Terms of Service

1. Parties and acceptance

These Terms of Service ("Terms") form a legally binding agreement between Miles Austin trading as Nucleus HQ ("Nucleus HQ", "we", "us") and the organisation or individual ("Tenant", "you") accessing or using the Nucleus HQ CRM platform.

By creating an account or using the platform, you confirm that you have authority to bind the organisation to these Terms and that you accept them in full.

If you do not agree to these Terms, do not use the platform.

2. The platform

Nucleus HQ provides a hosted, multi-tenant CRM platform that enables businesses ("Tenants") to manage contacts, conversations, bookings, automations, funnels, and related business workflows. The platform may be white-labelled under the Tenant's own branding.

We grant you a non-exclusive, non-transferable, revocable licence to access and use the platform for your internal business purposes, subject to these Terms and payment of any applicable fees.

3. Account terms

• You must provide accurate and complete registration information and keep it up to date.
• You are responsible for maintaining the confidentiality of your account credentials and for all activity that occurs under your account.
• You must notify us immediately at support@nucleushq.app if you suspect unauthorised access.
• You may not share account credentials with individuals outside your organisation or assign your account to a third party without our written consent.
• You must be at least 18 years of age to use the platform.

4. Acceptable use

You agree not to use the platform to:

• Violate any applicable law or regulation, including data protection, anti-spam, or consumer protection laws
• Send unsolicited commercial communications without a valid legal basis
• Upload or transmit malicious code, viruses, or any software designed to damage or interfere with the platform or third-party systems
• Attempt to gain unauthorised access to other tenants' data, our infrastructure, or any connected systems
• Reverse engineer, decompile, or attempt to extract the source code of the platform
• Resell or sublicense access to the platform without our express written consent
• Use the platform in a way that degrades the performance or availability of the service for other tenants
• Process sensitive personal data (as defined in UK GDPR Article 9) without appropriate safeguards and legal basis

We reserve the right to investigate suspected violations and to suspend or terminate accounts without notice where a serious breach is confirmed.

5. Your responsibilities for tenant data

You are the data controller for all personal data you upload, import, or generate within the platform about your own contacts, customers, and leads. You are solely responsible for:

• Ensuring you have a valid lawful basis under UK GDPR for every category of data you process through the platform
• Providing an appropriate privacy notice to your contacts
• Handling data subject rights requests (access, erasure, portability etc.) from your own contacts
• Complying with the Privacy and Electronic Communications Regulations (PECR) when sending electronic marketing
• Ensuring data transferred into the platform from third-party systems was collected lawfully

We will process that data on your instructions as a data processor. Our obligations as processor are set out in our Privacy Policy and our Data Processing Agreement, which forms part of these Terms. The subprocessors we use are listed on our Subprocessors page.

6. Billing and payment

Access to certain features of the platform is subject to a paid subscription. Subscription fees, billing cycles, and payment terms are as set out in the plan you select at sign-up or as otherwise agreed in writing.

• All fees are exclusive of VAT or other applicable taxes unless stated otherwise. You are responsible for any taxes applicable to your purchase.
• Payments are processed via Stripe. By providing payment details you authorise us to charge the applicable fees on a recurring basis.
• Subscriptions renew automatically unless cancelled before the renewal date. Cancellation takes effect at the end of the current paid billing period.
• Subscription fees are non-refundable once a billing period has started, unless required by applicable law or expressly agreed in writing. Full cancellation and refund detail, including trials, downgrades, and data export after cancellation, is set out in our Refund and Cancellation Policy.
• We reserve the right to suspend access if a payment fails and is not resolved within 14 days of notice. We will give a reasonable grace period unless immediate suspension is needed for fraud, legal risk, security risk, or excessive unpaid usage.

7. Availability and service levels

We maintain an internal availability target for the production platform, supported by monitoring and operational alerting, but we do not publish a numeric uptime commitment and no service credits are offered. The platform is provided "as is" and "as available" without any warranty of availability, fitness for a particular purpose, or error-free operation.

Availability and support targets exclude planned maintenance with reasonable notice, customer caused issues, customer DNS, browser, device, network, or third party account issues, third party provider outages outside our control, beta or preview features, force majeure events, and suspension for non-payment, abuse, legal risk, or security risk.

We may carry out planned maintenance with reasonable advance notice and may take the platform offline in an emergency without prior notice. You can report bugs and suggest features through the support route in the app or by email to support@nucleushq.app.

8. Intellectual property

Nucleus HQ retains all intellectual property rights in the platform, including its code, design, and documentation. These Terms do not transfer any ownership to you.

You retain ownership of any data and content you upload to the platform. By uploading content, you grant us a limited licence to store, process, and display it solely as necessary to provide the service.

9. Limitation of liability

To the fullest extent permitted by law:

• We are not liable for any indirect, consequential, special, or punitive loss, including loss of profits, revenue, business, or data.
• Our total aggregate liability to you arising out of or in connection with these Terms, howsoever caused, shall not exceed the total fees paid by you in the twelve months immediately preceding the event giving rise to the claim.
• Nothing in these Terms limits our liability for death or personal injury caused by our negligence, fraud or fraudulent misrepresentation, or any other liability that cannot be excluded by law.

10. Suspension and termination

Either party may terminate these Terms on written notice. You may cancel your subscription at any time through the platform settings or by contacting us.

We may suspend or terminate your access immediately, without prior notice, if:

• You breach these Terms materially and fail to remedy it within 14 days of notice
• You use the platform in a way that poses a risk to our infrastructure or other tenants
• We are required to do so by law or a regulatory authority
• You become insolvent or cease trading

On termination, your access will cease and your data will be deleted in accordance with our data retention policy. You should export any data you need before terminating your account.

11. Changes to these Terms

We may update these Terms from time to time. We will give you at least 30 days' notice of material changes by email. If you continue to use the platform after the effective date of the changes, you will be deemed to have accepted the updated Terms.

Where a change is required by law, we may implement it with immediate effect.

12. Governing law and disputes

These Terms are governed by the laws of England and Wales. Any dispute arising out of or in connection with these Terms shall be subject to the exclusive jurisdiction of the courts of England and Wales.

If you are a consumer, nothing in this clause affects your statutory rights under applicable consumer protection legislation.

13. General provisions

• Entire agreement: These Terms, together with the Privacy Policy, Cookie Policy, Refund and Cancellation Policy, and Data Processing Agreement, constitute the entire agreement between you and Nucleus HQ regarding the platform.
• Severability: If any provision is found unenforceable, the remaining provisions continue in full force.
• Waiver: Failure to enforce any right does not constitute a waiver of that right.
• Third-party rights: These Terms do not confer any rights on third parties under the Contracts (Rights of Third Parties) Act 1999.
• Assignment: We may assign these Terms in connection with a merger, acquisition, or sale of assets. You may not assign your rights or obligations without our prior written consent.

14. Contact

For questions about these Terms, contact us at support@nucleushq.app.