Terms of Service

What certain words mean

The following words have specific meanings:

• "The Service" means our Sparkle software which is accessed and used via our password protected websites.
• "Sparkle account" means a current subscription to The Service.
• "Account Holder" means a company which has a Sparkle account.
• "We", "us", and "our" refers to AirBlade Software Limited, a company registered in England and Wales with registration number 5707678, VAT registration number 977 3982 49, and having its registered office at 7 Reynolds Close, High Wycombe, Buckinghamshire, HP13 7LS.
• "You" means you, the person who accesses and uses this website and/or The Service.
• "Your Data" means any data entered or uploaded by you while using The Service.

Creating and accessing a Sparkle account

How to apply: In order to access and use The Service, a Sparkle account must first be created. You can apply for a Sparkle account to be created by submitting your details on our "sign up" page. You must provide correct information.

Formation of a contract: If we accept an application for the creation of a Sparkle account, we will create the account and a legally binding contract will be created between the Account Holder and us. If you apply for a Sparkle account to be created, you must therefore ensure that you authorised to enter into this contract for and on behalf of the Account Holder. The contract will be conducted in the English language and the provisions of these Terms of Service shall govern our agreement with the Account Holder and you.

Errors in information you gave us: If you made any mistakes in the information you gave to us when applying for a Sparkle account, you must correct those errors straightaway. You can correct any such errors by accessing The Service and editing the Company details and or People details.

Refusal to create an account: We reserve the right, at our discretion, to refuse an application to create a Sparkle account. This may be due to technical constraints, or because you or your business has been banned by us from using The Service, or for any other reason. No charge will be made by us for declined applications.

How to access the account: You need a username and password for a Sparkle account to access and use The Service. There are two ways you can obtain these:

• If you are applying for a Sparkle account to be created, you choose your username and password and submit them as part of your application.
• Additional users of a Sparkle account can obtain their own usernames and passwords from the initial user of a Sparkle account or any user not in a Basic role. (Some subscription packages may limit the number of additional users which can be added — please check our Pricing page for details.) You are not allowed to share a username and password with anyone else.

Support: Technical support is provided only to paying Account Holders and is only available by email.

Your rights

Your rights: If the business you represent is an Account Holder and you are authorised by it to use The Service, we grant you a non-transferrable, non-exclusive licence to use The Service in accordance with these Terms of Service.

Conditions: The above licence is strictly subject to compliance with these Terms of Service by you (and by the Account Holder whose Sparkle account you are accessing and by all other users of that Sparkle account).

Your obligations

You must:

• only access an Account Holder's Sparkle account by using a username and password which that Account Holder authorises you to use; and
• only use The Service on behalf of the Account Holder whose Sparkle account you are accessing and solely for sample management purposes relating to that Account Holder's own business which are legal.

You must not:

• do anything which could reasonably be expected to damage, disable, overburden, or materially impare The Service or our website generally or which is likelly to interfere with any other party's use of enjoyment of The Service;
• question or dispute our ownership of the intellectual property rights in The Service;
• use this The Service if you are one of our competitors (of if you plan to become one) or otherwise for the purpose of conducting any benchmarking or comparison with any comparable or competing product.

Security: The Account Holder is ultimately responsible for administering and safeguarding any passwords created to control access to its Sparkle account. Please keep any password issued to you secure.

Paying for The Service

Subscription fee: A subscription fee for use of The Service is payable in advance by the Account Holder. The subscription rates are posted on our website and we may vary these from time to time with one month's notice. Please see the Pricing page for the rates in force for the current month. Prices on our website exclude VAT which is payable by UK businesses. If you change your subscription package in the future, the change in the subscription payment amount will take effect at the next invoice.

Subscription currency: Prices on our website are quoted in UK pounds sterling. However we can also charge in Euros or US dollars. Please contact us for a quotation in one of these currencies.

Billing and invoicing: The Account Holder can choose to be billed for the subscription fee either monthly or annually. For annual billing we invoice The Account Holder annually. For monthly billing the Account Holder can choose to be invoiced monthly, quarterly, or biannually.

Referrals: We will discount your subscription fee by 10% for every person or company you refer to us who becomes a paying subscriber to The Service, for as long as they remain a paying subscriber. We will also discount the referred Account Holder's subscription fee by 10%. Referral discounts are calculated and applied at the time each invoice is generated. To qualify for a referral discount, the referred Account Holder must email us to confirm which existing Account Holder referred them.

Free trials: No charge for use of The Service will be made during any free trial period. The Account Holder is not entitled to more than one free trial. If we discover that more than one free trial has been requested, the Account Holder will become liable for payment of the subscription fee for all use of The Service made after the first free trial period. If the Account Holder cancels their Sparkle account within the free trial period, they will not be charged.

Automatic renewal: Once any free trial period is over, we will start the Account Holder's subscription and invoice every month, quarter, or year until the Sparkle account is closed.

Payment deadlines: Invoices are due on receipt. Payment has three working days from the invoice date to reach our bank account before it is deemed overdue.

