Platform Terms & Conditions

INTELICO LEGAL CENTRE

Platform Terms & Conditions

Version: 1.0
Status: Public
Owner: InteliCo Group Ltd

PLATFORM TERMS & CONDITIONS

PART I – THE AGREEMENT

1. Introduction

These Platform Terms & Conditions ("Terms") govern access to and use of the InteliCo subscriber platform, including all subscription services, intelligence products, reports, databases, dashboards, alerts, research tools, downloads and associated digital services (collectively, the "Platform").

These Terms constitute a legally binding agreement between InteliCo Group Ltd ("InteliCo", "we", "our" or "us") and each registered subscriber ("Subscriber", "you" or "your").

By creating an account, purchasing a subscription or otherwise accessing the Platform, you agree to be bound by these Terms.

2. Acceptance of these Terms

You confirm that:

• you have read and understood these Terms;

• you have authority to enter into this agreement;

• all registration information you provide is accurate;

• you will comply with these Terms at all times; and

• if acting on behalf of an organisation, you have authority to bind that organisation.

3. Definitions

For the purposes of these Terms:

Account means a registered subscriber account.

Content means all material available through the Platform, including reports, intelligence products, data, articles, audio, video, graphics and software.

Intelligence Product means any report, assessment, analysis, publication, dataset or other information product produced by InteliCo.

Platform means the subscriber services operated by InteliCo.

Subscriber means any individual or organisation granted access to the Platform.

Subscription means the licence purchased by a Subscriber to access Platform services.

Workspace means any personalised area within the Platform made available to a Subscriber.

4. About the Platform

The Platform provides subscribers with access to independent corporate intelligence and related services.

Platform features may include:

• intelligence reports;

• company profiles;

• analytical publications;

• alerts;

• watchlists;

• research tools;

• document repositories;

• audio and video publications;

• podcasts;

• educational resources;

• subscriber dashboards; and

• other services introduced from time to time.

Certain features may only be available under particular subscription plans.

5. Eligibility

To register for the Platform you must:

• be at least eighteen (18) years of age;

• have legal capacity to enter into contracts;

• provide accurate registration information; and

• comply with all applicable laws.

Corporate subscriptions may only be established by authorised representatives.

InteliCo reserves the right to refuse registration where it reasonably believes these requirements have not been satisfied.

6. Subscriber Accounts

Each Subscriber is responsible for maintaining accurate account information.

Accounts are personal to the registered Subscriber unless the applicable subscription expressly permits multiple authorised users.

Subscribers must promptly notify InteliCo of any changes to their registration details.

InteliCo may suspend or terminate accounts that contain false, misleading or incomplete information.

7. Identity Verification

Where reasonably necessary to protect the integrity of the Platform, prevent fraud or comply with legal obligations, InteliCo may require verification of a Subscriber's identity or authority before granting or continuing access.

Failure to provide reasonable verification may result in suspension or refusal of access.

8. Account Security

Subscribers are responsible for:

• maintaining the confidentiality of login credentials;

• ensuring passwords remain secure;

• preventing unauthorised access;

• immediately notifying InteliCo of suspected account compromise; and

• ensuring that all use of the account complies with these Terms.

Subscribers remain responsible for all activity undertaken using their account unless unauthorised use results solely from InteliCo's negligence.

9. Subscription Plans

InteliCo may offer different categories of subscription, including:

• individual subscriptions;

• professional subscriptions;

• corporate subscriptions;

• enterprise subscriptions;

• educational subscriptions; and

• trial or promotional access.

Subscription features, pricing and permitted users will be specified at the time of purchase.

InteliCo may amend subscription offerings from time to time, provided such changes do not adversely affect existing paid subscriptions during their current billing period unless required by law or for security reasons.

10. Trial Access

Where InteliCo offers trial access, such access is provided solely for evaluation purposes.

Trial access may:

• be time-limited;

• restrict available features;

• be withdrawn without notice; and

• convert to a paid subscription only where the Subscriber expressly agrees.

InteliCo may terminate trial access at any time where misuse is suspected.

PART II – PLATFORM SERVICES

11. Licence to Use the Platform

Subject to these Terms and payment of all applicable subscription fees, InteliCo grants the Subscriber a limited, personal, non-exclusive, non-transferable and revocable licence to access and use the Platform during the applicable subscription period.

This licence permits the Subscriber to use the Platform solely for their own lawful internal business or personal purposes, as authorised by their subscription.

No ownership rights in the Platform or any Content are transferred to the Subscriber.

