Terms of Service

These terms are a contract between you and Pro-cess Business Solutions Ltd, a company registered in England and Wales (company number 17111409, registered office 15 Gattison Lane, Doncaster, DN11 0NG) ("Pro-cess", "we", "us", "our"). They govern your use of the Pro-cess platform and our related products. By creating an account or using any part of the platform, you agree to these terms. If you do not agree, do not use the platform.

Pro-cess is business software sold to businesses. Except where section 6 says otherwise, these terms are written for customers using the platform in the course of a business.

1. Definitions and interpretation #

In these terms:

• Platform means the Pro-cess software-as-a-service applications we make available, including the Pro-cess Platform, Pro-cess for eBay and Pro-cess Marketplace, together with their features, Apps and modules.
• Account means the tenant workspace we create for your business.
• Authorised Users means the individuals within your business you permit to access the Account.
• Customer Data means the data you and your Authorised Users put into or generate on the Platform, including records about your own customers.
• Your Customers means the end customers, contacts and clients whose information you process using the Platform.
• Data Protection Laws means the UK GDPR, the Data Protection Act 2018, the Privacy and Electronic Communications Regulations 2003 (PECR) and any other applicable data-protection or e-privacy law.
• DPA means our Data Processing Agreement, which is incorporated into these terms (see section 7).
• Fees means the subscription and usage charges for the Platform.
• Consumer means an individual acting wholly or mainly outside their trade, business, craft or profession.

Headings are for convenience only. "Including" means "including without limitation". A reference to a statute includes its amendments and re-enactments.

2. The agreement and the parties #

The contract between us is formed when you create an Account or start using the Platform, whichever is first. It is made up of these terms, the DPA, our Privacy Policy, our Sub-processors list, and the plan details on our pricing page.

Order of precedence. If there is a conflict, the DPA prevails on data-protection matters, and otherwise these terms prevail over the other documents.

As a UK online service, our legal details are published above and on our website in line with the Companies Act 2006 and the Electronic Commerce (EC Directive) Regulations 2002.

3. The services #

Pro-cess Business Solutions Ltd operates:

• Pro-cess Platform at app.pro-cess.co.uk, cloud-based business management software for trades and service businesses. Depending on your subscription tier, features may include customer management, quoting, invoicing, appointment scheduling, online booking, email marketing, route planning, and Apps such as the Tender Portal, Procurement, Facilities Management and District Four CRM.
• Pro-cess for eBay at ebay.pro-cess.co.uk, an eBay seller management tool for listings, orders, returns and messages.
• Pro-cess Marketplace, a Shopify app distributed through the Shopify App Store that syncs products, inventory, orders, returns and fulfilment between Shopify stores and eBay.

Available features depend on your subscription tier. We improve the Platform continuously and may add, change or remove features; we will not make a change that materially reduces the core functionality of your paid tier without giving you reasonable notice, and if such a change materially disadvantages you, you may end the affected subscription on notice to us and we will refund any fees you have paid for the unused period.

4. Accounts and Authorised Users #

You must give accurate registration information and keep it up to date. You are responsible for your Authorised Users, for keeping login credentials secure, and for all activity under your Account.

Each Account is tied to a single business (tenant). You must not share your Account with other businesses or let anyone outside your organisation use it. You must tell us promptly at [email protected] if you suspect any unauthorised access.

5. Subscriptions, fees and payment #

We offer a free trial and paid subscription plans. Current pricing and features are on our pricing page.

• Fees are payable in advance, monthly or annually depending on the plan you choose. All prices are in GBP and exclude VAT unless stated; VAT is added where applicable.
• Card payments are processed by Stripe. Direct Debit payments are collected by GoCardless under the Direct Debit Guarantee. We do not store your full card or bank details.
• Renewal. Subscriptions renew automatically for the same period unless cancelled before the renewal date. You can cancel or change your plan at any time from your Account settings. For annual plans we will send a reminder before renewal.
• Failed payments. If a payment fails we will notify you and may restrict access to paid features until the balance is settled, after a reasonable grace period.
• Price changes. We may change Fees for future billing periods on at least 30 days' notice. If you do not accept a price change you may cancel before it takes effect.

