Terms of Service

These Terms of Service form a legally binding agreement between you and AICE Technology Ltd governing your use of the Flero platform. Please read them carefully.

Company Registration Details

AICE Technology Ltd is registered in England and Wales under the provisions of the Companies Act 2006 and the Electronic Commerce (EC Directive) Regulations 2002 (as amended).

• Company Name: AICE Technology Ltd
• Registration Number: 16417554 (Companies House)
• Registered Office: The Carriage House, Mill Street, Maidstone, Kent, United Kingdom, ME15 6YE
• Website: flero.ai
• Contact: contact@flero.ai
• VAT Number: 492655946

1. Agreement to Terms

1.1 Acceptance

These Terms of Service (the “Terms”) form a legally binding agreement between you and AICE Technology Ltd (the “Company”, “we”, “us” or “our”) governing your use of the Flero platform (the “Service”).

You accept these Terms by ticking the acceptance box presented during account registration or at checkout. If you do not accept these Terms, you must not register for or use the Service. Where you accept these Terms on behalf of an organisation, you confirm that you have authority to bind that organisation, and “you” refers to that organisation.

1.2 Governing Law and Jurisdiction

These Terms are governed by the laws of England and Wales, and the courts of England and Wales have exclusive jurisdiction over any dispute arising from them.

If you are a Consumer resident outside England and Wales, nothing in this clause deprives you of the protection of any mandatory provisions of the law of your country of residence, and you may bring proceedings in the courts of that country where the law allows.

2. Definitions

3. Account Registration and Security

3.1 Account Creation

To use the Service you must create an Account with accurate, current and complete information, and keep that information up to date. You represent that all information you provide is true and lawful.

3.2 Access Control and Authentication

You are responsible for maintaining the confidentiality of your Account credentials and for implementing appropriate security measures, including use of the multi-factor authentication features the Service provides. The Company implements industry-standard security practices, including encryption in transit and at rest and regular security audits. However, no system is completely secure and we cannot guarantee absolute security.

3.3 Account Responsibility

You are responsible for all activity conducted through your Account and Workspace, including activity by Users you invite. You must notify us promptly at contact@flero.ai of any unauthorised access to or use of your Account. The Company is not liable for loss arising from unauthorised use of your Account where that use results from your failure to maintain reasonable Account security.

4. Service Description and Deployment Options

4.1 Service Overview

Flero is a visual, no-code workflow automation platform. It enables you to design, run and monitor automated Workflows that connect enterprise applications and APIs through a drag-and-drop interface, without writing code.

4.2 Cloud Service

Where the Company makes the Cloud Service available, the Company hosts and manages the Flero instance on its infrastructure and you access it through a web interface. The Company is responsible for infrastructure maintenance and security of the Cloud Service. The Cloud Service is offered on the Community and Professional tiers.

Note: The Cloud Service is not yet generally available. Clauses referring to it take effect on the date the Company launches it. Until then, references to the Cloud Service should be read as describing the intended offering.

4.3 Self-Hosted Instances (Enterprise only)

Self-hosting is available only to Enterprise customers under a separate Enterprise agreement. Where you operate a Self-Hosted Instance, you are solely responsible for the infrastructure, its maintenance, availability, security, backup and regulatory compliance. The Company supplies the Proprietary Software as container images or compiled binaries only, together with documentation and the support level agreed with you. Service levels for Self-Hosted Instances are as set out in your Enterprise agreement and not in clause 14.2.

4.4 Enterprise Deployment

Enterprise customers may receive custom deployment configurations, dedicated infrastructure, bespoke service levels and enhanced support. Those terms are negotiated separately and, where they conflict with these Terms, the Enterprise agreement prevails.

4.5 Embedded Package

You may embed Flero functionality within your own application only under a separate Embedded Package licence and on payment of the applicable fees. Embedding without such a licence is prohibited under clause 5.5.

4.6 Marketplace

The Company intends to operate a marketplace through which Connectors, Nodes, templates and plugins may be distributed. Clauses 5.7 and 7.4 take effect on the date the Company launches the marketplace.

5. Licensing

5.1 Proprietary, Closed-Source Software

The Proprietary Software is closed source. It is licensed to you, not sold, and the Company and its licensors retain all right, title and interest in it. No source code is provided, and nothing in these Terms grants you any right to receive, access or derive the source code.