Except where expressly authorised by InteliCo in writing, Subscribers may not:

• assign, sublicense or transfer their licence;

• permit unauthorised persons to access the Platform using their account;

• reproduce Platform services for commercial exploitation; or

• use Platform Content outside the scope of the applicable subscription.

12. Intelligence Products

The Platform provides access to a range of Intelligence Products prepared by InteliCo.

These may include:

• corporate intelligence reports;

• analytical assessments;

• investigative publications;

• market intelligence;

• sector reports;

• risk assessments;

• chronology reports;

• evidence reviews;

• educational materials;

• audio publications;

• podcasts;

• webinars;

• videos; and

• other intelligence products developed by InteliCo.

Unless expressly stated otherwise, Intelligence Products reflect InteliCo's independent assessment of information available at the time of publication and are prepared in accordance with ICS-001 – The InteliCo Standard: The Principles of Independent Intelligence.

Intelligence Products may be revised, corrected or withdrawn where new information becomes available.

13. Alerts and Watchlists

Subscribers may have access to personalised alerts, notifications and watchlists.

These services are intended to assist Subscribers in monitoring developments relevant to their selected interests.

Alert services:

• are provided on a reasonable endeavours basis;

• may be delayed by technical or operational factors;

• do not guarantee notification of every relevant event; and

• should not be relied upon as the sole means of monitoring important matters.

Subscribers remain responsible for making their own enquiries and decisions.

14. Research Workspace

The Platform may provide Subscribers with one or more personal research workspaces.

Subject to the applicable subscription, Subscribers may:

• organise research;

• save publications;

• maintain watchlists;

• create folders;

• store notes;

• bookmark intelligence products; and

• personalise elements of their Platform experience.

Research Workspace content remains confidential to the Subscriber, except where disclosure is required:

• to provide the service;

• by law;

• under a court order; or

• to investigate misuse of the Platform.

15. Data and Downloads

Where downloads are made available, Subscribers may download Content solely for purposes permitted by these Terms.

Downloaded materials remain subject to all intellectual property rights.

Unless expressly authorised:

Subscribers must not:

• remove copyright notices;

• alter authorship information;

• redistribute reports;

• upload reports to third-party platforms;

• publish reports online;

• create competing databases;

• sell downloaded material; or

• incorporate substantial portions into commercial products.

Downloaded material may be subject to technical protection measures or digital watermarking.

16. Platform Availability

InteliCo will use reasonable endeavours to maintain the availability, reliability and security of the Platform.

However, uninterrupted access cannot be guaranteed.

The Platform may be unavailable due to:

• scheduled maintenance;

• emergency maintenance;

• software upgrades;

• cyber security incidents;

• telecommunications failures;

• cloud infrastructure failures;

• force majeure events; or

• legal or regulatory requirements.

InteliCo reserves the right to:

• modify Platform functionality;

• introduce new services;

• discontinue obsolete features;

• improve existing functionality; and

• implement security enhancements.

Where reasonably practicable, advance notice of material planned outages will be provided.

17. Platform Updates and Enhancements

InteliCo continuously develops and improves the Platform.

Accordingly, we may from time to time:

• add new features;

• improve existing functionality;

• update software;

• revise user interfaces;

• introduce additional Intelligence Products;

• enhance security measures; and

• modify technical architecture.

Such updates form part of the Platform and are governed by these Terms unless expressly stated otherwise.

While InteliCo will seek to minimise disruption, certain updates may temporarily affect Platform availability or functionality.

Subscribers acknowledge that ongoing development is an integral part of maintaining a secure, modern and effective intelligence platform.

PART III – SUBSCRIBER OBLIGATIONS

18. Acceptable Use

Subscribers must use the Platform lawfully, responsibly and in accordance with these Terms.

Subscribers agree to:

• use the Platform only for lawful purposes;

• maintain accurate account information;

• protect their login credentials;

• comply with all applicable laws and regulations;

• respect the intellectual property rights of InteliCo and third parties;

• cooperate with reasonable security measures implemented by InteliCo; and

• notify InteliCo promptly of any suspected misuse of their account or the Platform.

Subscribers are responsible for all activities undertaken using their accounts unless such activities result solely from InteliCo's negligence or a proven security failure attributable to InteliCo.

19. Prohibited Activities

Subscribers must not, directly or indirectly:

• share Platform access with unauthorised persons;

• permit simultaneous use beyond the authorised subscription;

• copy, reproduce or republish Platform Content except as expressly permitted;

• sell, sublicense or commercially exploit Platform Content;

• remove copyright, trade mark or proprietary notices;

• modify or create derivative works from Platform Content without permission;

• scrape, crawl or systematically harvest data from the Platform;

• attempt to reverse engineer any software or security features;

• interfere with the operation, availability or security of the Platform;

• upload malware, ransomware or malicious code;

• use the Platform to engage in unlawful, fraudulent or misleading activities;

• impersonate another individual or organisation;

• use automated tools to access the Platform without InteliCo's written consent; or

• use the Platform in any way that could reasonably damage InteliCo's reputation or the integrity of its services.