Refunds

Except where the law requires otherwise (see section 6) or we agree in writing, Fees are non-refundable and we do not refund partial periods. If you cancel, paid features remain active until the end of the current billing period. If something has genuinely gone wrong on our side, contact us and we will put it right.

6. Consumers #

This section applies only where you use the Platform as a Consumer, and it prevails over anything in these terms that conflicts with it.

• Cancellation (cooling-off). You have the right to cancel within 14 days of the contract starting under the Consumer Contracts Regulations 2013. Because Pro-cess is a digital service you can start using straight away, if you ask us to start within those 14 days you may lose the automatic right to a full refund once you have used it. If you cancel partway through, we may charge you only for the part you have already used. We will always make this clear before you start.
• Renewals. We will remind you before a subscription auto-renews and make cancellation straightforward, in line with applicable consumer-subscription law.
• Your statutory rights. Nothing in these terms affects your non-excludable rights under the Consumer Rights Act 2015, including the right to services carried out with reasonable care and skill. Any term that would exclude or limit those rights does not apply to you.
• Courts. You may bring proceedings in the courts of the UK nation where you live; the exclusive-jurisdiction wording in section 19 does not remove that right.

7. Your data and data protection #

You own your Customer Data. We do not claim ownership of your customer records, invoices, quotes or other business data.

For Customer Data that is personal data, you are the controller and we are the processor. You must have a lawful basis for the data you put into the Platform and for how your Customers' data is used. You grant us a licence to host, copy, store, back up, transmit and process Customer Data as needed to provide and support the Platform and as instructed by you.

Data Processing Agreement. Our DPA meets UK GDPR Article 28 and is incorporated into and forms part of these terms. It applies automatically to every Account; you do not need to sign anything separately, though a countersigned copy is available on request at [email protected]. The Sub-processors list forms part of the DPA.

Export and deletion. You can export Customer Data from within the Platform at any time. If you close your Account we give you a reasonable window to export before deletion, then delete personal data within 90 days, except financial records we must keep for 7 years for HMRC (with personal details anonymised). Full detail is in our Privacy Policy.

8. Acceptable use #

You must not, and must not permit any Authorised User or third party to:

• break any law or regulation, or infringe anyone's rights;
• send marketing by email or SMS without a lawful basis and the consent required by PECR, or without a working unsubscribe. You are responsible for the lawfulness of every campaign you send through the Platform;
• store or transmit content that is illegal, defamatory, obscene or harmful, or upload material you do not have the rights to;
• upload malware, or attempt to gain unauthorised access to the Platform, other accounts or our systems;
• interfere with or place undue load on the Platform, or circumvent usage or security limits;
• reverse-engineer, decompile or extract the source code of the Platform, except to the extent the law does not allow this to be prohibited;
• resell, sublicense or make the Platform available to any third party except your Authorised Users, or use it to build a competing product.

9. Intellectual property and licences #

The Platform, including its software, design, branding and documentation, and all intellectual property in it, belongs to us or our licensors.

Licence to you. For as long as your subscription is active and you comply with these terms, we grant you a non-exclusive, non-transferable, non-sublicensable, revocable licence for your Authorised Users to access and use the Platform for your internal business purposes.

Licence to us. You grant us the licence described in section 7 to process Customer Data so we can run the Platform for you. You keep ownership of your content.

Feedback. If you give us feedback or suggestions, we may use them to improve the Platform without obligation to you.