5.2 Community Tier

The Community tier is provided free of charge on the Cloud Service. It is licensed for your personal use or your own internal business purposes only. You may not use the Community tier to provide services to, or perform work for, third parties for a fee, or otherwise to generate revenue. Commercial exploitation of any kind requires a paid Subscription or a separate licence from the Company.

5.3 Paid Subscription Tiers

The Professional and Enterprise tiers provide access to additional functionality, higher usage allowances and enhanced support. Subscriptions are billed monthly or annually as selected at checkout, in pounds sterling (GBP) or United States dollars (USD) depending on the currency you select. The currency selected at purchase applies for the duration of the Subscription term.

5.4 Licence Grant

Subject to your compliance with these Terms and payment of all applicable fees, the Company grants you a limited, non-exclusive, non-transferable, non-sublicensable and revocable licence to access and use the Service for the duration of your Subscription term, at the tier you have purchased.

5.5 Restrictions

Except with the Company’s prior written permission and under an appropriate paid licence, you must not:

• host, operate, resell, sublicense, rent or otherwise provide the Service or the Proprietary Software to any third party as a service;
• use the Service to build, operate or deliver Workflows or automation services for clients or other third parties for a fee;
• embed or incorporate the Service or the Proprietary Software into any product or application you distribute or make available to others;
• remove, obscure, replace or alter any Flero branding, proprietary notices or marks, or otherwise white-label the Service;
• copy, modify, translate or create derivative works of the Proprietary Software;
• reverse engineer, decompile or disassemble the Proprietary Software, or attempt to derive its source code, except to the extent such restriction is prohibited by applicable law; or
• redistribute, publish or make available the container images, binaries or any other component of the Proprietary Software.

5.6 Embedded Package Licence

The Embedded Package permits integration of Flero within your own application. It is subject to a separate written licence agreement and payment of the applicable fees, and to your compliance with the licence terms of any Third-Party Components.

5.7 Marketplace Contributions

Where the Company operates a marketplace and you choose to publish Connectors, Nodes or templates to it, you grant the Company a non-exclusive, worldwide, royalty-free licence to host, reproduce, distribute and display your contribution for the purpose of operating the marketplace, together with the right to remove it at any time. You retain ownership of your contribution and may withdraw it from future distribution on reasonable notice. The Company may set guidelines, security requirements and quality standards for contributions.

6. Acceptable Use

You must not use the Service for any unlawful purpose or in breach of any applicable law or regulation. In particular, you must not:

• engage in illegal activity or infringe the rights of others;
• attempt to gain unauthorised access to the Service, to another customer’s Workspace, or to any Customer Data that is not yours;
• deploy or transmit malware, viruses, ransomware or other harmful code;
• use the Service to send unsolicited bulk communications or to harvest personal data unlawfully;
• use the Service for high-risk activities including medical device control, nuclear facilities, air traffic control or other systems where failure could lead to death, personal injury or severe environmental damage, without the Company’s explicit written authorisation;
• use the Service in breach of sanctions, export controls or data protection law; or
• resell or redistribute the Service other than as permitted under clause 5.

6.1 Additional Rules for the Cloud Service

The Cloud Service executes code you supply, including Code Nodes running as separate processes with defined memory and execution-time limits. When using the Cloud Service you must not:

• perform cryptocurrency mining, distributed computing, or any activity whose principal purpose is to consume computing resources rather than to operate a genuine Workflow;
• attempt to circumvent, disable or escape the sandbox, resource caps, execution timeouts, rate limits or tenant isolation controls;
• consume compute, storage, bandwidth or execution volumes materially in excess of the fair-use allowances for your tier, as published by the Company from time to time;
• use the Service to conduct penetration testing, vulnerability scanning or load testing against the Service or any third party without the Company’s prior written consent;
• use the built-in AI functionality to generate, store or distribute unlawful content, including content that is defamatory, harassing, sexually exploitative of minors, or that infringes intellectual property rights; or
• use the Service in a way that impairs, overburdens or degrades the Service or its availability to other customers.

Where you exceed fair-use allowances, the Company will normally contact you to agree an appropriate tier or usage arrangement before taking any restrictive action, except where immediate action is necessary to protect the Service or other customers.

6.2 Monitoring and Enforcement

The Company monitors the Cloud Service for breaches of this clause 6 and may throttle, suspend or terminate Accounts and Workflows in response to suspected unlawful or unauthorised use. Where practicable we will give you reasonable notice and an opportunity to remedy the breach first, but we may act immediately where there is a risk to the security, integrity or availability of the Service, to other customers, or of harm to third parties.

