Terms of Service

These Terms of Service ("Terms") govern your access to and use of Shaboodle, a document storage and management service for assets, asset-related paperwork, and financial correspondence (the "Service"), provided by Blue Smile Technologies ("we", "us", or "our").

By creating an account, accessing, or using Shaboodle, you agree to be bound by these Terms. If you do not agree, you must not use the Service.

This document has been prepared for general guidance. Please have a qualified lawyer review it before publishing.

1 Who We Are

2 Eligibility

You may use Shaboodle only if:

• You are at least 18 years old (or the age of legal majority in your jurisdiction); and
• You have the legal capacity to enter into a binding agreement; and
• You are not barred from using the Service under applicable law.

If you are using the Service on behalf of an organisation (e.g., a company or partnership), you represent and warrant that you are authorised to accept these Terms on that organisation's behalf and that organisation accepts these Terms.

3 Your Account

3.1 Account Registration

To use Shaboodle, you may need to create an account and provide accurate, current, and complete information. You agree to keep your account information up to date.

3.2 Account Security

You are responsible for:

• Maintaining the confidentiality of your login credentials; and
• All activities that occur under your account.

You must notify us immediately at support@shaboodle.com if you suspect any unauthorised access or use of your account. We are not liable for any loss or damage arising from your failure to safeguard your account credentials.

4 The Service

4.1 Description

Shaboodle is a digital storage and organisation platform that allows you to upload, store, manage, and access documents related to assets, asset paperwork, and financial correspondence.

We provide tools for:

• Uploading and storing documents and related data
• Categorising, tagging, and searching your stored content
• Accessing your content via compatible devices and browsers

4.2 No Professional Advice

5 Your Content

5.1 Ownership

"Your Content" means documents, files, information, text, images, and any other materials you upload, store, or otherwise make available via the Service. You retain all ownership rights to Your Content. These Terms do not grant us any ownership in Your Content.

5.2 Licence to Us

To operate and provide the Service, you grant Blue Smile Technologies a worldwide, non-exclusive, royalty-free licence to host, store, reproduce, transmit, display, and process Your Content solely:

• To provide, maintain, and improve the Service;
• To troubleshoot, support, and secure the Service; and
• To comply with legal obligations and enforce these Terms.

This licence continues for as long as Your Content is stored in the Service, except as reasonably required for backups, logs, and legal obligations.

5.3 Your Responsibilities

You are solely responsible for the accuracy, legality, and completeness of Your Content, obtaining all necessary rights and permissions to upload it, and ensuring it complies with these Terms and applicable law. If Your Content contains personal data of third parties, you are responsible for ensuring you have lawful grounds to process and store that data using Shaboodle.

5.4 Prohibited Content

You must not upload, store, or share any Content that:

• Is illegal, fraudulent, or misleading;
• Infringes any copyright, trademark, or other intellectual property rights;
• Violates privacy, data protection, or other rights of individuals;
• Is defamatory, obscene, abusive, harassing, or otherwise objectionable;
• Contains malware, viruses, or other harmful code; or
• Violates any applicable law or regulation.

We reserve the right (but have no obligation) to review, block, remove, or disable access to any Content that we reasonably believe breaches these Terms or applicable law.

6 Acceptable Use

You agree that you will not:

1. Use the Service for any unlawful or fraudulent purpose;
2. Attempt to gain unauthorised access to the Service or related systems;
3. Interfere with the normal operation of the Service, including by overloading, flooding, spamming, or introducing harmful code;
4. Reverse engineer, decompile, or attempt to extract the source code or underlying ideas of the Service, except to the extent permitted by applicable law;
5. Circumvent or attempt to circumvent any security or authentication measures;
6. Use the Service to store or transmit unsolicited or unauthorised advertising or spam;
7. Misrepresent your identity or affiliation, or impersonate any person or entity; or
8. Resell, sublicense, or otherwise commercially exploit the Service, unless expressly permitted in writing by us.

We may suspend or terminate your access to the Service if we reasonably believe that you have violated these acceptable use requirements.

7 Plans, Fees, and Payment

7.1 Subscription Plans

We may offer free and/or paid subscription plans with different features, limits, and pricing. Plan details are described within the Service or on our website.

7.2 Billing and Payment

If you purchase a paid plan, you agree to pay all applicable fees in accordance with the pricing and billing terms in effect at the time of purchase. Fees are typically charged in advance on a recurring basis (monthly or annually), and you authorise us or our payment processor to charge your chosen payment method accordingly.

7.3 Changes to Pricing and Plans

We may change our prices, plans, or features from time to time. For ongoing subscriptions, we will give you reasonable prior notice of any material price increase, taking effect from the start of your next billing period. If you do not agree to a price change, you must cancel before the change takes effect.

7.4 Cancellations and Refunds

You may cancel your subscription at any time; cancellation typically takes effect at the end of your current billing period. Fees already paid are generally non-refundable, except where required by law.

