsibilities
Authorised Resellers are responsible for:
(a) Pricing and invoicing (which may differ from IYREE LTD's direct pricing);
(b) Collecting payments from you;
(c) Providing first-line support, including onboarding, basic configuration, and general usage assistance.
4.3 IYREE LTD Responsibilities
Regardless of how you acquired your Subscription, IYREE LTD remains responsible for:
(a) The provision and availability of the Services;
(b) Technical support for issues that cannot be resolved by the Authorised Reseller;
(c) Data protection and security in accordance with these Terms;
(d) Platform maintenance and updates.
4.4 Changing Resellers
You may request to change your servicing Authorised Reseller at any time by contacting IYREE LTD. Such requests are subject to IYREE LTD's approval and confirmation with you.
5. Payment Terms
5.1 Direct Purchases
If you purchase directly from IYREE LTD:
(a) You agree to pay monthly fees based on the number of connected Locations and any additional fees specified in the Order Form;
(b) Payments shall be processed via Stripe or other approved payment methods;
(c) All fees are in British Pounds Sterling (GBP) unless otherwise specified;
(d) We reserve the right to suspend Services if payment is not received when due.
5.2 Purchases via Authorised Resellers
If you purchase through an Authorised Reseller:
(a) All payment terms, pricing, currency, and payment methods are agreed between you and the Authorised Reseller;
(b) IYREE LTD has no responsibility for billing disputes between you and your Authorised Reseller;
(c) Your access to the Services may be suspended if the Authorised Reseller does not maintain your Subscription in good standing with IYREE LTD.
6. Data Protection and Privacy
6.1 Compliance
Each party agrees to comply with its obligations under the UK General Data Protection Regulation ("UK GDPR"), the EU General Data Protection Regulation (where applicable), and any other applicable data protection legislation.
6.2 Customer as Controller
You acknowledge that:
(a) You act as the data controller for any personal data processed through the Services;
(b) IYREE LTD acts as a data processor on your behalf;
(c) You have obtained all necessary consents and permissions for the processing of personal data.
6.3 Data Storage
Your data is stored in secure cloud infrastructure provided by our selected cloud service providers. IYREE LTD selects infrastructure providers and server locations at its sole discretion, provided that we shall not store Customer Data on servers located in Russia, China, Iran, or North Korea.
6.4 International Transfers
If IYREE LTD transfers personal data outside of the UK or EEA, we will ensure appropriate legal safeguards are in place, such as Standard Contractual Clauses or adequacy decisions.
6.5 Security Measures
We implement appropriate technical and organisational measures to protect your data against unauthorised access, loss, or destruction.
7. Term and Termination
7.1 Term
This Agreement commences on the Effective Date and continues until terminated in accordance with these Terms or until your Subscription expires.
7.2 Termination by Either Party
Either party may terminate this Agreement:
(a) Upon 30 days' written notice to the other party;
(b) Immediately if the other party commits a material breach that is not remedied within 14 days of written notice;
(c) Immediately if the other party becomes insolvent or enters into liquidation or administration.
7.3 Termination for Reseller Customers
If you purchased through an Authorised Reseller:
(a) Your Subscription may be terminated if your Authorised Reseller's agreement with IYREE LTD is terminated;
(b) In such event, IYREE LTD will use reasonable efforts to offer you a direct Subscription or transfer to another Authorised Reseller;
(c) Termination or cancellation requests should be directed to your Authorised Reseller.
7.4 Effect of Termination
Upon termination:
(a) All outstanding payments become immediately due;
(b) Your access to the Services will cease;
(c) We will provide you with an export of your Customer Data if requested within 30 days of termination;
(d) We may delete your Customer Data after 90 days following termination unless legally required to retain it.
8. Intellectual Property
8.1 IYREE LTD Ownership
IYREE LTD retains all Intellectual Property Rights in and to the Services, including all software, algorithms, dashboards, documentation, and any improvements or modifications thereto. Nothing in this Agreement transfers any ownership rights to you.
