End User Licence Agreement

1. Definitions and Interpretation

1.1 Definitions

In this Agreement, unless the context otherwise requires:

• "Licensor" means Truethinks Ltd, a company registered in England and Wales
• "Licensee" or "You" means the individual or entity using the Software
• "Software" means the Productrue platform, including all components, updates, and documentation
• "Services" means the SaaS services provided through the Software
• "User Data" means any data uploaded or created by you within the Software
• "Subscription" means your paid access to the Software and Services

2. Grant of Licence

2.1 Licence Grant

Subject to the terms of this Agreement and payment of applicable fees, the Licensor grants you a limited, non-exclusive, non-transferable, revocable licence to access and use the Software for your internal business purposes.

2.2 Scope of Licence

Permitted Uses	Status
Access and use the Software via web browser	Allowed
Upload, store, and manage your business data	Allowed
Create, edit, and share catalogues	Allowed
Export your data in supported formats	Allowed
Use API access (where subscription permits)	Allowed
Invite team members (within subscription limits)	Allowed

2.3 Licence Restrictions

Prohibited Activities	Status
Reverse engineer, decompile, or disassemble the Software	Prohibited
Copy, modify, or create derivative works	Prohibited
Sublicence, rent, lease, or transfer the Software	Prohibited
Remove or alter proprietary notices	Prohibited
Use automated tools for excessive data extraction	Prohibited
Attempt to circumvent security measures	Prohibited
Use the Software for unlawful purposes	Prohibited

3. Intellectual Property Rights

3.1 Ownership

The Software, including all intellectual property rights therein, is and shall remain the exclusive property of Truethinks Ltd. This Agreement does not transfer any ownership rights to you.

3.2 Your Data

You retain all ownership rights to User Data you upload to the Software. By uploading User Data, you grant us a limited licence to host, store, process, and display such data solely for the purpose of providing the Services.

3.3 Feedback

Any suggestions, ideas, or feedback you provide regarding the Software may be used by us without obligation to you.

4. Subscription and Payment

4.1 Subscription Plans

Access to the Software requires an active subscription. Available plans and pricing are detailed on our website. Your subscription determines:

• Number of users permitted
• Storage limits
• Feature availability
• API access and limits

4.2 Payment Terms

• Fees are payable in advance (monthly or annually)
• All prices are in GBP and exclusive of VAT
• Subscriptions automatically renew unless cancelled
• We reserve the right to modify pricing with 30 days' notice

4.3 Consumer Rights

In accordance with the Consumer Contracts Regulations 2013, you have a 14-day cooling-off period from the date of purchase to cancel and receive a full refund, provided you have not substantially used the Services.

5. Service Level

5.1 Availability

We aim to maintain 99.9% uptime for the Software. Scheduled maintenance will be notified in advance where practicable.

5.2 Support

• Email support: Response within 24 business hours
• Documentation: Available 24/7 at docs.productrue.com
• Priority support available on higher-tier plans

5.3 Updates

The Software may be updated periodically. Updates may add, modify, or remove features. Continued use after updates constitutes acceptance of changes.

6. Data Protection and Security

6.1 Data Processing

We process personal data in accordance with UK GDPR and our Privacy Policy. We act as a data processor for User Data you upload.

6.2 Security Measures

We implement appropriate technical and organisational measures to protect your data, including:

• Encryption in transit (TLS) and at rest (AES-256)
• Access controls and authentication
• Regular security audits
• Secure data centres within the UK/EEA

6.3 Data Export

You may export your User Data at any time in standard formats (CSV, Excel, JSON). Upon termination, data will be available for export for 30 days.

7. Warranties and Disclaimers

7.1 Limited Warranty

We warrant that the Software will perform substantially in accordance with its documentation. This warranty does not apply to issues caused by:

• Your equipment or internet connection
• Third-party software or services
• Unauthorised modifications or misuse
• Factors outside our reasonable control

7.2 Disclaimer

To the maximum extent permitted by law, the Software is provided "as is" without warranties of any kind, express or implied, including but not limited to implied warranties of merchantability, fitness for a particular purpose, and non-infringement.

7.3 Consumer Rights

Nothing in this section affects your statutory rights under the Consumer Rights Act 2015.

8. Limitation of Liability

8.1 Exclusions

To the maximum extent permitted by law, we shall not be liable for:

• Indirect, incidental, special, consequential, or punitive damages
• Loss of profits, revenue, data, or business opportunities
• Cost of procurement of substitute services
• Events beyond our reasonable control (force majeure)

8.2 Liability Cap

Our total aggregate liability under this Agreement shall not exceed the greater of:

• The amount paid by you in the 12 months preceding the claim; or
• £100 (one hundred pounds sterling)

8.3 Exceptions

Nothing in this Agreement limits liability for:

• Death or personal injury caused by negligence
• Fraud or fraudulent misrepresentation
• Any liability that cannot be excluded by law

9. Term and Termination

9.1 Term

This Agreement commences when you first access the Software and continues until terminated.

9.2 Termination by You

You may terminate this Agreement at any time by:

• Cancelling your subscription through account settings
• Contacting our support team

9.3 Termination by Us

We may suspend or terminate your access if you:

• Breach any term of this Agreement
• Fail to pay applicable fees
• Use the Software for illegal purposes
• Pose a security risk to our systems or other users

9.4 Effect of Termination

Upon termination:

• Your licence to use the Software immediately terminates
• You may export your User Data within 30 days
• After 30 days, your User Data will be permanently deleted
• Provisions that should survive termination shall continue

10. Changes to this Agreement

We may update this EULA from time to time. Material changes will be notified via email or through the Software at least 30 days before taking effect. Continued use after changes indicates acceptance.

11. Governing Law and Disputes

11.1 Governing Law

This Agreement is governed by the laws of England and Wales.

11.2 Jurisdiction

Any disputes shall be subject to the exclusive jurisdiction of the courts of England and Wales.

11.3 Consumer Rights

If you are a consumer, you may also bring proceedings in the courts of your country of residence.

12. General Provisions

• Entire Agreement: This Agreement, together with our Terms of Use and Privacy Policy, constitutes the entire agreement between you and Truethinks Ltd
• Severability: If any provision is found invalid or unenforceable, the remaining provisions shall continue in effect
• Waiver: Failure to enforce any provision shall not constitute a waiver of that provision
• Assignment: You may not assign this Agreement without our prior written consent. We may assign this Agreement in connection with a merger, acquisition, or sale of assets
• Third-Party Rights: This Agreement does not confer any rights on third parties under the Contracts (Rights of Third Parties) Act 1999

13. Acceptance