8 Service Availability and Changes

8.1 Availability

We aim to keep Shaboodle available and functioning smoothly, but we do not guarantee that the Service will be uninterrupted, error-free, or available at all times. The Service may be unavailable due to maintenance, updates, technical issues, or events beyond our reasonable control.

8.2 Changes to the Service

We may add, remove, or modify features or functionalities, introduce new limitations, or discontinue all or part of the Service. If we make material changes that significantly reduce the functionality of a paid plan, we will endeavour to provide reasonable notice to affected users.

9 Intellectual Property

9.1 Our Rights

All rights, title, and interest in and to the Service (excluding Your Content) are owned by Blue Smile Technologies or our licensors — including software, code, design, interfaces, text, graphics, logos, trademarks, and documentation. You are granted a limited, non-exclusive, non-transferable, revocable licence to access and use the Service for your personal or internal business purposes in accordance with these Terms.

9.2 Feedback

If you provide feedback, suggestions, or ideas about the Service, you grant us a worldwide, perpetual, irrevocable, royalty-free licence to use and incorporate that feedback into our products and services without any obligation to you.

10 Third-Party Services

Shaboodle may integrate or interoperate with third-party services or contain links to third-party websites. We do not control and are not responsible for third-party services or their content. Your use of any third-party services is subject to their own terms and privacy policies, and we are not liable for any loss or damage arising from your use of them.

11 Suspension and Termination

11.1 By You

You may stop using the Service at any time. You may also delete your account via the Service or by contacting us at support@shaboodle.com.

11.2 By Us

We may suspend or terminate your access to the Service if:

• You materially or repeatedly breach these Terms;
• We are required to do so by law or by a court or regulatory body;
• We reasonably believe your use poses a security risk, is fraudulent, or may cause harm; or
• We cease providing the Service.

Where reasonably possible, we will give you advance notice of suspension or termination. However, we may suspend or terminate immediately in urgent cases (e.g., security risks, serious misuse).

11.3 Effect of Termination

Upon termination, your right to access and use the Service will end, and we may delete or deactivate your account and Your Content after a reasonable period, subject to legal obligations. We recommend you regularly back up Your Content and export any data you wish to keep before closing your account.

12 Disclaimers

To the maximum extent permitted by law, the Service is provided on an "as is" and "as available" basis. We disclaim all warranties, whether express, implied, or statutory, including any implied warranties of merchantability, fitness for a particular purpose, and non-infringement. We do not warrant that the Service will be uninterrupted, secure, or free from errors, viruses, or other harmful components. Nothing in these Terms limits or excludes any warranty or liability that cannot be limited or excluded under applicable law.

13 Limitation of Liability

Nothing in these Terms excludes or limits our liability for death or personal injury caused by our negligence, fraud or fraudulent misrepresentation, or any other liability that cannot be excluded or limited under applicable law.

To the extent permitted by law:

• We will not be liable for any indirect, consequential, incidental, special, or punitive damages, or for any loss of profits, revenue, data, or goodwill; and
• Our total aggregate liability will not exceed the greater of the amount you have paid to us in the 12 months preceding the claim, or £100.

You are responsible for maintaining appropriate backups of Your Content. We are not responsible for loss of Your Content except to the extent caused by our breach of these Terms or applicable law.

14 Indemnity

To the extent permitted by law, you agree to indemnify and hold harmless Blue Smile Technologies and our directors, officers, employees, and agents from and against any claims, damages, losses, liabilities, costs, and expenses (including reasonable legal fees) arising out of or related to your use of the Service, your breach of these Terms, your infringement of any third-party rights, or Your Content.

15 General

15.1 Changes to These Terms

We may update these Terms from time to time. We will post the updated Terms within the Service and update the "Last updated" date. For material changes, we will take reasonable steps to notify you. Your continued use of the Service after the updated Terms become effective constitutes your acceptance of the changes.

15.2 Governing Law and Jurisdiction

These Terms are governed by and construed in accordance with the laws of England and Wales. You and we agree that the courts of England and Wales will have exclusive jurisdiction over any disputes arising out of or relating to these Terms or the Service.

15.3 Entire Agreement

These Terms, together with our Privacy Policy and any additional terms referenced in the Service, constitute the entire agreement between you and Blue Smile Technologies regarding your use of Shaboodle.

15.4 Survival

Provisions that by their nature should survive termination will remain in effect, including those relating to Your Content, intellectual property, disclaimers, limitation of liability, indemnity, and governing law.

15.5 Severability

If any provision of these Terms is found to be invalid, illegal, or unenforceable, the remaining provisions will remain in full force and effect.

15.6 No Waiver

Our failure to enforce any right or provision of these Terms will not be deemed a waiver of such right or provision.

15.7 Assignment

You may not assign your rights or obligations under these Terms without our prior written consent. We may assign our rights and obligations without your consent, for example in connection with a merger or sale of our business.

16 Contact Us