10. Third-party integrations and marketplace selling #

The Platform connects to third-party services including Stripe and GoCardless (payments), Google (sign-in, Calendar, Maps, Search Console), Microsoft (sign-in), Twilio (SMS and calls), Anthropic (AI content, with OpenAI as fallback), Xero and Intuit QuickBooks (accounting), eBay, and Shopify. These services have their own terms and privacy notices, and we are not responsible for how they handle data once it leaves the Platform. You can connect and disconnect integrations from your Account settings. The full list is on our Sub-processors page.

Payments to your own customers

If you use Stripe Connect or GoCardless to collect payments from Your Customers, those payments are processed directly by the payment provider. We facilitate the connection but do not hold or control the funds and are not a party to the payment. You are responsible for your own payment-provider account, including disputes, refunds and chargebacks, and their terms apply to you.

AI-generated content

Some features use AI to suggest content such as email or marketing copy. Suggestions are a starting point only. You are responsible for reviewing and approving anything before it is sent, and we are not liable for the accuracy, tone or suitability of AI suggestions.

Tender Portal and cross-business visibility

If you register as a contractor in the Tender Portal, your company profile, qualifications and contact details are visible to businesses that post tenders. This cross-business visibility is core to how the Tender Portal works. If you do not want your details shared this way, do not register for it.

Marketplace selling (eBay and Shopify)

If you use Pro-cess for eBay or Pro-cess Marketplace, you authorise us to act on your marketplace seller account through the official APIs, reading listings, orders, returns and messages and, where permitted, updating them. You are the seller of record; we do not become a party to your transactions, do not hold funds, and are not your agent in disputes with a marketplace or a buyer. As the seller you are solely responsible for:

• the accuracy of your listings (titles, descriptions, prices, item specifics, photographs);
• compliance with the marketplace's policies, prohibited-items rules and restricted categories;
• fulfilling orders, including shipping, tracking and delivery;
• handling returns, refunds, chargebacks and disputes;
• paying any seller fees, commissions or taxes; and
• honouring your buyers' consumer rights, including statutory return and warranty obligations.

Pro-cess Marketplace is distributed through the Shopify App Store; installing it means you also accept Shopify's Partner Program Agreement and Acceptable Use Policy, and paid-plan billing is handled through Shopify's Billing API. If a sync error causes a listing to publish incorrectly or an order to be missed, contact us and we will investigate and correct it, but you remain responsible for the commercial consequences with the buyer or marketplace. On uninstall, store data is deleted within 48 hours via Shopify's mandatory redaction webhook.

11. Warranties and disclaimer #

We warrant that we will provide the Platform with reasonable care and skill.

Except for that warranty and except as section 6 provides for Consumers, and to the fullest extent permitted by law, the Platform is provided "as available" and we exclude all other warranties, conditions and terms, whether express or implied by statute, common law or otherwise, including any implied terms as to satisfactory quality, fitness for a particular purpose, and uninterrupted or error-free operation. We do not warrant that the Platform will meet every requirement or that defects will always be corrected.

12. Indemnities #

In plain terms: if you break the law or someone else's rights while using Pro-cess (for example in the data you upload or the marketing you send) and we are sued or fined because of it, you cover our reasonable costs. This is standard for business software and does not apply if you use Pro-cess as a consumer.

You will indemnify us against all losses, damages, liabilities, costs and expenses (including reasonable legal fees) we suffer arising from: (a) your Customer Data or other content, including any claim that it infringes a third party's rights; (b) your use of the Platform in breach of these terms or the law; (c) your breach of Data Protection Laws or PECR, including as controller of Your Customers' data or in any marketing you send; and (d) your activity as a seller on any marketplace.

We will notify you of any claim, let you control the defence (with our involvement), and give you reasonable assistance at your cost. This clause does not apply to a Consumer.

13. Limitation of liability #

Nothing excluded. Nothing in these terms limits or excludes our liability for death or personal injury caused by our negligence, for fraud or fraudulent misrepresentation, or for anything else that cannot be limited or excluded by law (including, for Consumers, their non-excludable statutory rights).