7. Intellectual Property Rights

7.1 Company Intellectual Property

The Company retains all intellectual property rights in the Service and the Proprietary Software, including all source code, object code, Connectors, Nodes, documentation, designs, trade marks and branding. You receive only the limited licence set out in clause 5.4.

7.2 Third-Party Components

The Service incorporates Third-Party Components, including open source software, which are licensed under their own terms. Your use of those components is governed by their respective licences and not by these Terms, and nothing in these Terms limits any rights you have under them. The Company will provide a bill of materials identifying the Third-Party Components and their licensing information on written request to contact@flero.ai.

7.3 Customer Data and Workflows

You retain all intellectual property rights in your Customer Data, your Workflows and your custom configurations. The Company claims no ownership of them.

You grant the Company a limited, non-exclusive licence to host, copy, transmit and process your Customer Data solely to the extent necessary to deliver, secure, support and improve the Service. Where the Company uses data to improve the Service, it will do so using aggregated or anonymised data only.

The Company does not use your Customer Data, your Workflows or your Workspace content to train artificial intelligence or machine learning models, and does not disclose them to any third party for that purpose.

Credentials that you supply in order to connect Third-Party Services form part of your Customer Data. Clause 9.6 sets out how the Company handles those credentials and where responsibility lies between us.

7.4 Custom Nodes and Connectors

You retain intellectual property rights in any custom Nodes and Connectors you create. If you publish them to the marketplace, the licence in clause 5.7 applies.

7.5 Feedback

If you provide feedback, suggestions or ideas about the Service, the Company may use them freely without obligation, compensation or attribution to you.

7.6 Infringement Claims

If you believe the Service infringes your intellectual property rights, contact us at contact@flero.ai with sufficient detail to identify the material and the right concerned. The Company will investigate in good faith and take appropriate action in respect of verified claims.

8. Payment Terms

8.1 Fees, Currency and VAT

Subscription fees are charged at the rate and in the currency (GBP or USD) selected at checkout. Billing occurs on the renewal date, monthly or annually according to your selection.

The Company is registered for VAT (VAT Number: 492655946) and VAT is charged on fees at the applicable rate where required by law. All fees are stated exclusive of VAT unless otherwise indicated at checkout.

8.2 Billing and Payment Methods

Payments are processed through our payment processor. You authorise the Company to charge your selected payment method automatically on each renewal date. If a payment fails we will attempt collection up to three times and notify you. If all attempts fail, your Account may be suspended and, if the failure is not remedied, terminated.

8.3 Changes to Fees

The Company may change its fees. We will give you at least 30 days’ written notice before any change takes effect, and the change will apply only from your next renewal date. If you do not accept the new fees you may cancel your Subscription before the renewal date in accordance with clause 12, and the existing fees will apply until the end of your current billing period.

8.4 Refunds

Except as required by law or as set out in clause 11, Subscription fees are non-refundable. Consumers’ statutory cancellation rights are set out in clause 11.

8.5 Invoices and Records

Invoices are generated automatically and made available in your Account. The Company maintains records of all transactions for tax and audit purposes.

8.6 Late Payment

Accounts with outstanding payments may be suspended. Where the Late Payment of Commercial Debts (Interest) Act 1998 applies, the Company may charge interest and statutory compensation on overdue amounts at the rate provided by that Act. This clause does not apply to Consumers.

9. Data, Privacy and Third-Party Services

9.1 Data Ownership

You retain all rights in your Customer Data. The Company processes it to provide the Service and for legitimate interests including security, fraud prevention and service integrity, as set out in clause 7.3 and our Privacy Policy.

9.2 Cloud Service: roles and responsibilities

Where you use the Cloud Service and your Customer Data includes Personal Data, you are the controller and the Company acts as your processor. The Company processes Personal Data in accordance with the UK GDPR and the Data Protection Act 2018, and only on your documented instructions. Our Data Processing Agreement sets out the detailed processing terms, including sub-processors, international transfers, security measures and personal data breach notification, and forms part of these Terms.

