Terms of Service

Last updated: 19 August 2026

ZELQIVO
Alasdair Bailey trading as ZELQIVO
12 Welfen Lane, Claypole, Newark, NG23 5AL
Website: https://zelqivo.co.uk · Contact: zelqivo.co.uk/contact

1. Introduction

1.1 What these Terms are

These Terms of Service set out the terms on which you may use, buy, subscribe to, access, or receive any software, deployment, hosting, module, support service, consultancy, documentation, or related service supplied by ZELQIVO ("the Services"). They apply to visitors to our website and to every customer, whether you are a business or a consumer, unless a separate signed agreement says otherwise.

1.2 Other agreements

If you also enter into a written proposal, order form, statement of work, subscription agreement, data processing agreement, or other written contract with us, that document applies alongside these Terms. Where a specific written agreement conflicts with these Terms, the specific agreement takes priority for the service it covers.

1.3 Rights that cannot be excluded

Nothing in these Terms excludes or limits any right that cannot lawfully be excluded or limited under the law of England and Wales, including your statutory rights where you deal with us as a consumer.

1.4 This page is not legal advice

These Terms describe our commercial relationship with you. They are not legal, tax, accounting, or regulatory advice about your own obligations.

2. Definitions

2.1 Us and you

"We", "us", and "our" mean ZELQIVO, the supplier identified at the top of this page. "You" and "your" mean the individual, business, organisation, or public body that uses, buys, subscribes to, or otherwise receives the Services.

"Consumer" means an individual acting wholly or mainly outside their trade, business, craft, or profession. "Business Customer" means any customer acting for purposes relating to a trade, business, craft, profession, charity, club, or other organisation, including sole traders and limited companies.

2.2 The Services

"Platform" means ZELQIVO's proprietary support operations software, including ZELQIVO-STS and any module made available to you. "Deployment" means the instance of the Platform, together with its database, that we operate for your organisation. "Module" means a licensable capability such as ASSIST, FLOW, CONNECT, FIELD, KNOWLEDGE, or INSIGHT. "Subscription" means any recurring paid plan for a Deployment, Module, support, or hosting.

2.3 Data, accounts, and access

"Customer Data" means any data, content, ticket, attachment, message, record, or personal data that you or your users submit to, or that is generated for you within, a Deployment. "Account" means any administrator, agent, customer-portal, or API account created for or by you. "Credentials" means any password, token, passkey, API key, or other authentication material used to access the Services.

2.4 Suppliers

"Supplier" means any third party whose infrastructure, software, network, or service is used in connection with the Services, including data centres, hosting providers, domain registrars, certificate authorities, email providers, payment providers, and security services. "Supplier Failure" means any outage, suspension, withdrawal, restriction, delay, policy change, price change, or defect caused by or relating to a Supplier or to any system outside our reasonable control.

3. Services covered by these Terms

These Terms cover all services and products we supply, including:

• ZELQIVO-STS hosted support ticketing, including customer portals, agent workspaces, escalation, audit, and reporting
• Licensable modules for AI-assisted triage, automation and routing, external ticket integration, technician visits, self-service knowledge, and reporting
• Hosting, operation, patching, monitoring, and backup of your Deployment
• Branding and configuration work, onboarding, data import, and migration assistance
• Support, maintenance, consultancy, training, and documentation
• Demonstrations, trials, pilots, and evaluation environments

Some services have additional terms in a proposal, order form, or agreement. Those additional terms apply in addition to these Terms.

4. Acceptance

4.1 When these Terms apply

You accept these Terms when you use our website, request a demonstration, accept a proposal or quotation, place an order, pay an invoice, or access or use a Deployment, whichever happens first.

4.2 Authority

If you accept these Terms on behalf of an organisation, you confirm that you are authorised to bind that organisation, and "you" means that organisation.

5. Quotations, proposals, and scope

5.1 Quotations

Pricing is quoted per organisation, based on the scale of your operation and the modules you require. A quotation is valid for the period stated in it or, if no period is stated, for 30 days. Quotations are estimates of the agreed scope only and do not include work that is not described in them.

5.2 Scope

The scope of a Deployment, configuration, migration, or integration is the scope set out in the accepted proposal, order form, or written confirmation. Anything not described there is out of scope.

5.3 Additional work

Additional work, added modules, added users, added integrations, or changes requested after acceptance may affect price and timescales. We will confirm any change in writing before carrying it out where practicable.

6. Your responsibilities

6.1 Information and materials

You are responsible for providing accurate information, branding assets, content, contacts, ticket data for import, and decisions when we need them. Delays in providing these may delay delivery and may affect agreed dates.

6.2 Users and administration

You are responsible for the administration of your Deployment, including who you invite, the roles you grant, the workflows and escalation rules you configure, the branding you apply, and the content your team publishes to your customers.

