Handles.org Terms of Service

Effective Date: 29/05/2025

These Terms of Service ("Terms") constitute a legally binding agreement between Handles Group Ltd, Suite 5 Manor House, 1 Macauley Rd, Broadstone, BH18 8AS, United Kingdom ("Handles, "we," "our," or "us") and the legal entity that registers for or otherwise accesses the Handles.org service ("Customer," "you," or "**your""). By creating an account, executing an Order Form, or otherwise using any Handles service, you accept and agree to be bound by these Terms on behalf of Customer. If you do not agree, do not access or use the Service.

BUSINESS USE ONLY. Handles.org is provided exclusively for business and professional use by enterprise organisations. It is not intended for consumers. UK consumer cancellation rights therefore do not apply.

1. Definitions

• "Affiliate" means any entity that Controls, is Controlled by, or is under common Control with a party.

• "Control" means direct or indirect ownership of more than 50 % of the voting interests of an entity.

• "Order Form" means any ordering document or online subscription flow referencing these Terms.

• "Service" means Handles.org’s proprietary software-as-a‑service social‑media operating system, its websites, dashboards, mobile applications, APIs, documentation, and any related services or deliverables.

• "Workspace" means the logical environment within the Service allocated to Customer and its Authorised Users.

• "Authorised User" means an individual employee, contractor, or agent of Customer who is invited to access the Workspace via their corporate email domain and authenticated through OAuth.

• "Third‑Party Platform" means any external social‑media or other platform whose API or services are integrated with or accessed via the Service.

• "Applicable Sanctions" means any trade, economic or financial sanctions laws, regulations, embargoes or restrictive measures administered or enforced by (i) the United Kingdom, (ii) the European Union, (iii) the United States (including OFAC), or (iv) any other jurisdiction in which Customer or Handles operates.

2. Eligibility & Account Registration

1. Business Entity. You represent that you are entering into these Terms on behalf of a business entity and have authority to bind that entity. Individuals under 18 years of age may not register.

2. Account Creation. Accounts are created through OAuth sign‑in using corporate‑issued email addresses. Handles may refuse registration or suspend access if the email domain does not correspond to an approved Customer Workspace.

3. Account Security. You are responsible for (i) ensuring that Authorised Users keep login credentials secure; (ii) promptly disabling access for any individual who is no longer authorised; and (iii) all activities that occur under your accounts.

3. Subscription Plans, Fees & Payment

1. Paid Service. The Service is offered on a paid subscription basis as specified in the applicable Order Form.

2. Billing & Payment Processor. All fees are payable in advance in the currency stated and will be charged via Stripe. You authorise us (and Stripe) to automatically charge all fees to the payment method you provide.

3. No Refunds. Except as expressly required by law or stated in an Order Form, all payments are non‑refundable and non‑cancellable.

4. Late Payments. Overdue amounts may accrue interest at 4 % per annum above the Bank of England base rate from the due date until paid.

4. Licence & Acceptable Use

1. Licence. Subject to full payment of fees, Handles grants Customer a limited, non‑exclusive, non‑transferable, non‑sublicensable right for Authorised Users to access and use the Service solely for Customer’s internal business operations during the Subscription Term.

2. Prohibited Conduct. You shall not (and shall ensure Authorised Users do not):
   a. access or use the Service if you, your Affiliate, or any controlling person is the subject of Applicable Sanctions;
   b. resell, copy, frame, mirror, or otherwise exploit the Service except as expressly permitted;
   c. interfere with or disrupt the integrity or performance of the Service or associated data;
   d. reverse‑engineer, decompile, or seek to extract source code;
   e. use any robot, spider, crawler, scraper, or other automated means to access the Service or Third‑Party Platforms via the Service.

3. Regulated & Restricted Activity. Handles may immediately suspend the Service (or specific Authorised Users) if we reasonably suspect violation of these Terms, sanctions laws, or any applicable law.

5. Intellectual Property

1. Ownership. Handles and its licensors retain all right, title and interest in and to the Service, including all software, technology, and trade marks ("Handles IP"). No rights are granted except as expressly provided.

2. Customer Data. As between the parties, Customer owns all data imported into or generated within its Workspace ("Customer Data"). Customer grants Handles a non‑exclusive, worldwide licence to host, process, transmit, and display Customer Data as necessary to provide the Service and to perform usage analytics and security monitoring.