Excluded losses. Subject to the paragraph above, we are not liable, whether in contract, tort (including negligence), breach of statutory duty or otherwise, for any: loss of profit; loss of revenue or anticipated savings; loss of business, contracts or opportunity; loss of goodwill; business interruption; or loss of or corruption of data, in each case whether direct or indirect, and for any indirect or consequential loss.

Cap. Subject to the two paragraphs above, our total aggregate liability arising out of or in connection with these terms in any 12-month period is limited to the greater of (a) the Fees you paid us in the 12 months before the event giving rise to the claim, and (b) £500.

Data protection. Liability between us for claims under Data Protection Laws is allocated as set out in the DPA; to the extent not addressed there, this section applies.

We are not responsible for losses caused by third-party services, your own configuration or content, internet or telecommunications failures, or events outside our reasonable control (see section 17).

14. Confidentiality #

Each of us may receive confidential information from the other. Each party will keep the other's confidential information confidential, use it only to perform these terms, and not disclose it except to its staff and advisers who need it and are under similar obligations. This does not apply to information that is public through no breach, already known, independently developed, or required to be disclosed by law or a regulator.

15. Suspension #

We may suspend your access to all or part of the Platform:

• immediately, where we reasonably believe there is a security, legal or fraud risk, a risk to other users or the Platform, or non-payment after the grace period; or
• on notice, for other breaches of these terms that you do not remedy within a reasonable period after we ask.

We will restore access once the cause is resolved. We will try to limit any suspension to what is necessary.

16. Term and termination #

These terms apply for as long as you have an Account. You may close your Account at any time from settings or by emailing [email protected]. We may terminate or suspend the Account on notice if you materially breach these terms and do not remedy it, or immediately for the grounds in section 15.

On termination your licence to use the Platform ends. We give you a reasonable window to export Customer Data, then handle it as set out in section 7 and the Privacy Policy. Any clause that by its nature should survive termination (including sections 7, 9, 11, 12, 13, 14 and 19) survives.

17. Force majeure #

Neither party is liable for failure or delay caused by events beyond its reasonable control, including outages of infrastructure or third-party providers, cyber-attacks, strikes, failures of utilities or telecommunications, acts of government, or natural events. The affected party will take reasonable steps to mitigate.

18. Changes to these terms #

We may change these terms for a valid reason, such as a change to the Platform, our business, or the law. For material changes we will give at least 14 days' notice by email or in-app before they take effect. If you do not accept a material change you may end the affected subscription before it takes effect; continued use after that means you accept the updated terms. A Consumer may cancel free of charge if a change materially disadvantages them.

19. General #

• Entire agreement. These terms, the DPA and the documents referred to in section 2 are the whole agreement between us and replace any earlier understanding.
• Assignment. You may not assign or transfer your rights without our consent. We may assign these terms to a group company or in connection with a merger, acquisition or sale of assets, on notice to you.
• Subcontracting. We may use the sub-processors listed on our Sub-processors page to help deliver the Platform, and remain responsible for them.
• Third-party rights. No one other than you and us has any right to enforce these terms under the Contracts (Rights of Third Parties) Act 1999.
• Notices. We will contact you by email or in-app. You can reach us at the addresses in the Contact us section below.
• Severability and waiver. If any part is unenforceable, the rest stays in effect. A delay in enforcing a right is not a waiver of it.
• Governing law. These terms and any dispute relating to them are governed by the law of England and Wales.
• Jurisdiction and disputes. The courts of England and Wales have exclusive jurisdiction (subject to a Consumer's rights in section 6). Before starting proceedings, we both agree to try in good faith to resolve any dispute by discussion first; contact us at [email protected].

Contact us #

Pro-cess Business Solutions Ltd, 15 Gattison Lane, Doncaster, DN11 0NG, United Kingdom. Company number 17111409.

General and account queries: [email protected]. Privacy and data protection: [email protected].