8.2 Customer Data
You retain all rights to your Customer Data. You grant IYREE LTD a limited licence to use, process, and store your Customer Data solely for the purpose of providing the Services.
8.3 Aggregate Data
We may use anonymised, aggregated data derived from your use of the Services for improving our Services, benchmarking, and research purposes, provided such data cannot be used to identify you or any individual.
8.4 Feedback
If you provide feedback, suggestions, or ideas about the Services, you grant IYREE LTD a royalty-free, worldwide, perpetual licence to use such feedback for any purpose without obligation to you.
9. Limitation of Liability
9.1 Limitation
Subject to Clause 9.3, our total aggregate liability to you under or in connection with this Agreement shall not exceed the total fees paid by you (whether directly or through an Authorised Reseller) for the Services in the 12 months preceding the event giving rise to the claim.
9.2 Exclusions
Subject to Clause 9.3, we are not liable for:
(a) Any indirect, consequential, or special losses;
(b) Loss of profits, revenue, or anticipated savings;
(c) Loss of business or contracts;
(d) Loss of or corruption of data not caused by our negligence;
(e) Any acts or omissions of Authorised Resellers.
9.3 Unlimited Liability
Nothing in this Agreement excludes or limits liability for:
(a) Death or personal injury caused by negligence;
(b) Fraud or fraudulent misrepresentation;
(c) Any other liability that cannot be excluded or limited by applicable law.
10. Warranties
10.1 IYREE LTD Warranties
IYREE LTD warrants that:
(a) The Services will perform materially in accordance with their published specifications;
(b) We have the right to provide the Services and enter into this Agreement.
10.2 Customer Warranties
You warrant that:
(a) You have the right and authority to enter into this Agreement;
(b) Your use of the Services will comply with all applicable laws;
(c) You have all necessary rights and consents to provide Customer Data to us.
10.3 Disclaimer
Except as expressly set out in this Agreement, all warranties, conditions, and representations, whether express or implied, are excluded to the fullest extent permitted by law.
11. Confidentiality
11.1 Each party shall maintain the confidentiality of the other party's Confidential Information and shall not disclose it to any third party without prior written consent.
11.2 This obligation shall not apply to information that: (a) is or becomes publicly available through no fault of the receiving party; (b) was already known to the receiving party before disclosure; or (c) is required to be disclosed by law or court order.
11.3 The obligations under this Clause 11 shall survive termination of this Agreement for a period of 3 years.
12. General Provisions
12.1 Governing Law
This Agreement is governed by and construed in accordance with the laws of England and Wales.
12.2 Jurisdiction
The courts of England and Wales have exclusive jurisdiction to settle any dispute arising out of or in connection with this Agreement.
12.3 Amendments
We may update these Terms from time to time by posting the revised version on our website. Material changes will be notified to you with at least 30 days' notice. Your continued use of the Services after the effective date of any changes constitutes acceptance of the updated Terms.
12.4 Force Majeure
Neither party shall be liable for any failure or delay in performing their obligations where such failure or delay results from events beyond their reasonable control, including but not limited to acts of God, natural disasters, war, terrorism, riots, government action, or internet service failures.
12.5 Entire Agreement
This Agreement, together with any Order Form, constitutes the entire agreement between you and IYREE LTD regarding the Services and supersedes all prior agreements and understandings.
12.6 Severability
If any provision of this Agreement is held invalid or unenforceable, the remaining provisions shall continue in full force and effect.
12.7 No Waiver
No failure or delay by either party in exercising any right shall operate as a waiver thereof.
12.8 Assignment
You may not assign or transfer this Agreement without our prior written consent. IYREE LTD may assign this Agreement to any successor or affiliate.
12.9 Third Party Rights
This Agreement does not create any rights enforceable by any person who is not a party to it under the Contracts (Rights of Third Parties) Act 1999.
13. Contact Information
For any questions regarding these Terms or the Services, please contact us at:
Email: alex@iyree.com
Address: 124 City Road, London, EC1V 2NX
Last updated: February 05, 2025