Non-payment: We shall be under no obligation to provide The Service if the subscription fee (plus VAT where applicable) is not paid to us on time. The Account Holder must ensure that we have complete and accurate billing and contact information throughout the subscription period, including the full name of the Account Holder, its business address, and a billing contact email address. If subscription fees become overdue we reserve the right to suspend your access to The Service until the balance is paid and we may close the Account Holder's Sparkle account permanently.

Fees for multiple accounts: If you would like to use The Service to manage more than one business, you will need to sign up for multiple Sparkle accounts and pay the subscription fee charged by us for each Sparkle account.

Our VAT number is 977 3982 49.

Who owns what

Rights in your data: The Account Holder has sole responsibility for the accuracy and reliability of your Data. The Account Holder retains ownership of any copyright, trade marks, database rights, and any other intellectual property rights it has in your Data (for example rights in its logo). Intellectual property rights in your Data will not be transferred to us. We reserve the right to disclose your Data to law enforcement officials in the investigation of alleged unlawful activities but otherwise we will only use your Data to provide The Service.

Rights in our software and our website: All copyright, trade marks, database rights, and other intellectual property rights in The Service (including any such rights in our website) are either owned by or licensed to us and nothing in these Terms of Service shall transfer any ownership rights to you or to the Account Holder.

Closing a Sparkle account

Cancellation by you: You can close the Account Holder's Sparkle account at any time by accessing The Service and using the "cancel my account" option on the initial user's Account page. No further subscription fees will be billed and no refund will be made of any subscription fees already billed. If you cancel the Account Holder's Sparkle account, all your Data will be deleted immediately from The Service. This data cannot be recovered once your Sparkle account is cancelled.

Suspension and closure by us: If you or any other user of the Account Holder's Sparkle account fails to abide by these Terms of Service, or payment of the subscription fees is not made in time, we reserve the right to suspend your access to the The Service or permanently cancel the Account Holder's Sparkle account. If we withdraw access to The Service because these Terms of Service have been breached, no refund will be payable by us. We also reserve the right to close any Sparkle account (including during any free trial) for any reason, by giving one month's notice.

Disclaimer

IMPORTANT: This section restricts the extent to which we are liable for any losses which may be suffered in connection with your use of The Service. It also requires the Account Holder to compensate us for any loss we suffer as a result of your failure to comply with these Terms of Service.

No guarantees: We make no guarantee that The Service will be suitable for your intended use, neither do we guarantee that it will be error-free, timely, reliable, entirely secure, virus-free, or available, especially since we are dependent on the reliability of the Internet and your use of your own computer to access The Service. We will try to keep disruptions to a minimum but we may suspend The Service from time to time to carry out maintenance and support work and to investigate unauthorised use. You understand that we use third-party vendors and hosting partners to provide the necessary hardware, software, networking, storage, and related technology required to run The Service.

Exclusion of our liability: You use The Service entirely at your own risk. We do not restrict our liability (if any) for personal injury or death resulting from our negligence or for any matter which it would be illegal to limit or attempt to restrict. We exclude all other liability and responsibility for any amount or kind of loss or damage arising in connection with The Service (even if we have been advised of their possibility).

Limitation of our liability: Where we are not legally entitled to exclude our liability, our total liability for any loss or damage relating to The Service (or to our website generally) shall not exceed an amount equal to the subscription fees which the Account Holder has paid to us in the previous billing cycle.

Liability to us: If you access The Service using a password created to control access to the Account Holder's Sparkle account, then the Account Holder shall be held liable for any reasonable costs and expenses incurred by us as a result of breach of these Terms of Service by you. Otherwise, you shall be personally held liable for any reasonable costs and expenses incurred by us as a result of breach of these Terms of Service by you.

General legal matters

Entire agreement: These Terms of Service, our Privacy Policy, and our Refund Policy describe the entire agreement between you, the Account Holder and us regarding The Service, and supersede any prior understandings or agreements. The headings are for convenience only and shall not affect the construction or interpretation of these Terms of Service.

Changes to this contract: We reserve the right to change these Terms of Service from time to time without notice and therefore we may impose new or different terms and conditions on your use of The Service. These changes will be posted here on our website and will be effective from the Account Holder's next monthly subscription renewal. Any new features that augment or enhance The Service, including the release of new tools and resources, shall be subject to the Terms of Service. Your continued use of The Service will be deemed to constitute acceptance by the Account Holder of all of the new Terms of Service. These Terms of Service may not otherwise be changed without our written consent.

Transfer of rights and obligations: We shall be entitled to transfer our rights and/or obligations under these Terms of Service to another party. Neither you nor the Account Holder may transfer any of your rights or obligations under these Terms of Service without our written consent.

Waiver and severability: If either your or we ignore any breach of these Terms of Service, it does not mean that any further breach cannot be enforced. Similarly, if any part of these Terms of Service turn out to be invalid or unenforceable for some reason, it will be replaced with a provision which, as far as possible, achieves the same purpose as the original, and the remainder of the agreement will still be binding.

Resolving disputes: These Terms of Service shall be governed by and interpreted in accordance with English law. If any party wants to take court proceedings in relation to The Service, it must do so in England. You are responsible for compliance with any applicable laws of the country from which you use or otherwise access The Service.