Any breach of this clause may result in immediate suspension or termination of access and may give rise to legal action.

20. Artificial Intelligence and Data Mining Restrictions

InteliCo's publications, databases and Intelligence Products represent substantial intellectual property and commercial investment.

Unless expressly authorised in writing by InteliCo, Subscribers must not use any Platform Content to:

• train, fine-tune or improve any artificial intelligence or machine learning model;

• create or expand a large language model (LLM);

• build or maintain retrieval-augmented generation (RAG) systems using InteliCo Content;

• generate synthetic datasets derived from InteliCo publications;

• create competing intelligence databases or knowledge repositories;

• develop automated research, investigative or analytical services based upon InteliCo Content;

• extract data through automated means, including bots, crawlers, scrapers or APIs not expressly provided by InteliCo; or

• permit any third party to undertake any of the above using Content obtained through the Platform.

Subscribers may use Platform Content internally to support their own research and decision-making, provided such use does not infringe InteliCo's intellectual property rights or these Terms.

Nothing in these Terms transfers ownership of, or grants any licence in respect of, InteliCo's methodologies, editorial processes, taxonomies, confidence frameworks, data structures or proprietary analytical models.

21. Confidentiality

Certain Platform Content may be designated as confidential, subscriber-only or otherwise restricted.

Subscribers agree to:

• keep such Content confidential;

• use it only for authorised purposes;

• take reasonable measures to prevent unauthorised disclosure; and

• ensure that any authorised users within their organisation are aware of and comply with these confidentiality obligations.

The obligations in this clause do not apply to information that:

• is or becomes publicly available other than through a breach of these Terms;

• was lawfully known to the Subscriber before disclosure by InteliCo;

• is lawfully received from an independent third party without restriction; or

• must be disclosed pursuant to law, regulation or a court order, provided that, where legally permitted, the Subscriber gives InteliCo prompt notice of the required disclosure.

The obligations of confidentiality survive termination of the Subscription for so long as the relevant information remains confidential.

22. User Content

Where the Platform permits Subscribers to upload documents, comments, notes or other materials ("User Content"), the Subscriber retains ownership of that User Content.

By submitting User Content, the Subscriber grants InteliCo a non-exclusive, worldwide, royalty-free licence to host, store, process, reproduce and display that User Content solely for the purpose of:

• operating the Platform;

• providing the requested services;

• maintaining backups;

• ensuring security and resilience;

• complying with legal obligations; and

• improving Platform functionality.

Subscribers warrant that they have all necessary rights to submit the User Content and that it does not:

• infringe any intellectual property rights;

• breach confidentiality obligations;

• contain unlawful, defamatory or misleading material;

• contain malicious software; or

• otherwise violate applicable law.

InteliCo reserves the right to remove or disable access to User Content where it reasonably believes that it breaches these Terms or applicable law.

23. Cooperation with Security and Compliance Measures

Subscribers agree to cooperate with reasonable measures implemented by InteliCo to protect the integrity of the Platform, including:

• identity verification where appropriate;

• multi-factor authentication where required;

• investigation of suspected misuse;

• password resets following security incidents;

• temporary access restrictions during incident response; and

• compliance checks required by applicable law.

Failure to cooperate with reasonable security measures may result in suspension of access until the relevant issue has been resolved.

PART IV – COMMERCIAL TERMS

24. Subscription Fees

Access to the Platform is subject to payment of the applicable subscription fees unless expressly stated otherwise.

Subscription fees will be published on the Platform or otherwise notified to Subscribers before purchase.

All fees are stated exclusive of applicable taxes unless expressly stated otherwise.

Subscribers are responsible for all taxes, duties or governmental charges applicable to their subscription.

25. Billing and Payment

Subscription fees shall be payable using the payment methods made available by InteliCo from time to time.

Subscribers authorise InteliCo or its authorised payment processor to collect all fees due under the applicable subscription.

Where payment cannot be successfully processed, InteliCo may:

• suspend access;

• retry payment;

• request an alternative payment method; or

• terminate the subscription after reasonable notice.

Payment obligations survive termination to the extent of any outstanding amounts lawfully due.

26. Subscription Period and Renewal

Unless otherwise agreed in writing, subscriptions are provided for the period selected by the Subscriber at the time of purchase.

