1. About these terms
These Terms of Service (“Terms”) are a legal agreement between you and Independent Check Ltd, a company registered in England and Wales under company number {{COMPANY_NUMBER}}, registered office {{REGISTERED_OFFICE_ADDRESS}} (“we”, “us”, “our”).
By creating an account or using the UltAI-Mate platform (the “Service”), you agree to these Terms. If you are agreeing on behalf of a firm, you confirm you have authority to bind that firm.
The Service has two types of user and the Terms apply slightly differently to each:
- Firm Customers: FCA-authorised adviser firms that purchase a subscription. Parts A and C apply.
- Client Users: individuals invited by a Firm Customer to use the platform. Parts B and C apply.
2. Important — we are not a regulated financial adviser
UltAI-Mate is an information, education and AI-coaching platform. It is not authorised or regulated by the Financial Conduct Authority and does not provide regulated financial advice within the meaning of the Financial Services and Markets Act 2000.
AI-generated outputs (chat responses, statement summaries, planning drafts) are informational only and are not a personal recommendation. Where regulated advice is needed, the Service helps connect Client Users to FCA-authorised advisers, who are responsible for their own advice.
Part A — Firm Customer terms
3. The subscription
3.1 Grant of licence
We grant the Firm Customer a non-exclusive, non-transferable right, during the subscription term, for its authorised advisers, staff and Client Users to access and use the Service in accordance with these Terms and any plan limits.
3.2 Plans and seats
Each plan specifies a seat allowance and Service features. The Firm is responsible for managing its users and ensuring only authorised people have access.
3.3 Fees and payment
Subscription fees are billed monthly or annually in advance via Stripe. Prices are quoted in GBP and exclusive of VAT where applicable. Fees are non-refundable except where required by consumer law.
3.4 Price changes
We may change prices with at least 30 days’ notice. If the Firm does not accept the change it may terminate before the new price takes effect.
3.5 Term and termination
The subscription renews automatically at the end of each billing period unless cancelled. Either party may terminate on notice in accordance with the plan. We may suspend or terminate immediately for material breach, non-payment after 14 days’ notice, or where continued provision would put us in breach of law.
3.6 Effect of termination
On termination, access is withdrawn. We will, on written request within 30 days, export the Firm’s data in a machine-readable format, after which we may delete it in accordance with our Privacy Policy.
4. Data protection (firms as controllers)
In respect of Client User personal data processed via the Service, the Firm Customer is the data controller and we are the data processor. The Data Processing Agreement available at {{DPA_URL}} forms part of these Terms and sets out the processor’s obligations under Article 28 of the UK GDPR.
5. Firm warranties and indemnity
- The Firm warrants that it is authorised and regulated by the FCA (or appropriate regulator) for the services it holds itself out as providing, and that it has obtained all consents needed to upload Client User data to the Service.
- The Firm will indemnify us against claims arising from its breach of these Terms, its misuse of AI outputs, or its provision of regulated advice to its clients.
Part B — Client User terms
6. Your account
A Firm Customer has invited you to use UltAI-Mate. You may only use the Service in connection with that firm. You are responsible for keeping your login credentials secure and for all activity under your account.
7. What you can expect from UltAI-Mate
- Tools to understand your budget, goals, statements and receipts.
- AI chat and document-analysis features for general information and coaching.
- A path to refer you to an FCA-authorised adviser within your firm when regulated advice is needed.
8. What UltAI-Mate is not
- Not regulated financial advice.
- Not a bank, broker, payment institution or lender.
- Not a substitute for professional, regulated tax, legal or financial advice.
Any decisions you take based on information from the Service are your own. Where the Service provides summaries of statements or receipts, those summaries may contain errors — always refer to the original document.
9. Acceptable use
You agree not to:
- upload content that is unlawful, defamatory, infringing or contains malware;
- use the Service to attack, probe or disrupt our systems or any third party;
- attempt to extract, reverse-engineer, scrape or retrain on our AI outputs or underlying models;
- impersonate another person or give false information about yourself;
- use the Service to conduct regulated activity you are not authorised to conduct.
We may suspend or close accounts that breach these rules.
10. Consumer rights
If you are a consumer, nothing in these Terms affects your statutory rights under the Consumer Rights Act 2015. Where you purchase a paid feature directly (rather than via your firm), you have a 14-day right to cancel; however, if you ask us to start providing digital content or services immediately, you waive that right once provision begins.
Part C — Terms that apply to everyone
11. Our intellectual property
The Service, including its design, code, content and brand, is owned by us or our licensors and is protected by copyright, trademark and other laws. Nothing in these Terms transfers ownership of our IP to you.
12. Your content
You retain ownership of the data you upload or generate through the Service (“Your Content”). You grant us a worldwide, royalty-free licence to host, copy, transmit, process and display Your Content solely to the extent needed to operate the Service, provide support, and comply with law.
We do not use Your Content to train AI models, and our AI sub-processor (Anthropic) is contractually prohibited from doing so.
13. Availability
We aim for high availability but do not guarantee the Service will be uninterrupted or error-free. We may perform maintenance, and will give reasonable notice for planned downtime where we can.
14. Third-party services
The Service depends on third-party providers (hosting, payments, AI). Where those providers suffer outages or change their services, we may be unable to deliver part of the Service and will not be liable for that part beyond what is set out below.
15. Warranties
We provide the Service with reasonable skill and care. Except as expressly stated in these Terms and to the fullest extent permitted by law, we exclude all other warranties, whether express or implied, including implied warranties of satisfactory quality, fitness for purpose and non-infringement.
16. Limitation of liability
Nothing in these Terms excludes or limits liability for: death or personal injury caused by negligence; fraud or fraudulent misrepresentation; or any other liability that cannot lawfully be excluded.
Subject to that:
- neither party is liable for indirect or consequential loss, loss of profit, loss of data (save for reasonable costs of restoring data from backup), loss of revenue or loss of goodwill;
- our total aggregate liability to a Firm Customer in any 12-month period is capped at the fees paid by that Firm in that period;
- our total aggregate liability to a Client User is capped at GBP 100.
17. Confidentiality
Each party will keep the other’s confidential information secret and use it only to perform these Terms. This does not apply to information that is public, independently developed, or required to be disclosed by law or a regulator.
18. Changes to these terms
We may update these Terms. For Firm Customers, we will give at least 30 days’ notice of material changes. For Client Users, we will notify in-app and by email. Continuing to use the Service after the change takes effect constitutes acceptance.
19. General
- Assignment. You may not assign these Terms. We may assign to a successor in a merger or acquisition.
- No waiver. Failure to enforce a provision is not a waiver.
- Severability. If any provision is unenforceable, the rest remain in force.
- Entire agreement. These Terms, any order form or plan page, the Privacy Policy, the Cookie Policy and (for firms) the DPA are the entire agreement between us on the Service.
- Third parties. No one other than the parties has rights under the Contracts (Rights of Third Parties) Act 1999.
20. Governing law and jurisdiction
These Terms and any dispute arising out of them are governed by the laws of England and Wales. The courts of England and Wales have exclusive jurisdiction, save that we may bring proceedings to protect our IP in any jurisdiction.
21. Contact
Questions about these Terms? Contact us at {{LEGAL_EMAIL}} or by post to the registered office above.