9.3 Self-Hosted Instances: roles and responsibilities

Where you operate a Self-Hosted Instance, your Customer Data resides entirely on infrastructure you control. The Company has no access to it and does not process it. You are the sole controller and are solely responsible for the security, availability, lawful processing, retention and deletion of that data, and for meeting your own obligations under data protection law. The Company acts as a processor only in respect of any limited data you separately provide to us, such as licensing, billing and support information.

9.4 Data Retention

For the Cloud Service, Personal Data is retained for the duration of your Subscription and for a reasonable period afterwards, ordinarily 90 days, to allow for reactivation, to meet legal obligations and to resolve disputes. You may request deletion of your data at any time, subject to any retention we are legally required to apply. See clause 15.5 for data export on termination.

9.5 Cookies

Our Cookie Policy describes the cookies and similar technologies we use and how you may manage them.

9.6 Third-Party Services and Credentials

(a) Connections you configure. The Service enables you to connect Third-Party Services by supplying credentials such as API keys, access tokens and OAuth authorisations. Any relationship between you and a Third-Party Service is directly between you and that provider and is governed by that provider’s own terms.

(b) We do not control your third-party accounts. The Company does not own, operate or control your accounts with any Third-Party Service. We cannot access, administer, configure, suspend or restore them, and we are not responsible for their availability, security, performance, functionality, pricing, usage limits, changes to their terms, or their discontinuation. If a provider suspends, restricts, rate-limits or terminates your account, including as a result of activity generated through the Service, that is a matter between you and that provider.

(c) Charges you incur. You are solely responsible for all fees, subscription costs, usage charges, credits, tokens and overage amounts incurred at any Third-Party Service through your use of the Service, including charges arising from Workflows that run automatically, repeatedly, unexpectedly or in error. By way of example, a Workflow that calls a metered artificial intelligence or messaging API may consume credits or incur charges at a rate determined by that provider. The Company has no liability for any such charges. You are responsible for configuring your own spending limits, quotas, budgets and alerts with each provider, and for testing your Workflows before running them at scale.

(d) How we handle your credentials. Credentials you supply are encrypted at rest, are redacted from logs and diagnostic output, and are used only to execute the Workflows you configure and to maintain the connections you have authorised. We do not use your credentials for any other purpose and do not disclose them to third parties except as necessary to connect to the Third-Party Service you have selected. You remain responsible for the scope of access you grant, and we recommend granting the minimum permissions your Workflow requires and rotating credentials periodically. You must notify us at contact@flero.ai and the relevant provider promptly if you believe a credential has been compromised.

(e) Compliance with third-party terms. You must comply with the terms of use, acceptable use policies and rate limits of every Third-Party Service you connect, and you must not use the Service to breach them. You are responsible for holding all licences, subscriptions and authorisations required for your use of each Third-Party Service.

(f) Changes to Third-Party Services. Clause 14.6 sets out the position where a Third-Party Service changes or withdraws its API.

10. Limitation of Liability and Indemnities

10.1 Liability we never exclude

Nothing in these Terms excludes or limits our liability for:

• death or personal injury caused by our negligence or breach of statutory duty;
• fraud or fraudulent misrepresentation; or
• any liability that cannot lawfully be excluded or limited, including under the Consumer Rights Act 2015 and the Unfair Contract Terms Act 1977.

10.2 General cap

Subject to clause 10.1, the Company’s total aggregate liability arising out of or in connection with these Terms or your use of the Service shall not exceed the total fees paid by you to the Company in the 12 months immediately preceding the event giving rise to the claim.

10.3 Customer-directed actions and third-party systems

The Service executes the Workflows you design and the instructions you configure. You are responsible for the design, testing and consequences of your Workflows.

Accordingly, and subject to clause 10.1, the Company is not liable for any loss, corruption, deletion, disclosure or alteration of data held in any third-party system connected to the Service where that outcome results from a Workflow, Node, credential or instruction you configured, or from the operation, unavailability or error of that third-party system. By way of example, if a Workflow you build deletes or overwrites records in a connected third-party application, that is your responsibility and not ours.

This exclusion does not apply to Customer Data stored within the Cloud Service itself, such as your Workflows, credentials, execution history and Workspace content. Our liability for loss of or damage to that data is limited in accordance with clause 10.2 rather than excluded, and we will maintain backup and restoration procedures for the Cloud Service in accordance with clause 14.4.

Fees and usage charges incurred at Third-Party Services are dealt with in clause 9.6(c), and changes to Third-Party Services in clause 14.6.