Where a subscription is designated as automatically renewing, it will renew for successive subscription periods unless cancelled before the applicable renewal date.

InteliCo will provide reasonable notice of any material changes to subscription pricing before such changes take effect upon renewal.

Subscribers may disable automatic renewal through their account settings or by contacting InteliCo before the renewal date.

27. Upgrades and Downgrades

Subscribers may be permitted to upgrade or downgrade their subscription plan, subject to the options offered by InteliCo at the relevant time.

Where a subscription is upgraded:

• additional features may become immediately available;

• additional fees may be payable on a pro-rated basis; and

• revised subscription terms may apply.

Downgrades will generally take effect at the start of the next subscription period unless otherwise stated.

InteliCo reserves the right to determine which features are available under each subscription plan.

28. Cancellation

Subscribers may cancel their subscription at any time through the Platform or by notifying InteliCo using the designated contact method.

Cancellation prevents future renewals but does not normally entitle the Subscriber to a refund for the current subscription period unless:

• required by applicable law;

• expressly provided within the applicable subscription terms; or

• agreed by InteliCo in writing.

Upon expiry of the current subscription period, access to subscriber-only services will cease.

29. Refunds

Unless otherwise required by law or expressly stated within a specific subscription offering:

• subscription fees are non-refundable;

• partial subscription periods will not normally be refunded;

• unused Platform access does not create any entitlement to a refund; and

• refunds granted at InteliCo's discretion shall not establish any precedent for future claims.

Nothing in this clause affects any statutory consumer rights that cannot lawfully be excluded.

30. Suspension of Services

InteliCo may suspend a Subscriber's access where it reasonably believes that:

• these Terms have been breached;

• payment remains outstanding;

• fraudulent activity is suspected;

• Platform security has been compromised;

• legal or regulatory obligations require suspension;

• continued access presents a material risk to the Platform or other Subscribers; or

• the Subscriber has engaged in conduct likely to damage InteliCo's reputation or operations.

Where reasonably practicable, InteliCo will notify the Subscriber of the reasons for suspension and, where appropriate, the steps required to restore access.

Suspension does not waive InteliCo's right to terminate the subscription.

31. Termination

Either party may terminate the subscription in accordance with these Terms.

InteliCo may terminate a subscription immediately where the Subscriber:

• commits a material breach of these Terms;

• repeatedly breaches these Terms;

• engages in unlawful or fraudulent conduct;

• deliberately infringes InteliCo's intellectual property rights;

• attempts unauthorised access to Platform systems;

• uses the Platform to develop competing products in breach of these Terms; or

• enters insolvency proceedings where continued performance is no longer reasonably practicable.

Termination does not affect any accrued rights, remedies or obligations existing before the effective date of termination.

32. Effect of Termination

Upon termination or expiry:

• the Subscriber's licence to access the Platform immediately ceases;

• subscriber-only access may be disabled;

• confidential Platform Content must no longer be accessed or used;

• all outstanding fees become immediately due where permitted by law;

• clauses intended to survive termination, including those relating to confidentiality, intellectual property, limitation of liability, indemnity and governing law, shall continue in full force and effect.

Where technically feasible, Subscribers may be provided with a reasonable opportunity to retrieve personal Workspace content before permanent deletion, subject to security, legal and operational requirements.

InteliCo reserves the right to delete inactive accounts and associated Workspace data following termination, in accordance with its data retention policies and applicable law.

PART V – LEGAL PROVISIONS

33. Intellectual Property Rights

All intellectual property rights in the Platform and all Platform Content are and shall remain the exclusive property of InteliCo Group Ltd or its licensors.

This includes, without limitation:

• Intelligence Products;

• reports;

• publications;

• articles;

• databases;

• research methodologies;

• investigative methodologies;

• confidence frameworks;

• analytical models;

• taxonomies;

• software;

• source code;

• graphics;

• photographs;

• illustrations;

• videos;

• podcasts;

• audio recordings;

• webinars;

• trademarks;

• logos;

• trade names;

• user interface design;

• documentation;

• metadata;

• data structures;

• compilations; and

• The InteliCo Standards, including ICS-001 – The Principles of Independent Intelligence and any subsequent standards.

Except for the limited licence expressly granted under these Terms, no intellectual property rights are transferred or licensed to the Subscriber.

34. Disclaimer

The Platform and all Intelligence Products are provided for general informational and analytical purposes.

Unless expressly stated otherwise, Platform Content does not constitute:

• legal advice;

• financial advice;

• investment advice;

• tax advice;

• accounting advice;

• regulatory advice;

• valuation advice;

• forensic opinion; or

• any other regulated professional service.