3. Feedback. You grant Handles a perpetual, irrevocable, royalty‑free licence to use, modify, and incorporate into the Service any suggestions or feedback you provide.

6. Third‑Party Platforms & APIs

The Service may enable interactions with Third‑Party Platforms. You are solely responsible for complying with the terms of those platforms. Handles makes no warranties and accepts no liability for Third‑Party Platforms or for any changes in their APIs.

7. Support

Handles provides email support via support@handles.org and live chat (if enabled) during UK business hours (09:00–17:00, Monday–Friday, excluding UK public holidays). We endeavour to respond to support tickets within one UK business day but do not guarantee resolution times.

8. Data Protection & Privacy

1. Privacy Policy. Our collection and use of personal data is described in the Handles Privacy Policy ("Privacy Policy"), which is incorporated by reference.

2. Data Processing Addendum. To the extent we process personal data on your behalf as a processor, the Handles Data Processing Addendum ("DPA") shall apply and is incorporated by reference.

9. Disclaimers

1. No Warranties. The Service is provided “as is” and “as available” without warranties of any kind, whether express, implied, statutory or otherwise, including warranties of merchantability, fitness for a particular purpose, non‑infringement, or uninterrupted availability.

2. No Uptime Guarantee. While we aim for high availability, we do not warrant that the Service will be error‑free, secure, or continuously available.

10. Limitation of Liability

1. Indirect Losses. Neither party shall be liable for any indirect, consequential, special, exemplary or punitive damages, or for loss of profits, data, goodwill or business interruption, even if advised of the possibility of such damages.

2. Aggregate Cap. Each party’s total liability arising out of or in connection with the Service and these Terms shall not exceed (i) the total fees paid by Customer to Handles under these Terms in the twelve (12) months preceding the first incident giving rise to liability, or (ii) £10,000, whichever is greater.

3. Exceptions. The limitations above do not apply to (i) Customer’s payment obligations; (ii) either party’s wilful misconduct or fraud; or (iii) liability that cannot be lawfully limited.

11. Indemnification

Customer shall defend, indemnify, and hold harmless Handles, its Affiliates and their directors, officers, and employees from and against all claims, damages, losses, liabilities, costs and expenses (including reasonable legal fees) arising from or relating to (a) Customer’s or any Authorised User’s breach of these Terms or applicable law; or (b) Customer Data infringing any third‑party rights.

12. Suspension & Termination

1. Suspension. Handles may suspend access to the Service if (a) your payment is overdue, (b) we reasonably believe you or any Authorised User has violated these Terms or Applicable Sanctions, or (c) suspension is required by law.

2. Termination for Cause. Either party may terminate these Terms upon written notice if the other party materially breaches these Terms and fails to cure within thirty (30) days.

3. Effect of Termination. Upon termination, your licence ends and you must cease all use of the Service. Upon request, and subject to the DPA, Handles will make Customer Data available for export for thirty (30) days and will thereafter delete it in accordance with our standard retention schedule.

13. Changes to the Service & Terms

Handles may modify the Service or these Terms from time to time. For material changes, we will provide at least thirty (30) days’ notice via email or in‑app notification. Continued use of the Service after the effective date constitutes acceptance of the changes.

14. Governing Law & Jurisdiction

These Terms and any non‑contractual obligations arising out of or in connection with them are governed by the laws of England and Wales. The parties submit to the exclusive jurisdiction of the courts located in London, England.

15. Force Majeure

Neither party shall be liable for any delay or failure to perform due to circumstances beyond its reasonable control, including acts of God, flood, pandemic, war, terrorism, labour disputes, or disruption of telecommunications or power.

16. Assignment

Neither party may assign these Terms without the other party’s prior written consent, except that Handles may assign them in connection with a merger, reorganisation, or sale of all or substantially all of its assets.

17. Entire Agreement & Order of Precedence

These Terms, the Privacy Policy, the DPA, and any Order Form constitute the entire agreement between the parties and supersede all prior agreements, proposals, or representations. If there is a conflict, the Order Form prevails, followed by these Terms, then the DPA.

18. Notices

Notices under these Terms must be in writing and sent by (i) email to legal@handles.org (for notices to Handles) or to the email address on your Order Form (for notices to Customer); or (ii) registered post to the address first above (or as updated by a party). Email notices are deemed received on the first UK business day after sending.

19. Contact

Questions about these Terms? Please contact legal@handles.org.

© Handles Group Ltd, 2025. All rights reserved.