10.4 Excluded losses

Subject to clause 10.1 and clause 10.3, the Company is not liable for indirect, incidental, special, consequential or punitive losses, or for loss of profits, revenue, anticipated savings, goodwill or business opportunity, even if advised of the possibility of such losses.

10.5 Reasonableness (Business Customers)

For Business Customers, the parties agree that the allocation of risk in this clause 10 is reasonable, having regard to the fees payable, the nature of the Service, the customer’s control over its own Workflows and third-party systems, and the availability to the customer of insurance and of its own backup arrangements.

10.6 Your indemnity to us

You agree to indemnify the Company against claims, damages and reasonable costs (including legal fees) arising from: (a) your breach of these Terms; (b) your use of the Service in breach of applicable law; or (c) any claim that your Customer Data or Workflows infringe a third party’s rights.

10.7 Our intellectual property indemnity (paid tiers)

If you are on a paid tier, the Company will defend you against any third-party claim that your permitted use of the Service infringes that third party’s intellectual property rights, and will pay any damages finally awarded or agreed in settlement, provided that you notify us promptly, give us sole control of the defence and settlement, and provide reasonable assistance.

This indemnity does not apply to claims arising from: (a) your Customer Data or Workflows; (b) modifications to the Service not made by the Company; (c) combination of the Service with products, data or services not supplied by the Company, where the claim would not have arisen without that combination; (d) use of the Service in breach of these Terms or after notice to cease; or (e) use of the Community tier, which is provided free of charge and carries no indemnity.

The Company’s liability under this clause 10.7 is subject to the cap in clause 10.2. If the Service becomes, or in the Company’s opinion is likely to become, subject to such a claim, the Company may at its option procure the right for you to continue using it, modify or replace it so it is non-infringing, or terminate the affected Subscription and refund fees paid for the unexpired term. This clause states your sole remedy for intellectual property infringement by the Service.

11. Consumer Rights and Cancellation

This clause 11 applies only if you are a Consumer. It sets out rights you have under the Consumer Contracts (Information, Cancellation and Additional Charges) Regulations 2013 and the Consumer Rights Act 2015, which are in addition to and unaffected by the rest of these Terms.

11.1 14-day cancellation right

You have the right to cancel within 14 calendar days of entering into the contract, without giving a reason and without penalty.

11.2 Starting the Service within the 14-day period

The Service is supplied as a digital service. If you ask us to start supplying it within the 14-day cancellation period, you keep your right to cancel, but you must pay for the service actually provided up to the point you tell us you are cancelling. We will refund the balance.

You will lose the right to cancel altogether only where the supply of digital content has been fully performed within the cancellation period and you gave both your express prior consent to that and an acknowledgement that you would lose your right to cancel. At checkout we will present a clear statement to that effect and record your consent separately from your acceptance of these Terms.

11.3 How to cancel

To cancel, tell us clearly within the 14-day period. You may use the cancellation option in your Account dashboard, complete our online cancellation form, or email contact@flero.ai from your registered address with your Account details. You may use the model cancellation form set out in the 2013 Regulations, but you do not have to.

11.4 Effect of cancellation

On valid cancellation we will stop providing the Service and refund the fees you have paid, less a proportionate deduction for the service supplied up to the moment you cancelled, as described in clause 11.2. We will make the refund using the same payment method you used, within 14 calendar days of being informed of your decision.

11.5 Unfair trading

We comply with the Digital Markets, Competition and Consumers Act 2024, which replaced the Consumer Protection from Unfair Trading Regulations 2008, and we will not engage in misleading or aggressive commercial practices. You may complain to your local Trading Standards service, and you may also use the complaints route in clause 16.10.

12. Subscription Renewal and Cancellation

12.1 Renewal reminders

We will send a clear reminder to your registered email address at least 14 calendar days before your Subscription renews. For annual Subscriptions we will also send a reminder before each annual renewal. Each reminder will state the renewal date, the amount to be charged, how to cancel before renewal, and that we will charge your payment method unless you cancel.

12.2 Cancelling is as easy as subscribing

You may cancel at any time, by any of the following routes, and we will not require you to give a reason or complete a questionnaire:

• through your Account dashboard, in no more steps than it took to subscribe;
• by emailing contact@flero.ai; or
• by submitting our online cancellation form.

We will send you confirmation of cancellation without undue delay.