Subscribers remain solely responsible for evaluating Platform Content and obtaining independent professional advice appropriate to their circumstances.

Opinions expressed represent InteliCo's professional assessment of information available at the relevant publication date and may change where new evidence becomes available.

Nothing in the Platform should be interpreted as asserting unlawful conduct by any individual or organisation unless expressly stated and supported by the available evidence.

35. Limitation of Liability

To the fullest extent permitted by applicable law, InteliCo shall not be liable for any indirect, incidental, consequential, special or exemplary loss or damage arising from or relating to:

• use of the Platform;

• inability to access the Platform;

• reliance upon Intelligence Products;

• interruption of Platform services;

• cyber incidents;

• loss of business;

• loss of profits;

• loss of opportunity;

• loss of goodwill;

• loss of anticipated savings;

• corruption or loss of data; or

• decisions taken by Subscribers or third parties based upon Platform Content.

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

36. Indemnity

The Subscriber agrees to indemnify and keep indemnified InteliCo Group Ltd, its directors, officers, employees, contractors, consultants and agents against all claims, losses, liabilities, damages, costs and expenses (including reasonable legal costs) arising out of or in connection with:

• the Subscriber's breach of these Terms;

• misuse of the Platform;

• infringement of intellectual property rights;

• unlawful conduct by the Subscriber;

• unauthorised disclosure of confidential information; or

• use of the Platform contrary to applicable law.

37. Privacy and Data Protection

InteliCo processes personal information in accordance with its Privacy Policy and applicable data protection legislation.

Subscribers acknowledge that personal information may be processed for purposes including:

• account administration;

• subscriber authentication;

• payment processing;

• Platform operation;

• customer support;

• security monitoring;

• fraud prevention;

• legal compliance; and

• service improvement.

Subscribers are responsible for ensuring that any personal information uploaded to the Platform has been collected and disclosed lawfully.

38. Information Security

InteliCo maintains appropriate technical and organisational measures designed to protect the confidentiality, integrity and availability of the Platform.

While reasonable security measures are implemented, no internet-based service can be guaranteed to be completely secure.

Subscribers acknowledge that they also share responsibility for maintaining appropriate cyber security practices, including the protection of account credentials and authorised devices.

39. Force Majeure

InteliCo shall not be liable for any failure or delay in performing its obligations where such failure or delay results from circumstances beyond its reasonable control, including:

• natural disasters;

• fire;

• flood;

• epidemic or pandemic;

• war;

• terrorism;

• civil unrest;

• governmental action;

• labour disputes;

• interruption of telecommunications;

• cloud infrastructure failures;

• cyber attacks by third parties; or

• failures of utilities or critical suppliers.

Performance shall be suspended for the duration of the relevant event.

40. Governing Law and Jurisdiction

These Terms shall be governed by and construed in accordance with the laws of England and Wales.

Subject to any mandatory rights under applicable consumer legislation, the courts of England and Wales shall have exclusive jurisdiction to determine any dispute arising out of or in connection with these Terms.

41. General Provisions

Entire Agreement

These Terms, together with the documents expressly incorporated by reference, constitute the entire agreement between InteliCo and the Subscriber relating to the Platform.

Variation

InteliCo may amend these Terms from time to time. Material amendments will be published on the Platform and, where appropriate, notified to Subscribers.

Continued use of the Platform following the effective date of amended Terms constitutes acceptance of those amendments.

Assignment

Subscribers may not assign or transfer their rights or obligations under these Terms without InteliCo's prior written consent.

InteliCo may assign or transfer its rights and obligations as part of a corporate reorganisation, business sale or other lawful transaction.

Waiver

No failure or delay by either party in exercising any right shall constitute a waiver of that right.

Severability

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

Third Party Rights

Except where expressly stated, no person who is not a party to these Terms shall have any right to enforce any provision under the Contracts (Rights of Third Parties) Act 1999.

Electronic Acceptance

Subscribers acknowledge that acceptance of these Terms by electronic means, including by clicking an acceptance button or creating an account, constitutes a legally binding agreement.

42. Contact Details

Questions regarding these Platform Terms & Conditions should be directed to:

InteliCo Group Ltd

Email: legal@intelicogroup.co.uk (or such other legal contact address as InteliCo may publish from time to time)

Website: intelico.ai

Document Control

Document: Platform Terms & Conditions
Reference: ILS-002
Version: 1.0
Status: Public
Owner: InteliCo Group Ltd
Approved by: Board of Directors
Review Frequency: Annual, or earlier where required by changes in law, technology or business operations.