12.3 When cancellation takes effect

Unless you are exercising a statutory cancellation right under clause 11, cancellation takes effect at the end of your current billing period. Your Subscription will not renew, you keep access to the Service until the end of that period, and no refund is due for the current period. You may also ask us to end your access immediately, in which case no refund is due for the remainder of the period.

12.4 Automatic renewal

By purchasing a Subscription you consent to automatic renewal at the end of each billing period unless cancelled. You may withdraw that consent at any time using clause 12.2.

13. Contract Formation

13.1 Steps to conclude the contract

When you purchase a Subscription: (1) you select your tier, currency and billing frequency; (2) you enter your Account and payment details; (3) you review the order summary and these Terms; (4) you give explicit consent by ticking the acceptance box and clicking “Purchase” or “Confirm”; and (5) we send an order confirmation by email with your Subscription details and invoice. The contract is concluded when we send that confirmation.

13.2 Filing and access

A copy of these Terms and your Subscription details are stored in your Account dashboard for the duration of your Subscription and for six years afterwards, in line with our statutory record-keeping obligations. You may download, print or save them at any time.

13.3 Correcting input errors

Before you submit your order you can edit your tier, currency and billing frequency, review and correct your Account details, view the full order summary, and review these Terms. If you spot an error after submitting, contact contact@flero.ai as soon as possible and we will correct it in good faith and adjust billing where appropriate. This does not affect your statutory rights under clause 11.

13.4 Language

These Terms and all contractual communications are in English.

14. Service Performance and Standards

14.1 Reasonable care and skill

The Company will supply the Service with reasonable care and skill, in accordance with the Consumer Rights Act 2015 for Consumers and the Supply of Goods and Services Act 1982 for Business Customers.

14.2 Availability of the Cloud Service

From the date the Cloud Service becomes generally available, the Company will use reasonable endeavours to maintain 99.5% uptime, measured monthly and excluding scheduled maintenance. Scheduled maintenance will be notified at least 48 hours in advance. Emergency maintenance may be carried out without notice where necessary to address a critical security or stability issue.

This clause does not apply to Self-Hosted Instances, whose availability is your responsibility, or to any beta, preview or early-access feature, which is provided “as is” and without any availability commitment. Service levels for Enterprise customers are as set out in their Enterprise agreement.

14.3 Support and maintenance

Support is provided at the level applicable to your tier, as published by the Company from time to time. The Company will use reasonable endeavours to respond to support requests promptly, and will provide security updates and fixes for critical defects without undue delay. The Community tier is supported on a best-efforts basis. Enterprise customers may agree bespoke support and service level terms.

14.4 Backups

For the Cloud Service, the Company maintains regular automated backups and documented restoration procedures. Backups are not a substitute for your own records, and you remain responsible for exporting and retaining copies of Workflows and data that are business-critical to you.

14.5 Fitness for a particular purpose

The Company does not warrant that the Service is suitable for any particular purpose beyond its general capabilities as described in the documentation. You are responsible for satisfying yourself that the Service meets your requirements.

14.6 Changes to Third-Party Services

Connectors depend on interfaces operated by third parties, which may be changed, deprecated, rate-limited or withdrawn without notice to the Company. The Company does not warrant that any Connector will remain compatible with a Third-Party Service, or that a Workflow depending on one will continue to operate. A Connector ceasing to function because of a change made by the provider is not a breach of these Terms. The Company will use reasonable endeavours to maintain and update Connectors for supported Third-Party Services, but does not guarantee that it will do so within any particular period, and may withdraw a Connector where a provider discontinues its API or where maintaining it is no longer reasonably practicable.

15. Term and Termination

15.1 Term

Your Subscription begins on the purchase date and renews automatically each billing period until cancelled under clause 12.

15.2 Termination by us for cause

The Company may suspend or terminate your Account immediately if you: (a) materially breach these Terms; (b) engage in unlawful activity; (c) fail to pay fees when due and do not remedy that within 14 days of notice; or (d) pose a security risk to the Service or to other customers. Where practicable we will give notice and an opportunity to remedy first.

15.3 Termination by us for convenience

The Company may terminate these Terms or discontinue the Service on 30 days’ written notice. In that event we will stop charging you, refund fees paid for any unexpired portion of your term, and provide the data export described in clause 15.5.

15.4 Effect of termination

On termination: (a) your licence under clause 5.4 ends; (b) any outstanding fees become due; (c) your access to the Service ends in accordance with clause 15.5; and (d) clauses which by their nature should survive, including clauses 7, 10, 16.3 and 16.5, continue in force.

15.5 Data export and deletion

Except where your Account is terminated for cause under clause 15.2, you will retain the ability to log in and export your Workflows and Customer Data in a standard, machine-readable format for 30 days following termination. After that period your access ends and the Company will delete your Customer Data within 90 days, unless we are required by law to retain it. If your Account is terminated for cause, we will still provide an export on written request made within 30 days.

16. General Provisions

16.1 Entire agreement

These Terms, together with our Privacy Policy, Cookie Policy, Data Processing Agreement and any Enterprise or Embedded Package agreement, form the entire agreement between you and the Company and supersede all prior agreements and understandings on the subject.

16.2 Changes to these Terms

The Company may amend these Terms. We will give at least 30 days’ written notice of any material change, by email and by posting the revised version at flero.ai. If you do not accept a material change you may cancel your Subscription before it takes effect, and we will refund fees paid for any unexpired portion of your term. Continued use after the change takes effect constitutes acceptance. Non-material changes, such as corrections and clarifications, may be made on notice by posting.

16.3 Governing law and jurisdiction

As set out in clause 1.2, these Terms are governed by the laws of England and Wales, and the courts of England and Wales have exclusive jurisdiction, subject to the protections available to Consumers resident elsewhere.

16.4 Force majeure

The Company is not liable for any failure or delay in performing its obligations caused by events beyond its reasonable control, including acts of God, fire, flood, epidemic, war, terrorism, civil unrest, industrial action, government action, failure of public telecommunications or internet infrastructure, cyber-attack, or the failure or unavailability of a third-party hosting, payment or connectivity provider. Where such an event continues for more than 30 consecutive days, either party may terminate the affected Subscription on written notice and the Company will refund fees paid for the unexpired term. This clause does not excuse any obligation to pay sums already due.

16.5 Confidentiality

Each party may receive information from the other that is marked confidential or that a reasonable person would understand to be confidential, including in the Company’s case the Proprietary Software, its architecture and its non-public documentation. Each party will keep the other’s confidential information secret, use it only for the purposes of these Terms, and disclose it only to those of its personnel and advisers who need it and are under equivalent obligations. These obligations continue for five years after termination and do not apply to information that is or becomes public through no breach, was lawfully known beforehand, is independently developed, or must be disclosed by law or court order, provided the disclosing party is notified where lawful to do so.

16.6 Severability

If any provision is held invalid or unenforceable, it will be severed or read down to the minimum extent necessary, and the remaining provisions will continue in full force.

16.7 Waiver

A failure to enforce any right or provision is not a waiver of it. Any waiver must be in writing and signed by an authorised representative of the Company.

16.8 Assignment

You may not assign your rights or obligations under these Terms without our prior written consent. The Company may assign or novate these Terms to a successor in connection with a merger, acquisition or sale of assets, on written notice to you. Any purported assignment in breach of this clause is void.

16.9 Third party rights

A person who is not a party to these Terms has no right under the Contracts (Rights of Third Parties) Act 1999 to enforce any of its provisions. This does not affect any right or remedy that exists apart from that Act.

16.10 Complaints

If you are unhappy with the Service, please contact contact@flero.ai with the details. We aim to acknowledge complaints within 5 business days and to resolve them within 30 days. If we cannot resolve your complaint and you are a Consumer, you may be able to refer it to an alternative dispute resolution provider or to your local Trading Standards service. Nothing in this clause affects your right to bring court proceedings.

16.11 Notices

Notices must be in writing. You may send notices to contact@flero.ai or by post to our registered office. We may send notices to your registered email address or by posting them in your Account. Notices are effective on receipt if sent by email, or three business days after posting if sent by post.

16.12 Contact information

For questions, concerns or notices about these Terms:

• Company: AICE Technology Ltd
• Email: contact@flero.ai
• Website: flero.ai
• Registered Office: The Carriage House, Mill Street, Maidstone, Kent, United Kingdom, ME15 6YE
• Registration Number: 16417554
• VAT Number: 492655946

16.13 Accessibility

If you need these Terms in an alternative format for accessibility reasons, contact contact@flero.ai and we will provide one.

AICE Technology Ltd  |  Registered in England & Wales  |  Company Number 16417554
The Carriage House, Mill Street, Maidstone, Kent, ME15 6YE  |  flero.ai