6.3 Lawful basis for your own processing

You are responsible for ensuring you have a lawful basis for the personal data you place in, or process through, your Deployment, and for informing your own customers and staff as required by data protection law.

7. Credentials and third-party accounts

7.1 Providing access

Where you ask us to integrate with a system you control, you are responsible for providing appropriate access and for ensuring that doing so is permitted under your agreements with that provider.

7.2 Security of credentials

You must keep Credentials confidential, use multi-factor authentication where it is offered, remove access for people who leave your organisation, and tell us promptly if you suspect any credential has been compromised.

8. Deployment, hosting, and availability

8.1 What we operate

We host, patch, monitor, and back up your Deployment as part of the Subscription. You do not need to provide or run infrastructure. Each organisation is given its own Deployment and its own isolated database rather than a shared multi-tenant account.

8.2 Availability

We aim to keep the Services available at all times, but we do not guarantee uninterrupted or error-free operation unless a specific availability commitment is agreed in writing. Where an availability commitment is agreed, the remedies stated in that agreement are your exclusive remedies for failing to meet it.

8.3 Maintenance

We may carry out planned maintenance, updates, and security patching. We will give reasonable notice of planned maintenance that we expect to be disruptive, except where an urgent security fix makes notice impractical.

8.4 Changes to the Platform

We develop the Platform continuously and may add, change, or retire features. We will not make a change that materially reduces the core functionality you subscribe to without giving you reasonable notice.

9. Modules, licences, and permitted use

9.1 Licence to use the Platform

Subject to these Terms and to payment of the applicable fees, we grant you a non-exclusive, non-transferable, revocable licence to access and use your Deployment and the Modules you have licensed, for your own internal support operations and for supporting your own customers, for as long as your Subscription is active.

9.2 Restrictions

You must not copy, resell, sublicense, rent, or make the Platform available to any third party as a service of your own; reverse engineer, decompile, or attempt to derive source code except to the extent that this restriction cannot lawfully be excluded; remove or obscure our proprietary notices; or use the Platform to build a competing product.

9.3 Module activation

Modules are enabled for a licensed Deployment. Activating a Module for a period longer than, or on a deployment other than, the one licensed is a breach of these Terms.

10. Customer Data, exports, and portability

10.1 Ownership

Customer Data remains yours. We claim no ownership of it and we do not sell it.

10.2 Our use of Customer Data

We use Customer Data only to provide, secure, support, and maintain the Services for you, and as otherwise required by law. We do not use your ticket content to train models for other customers.

10.3 Exports

The Platform provides exports and reporting so that you can obtain your operational data without direct database access. On written request during your Subscription, or within the retrieval period in clause 21.3, we will provide a reasonable export of Customer Data in a commonly used format.

11. Support

11.1 What support covers

Support covers the operation of the Platform: faults, configuration questions, access problems, and guidance on features you have licensed. Unless separately agreed, it does not cover your own hardware, networks, third-party systems, staff training programmes, or work outside the agreed scope.

11.2 Response

We aim to respond to support requests promptly during our normal working hours. Specific response or resolution times apply only where they are agreed in writing.

12. Fees, subscriptions, and payment

12.1 Fees

Fees are as set out in the accepted quotation, proposal, or order form. Unless stated otherwise, fees exclude VAT and any other applicable tax, which will be added at the prevailing rate.

12.2 Recurring payment

Subscriptions renew automatically for successive periods until cancelled in accordance with these Terms or the applicable agreement. You authorise us, or our payment provider, to take payment for each renewal using the payment method on file.

12.3 Late or failed payment

Invoices are payable within the period stated on the invoice or, if none is stated, within 14 days. If payment fails or is late we may retry payment, suspend access under clause 21, and charge interest and reasonable recovery costs. For Business Customers, interest and compensation may be charged under the Late Payment of Commercial Debts (Interest) Act 1998.

12.4 Price changes

We may change Subscription prices on at least 30 days' written notice, taking effect from your next renewal. If you do not accept a price change, you may cancel before it takes effect.

12.5 Deposits and staged payments

Onboarding, migration, or bespoke work may require a deposit or staged payments. Deposits cover work already reserved or performed and are non-refundable once that work has begun, subject to your statutory rights.

13. Consumer cancellation rights

13.1 When this section applies

This section applies only where you contract with us as a Consumer, under the Consumer Contracts (Information, Cancellation and Additional Charges) Regulations 2013.

13.2 The 14-day period

Where those Regulations apply, you may cancel within 14 days of entering into the contract, without giving a reason, by telling us clearly in writing.

13.3 Services started during the cancellation period

If you ask us to begin providing services during the 14-day period and then cancel, you must pay for what has been supplied up to the point of cancellation.

13.4 Digital content and bespoke work

Where you ask for immediate access to digital content and acknowledge that you lose the right to cancel once supply has begun, the right to cancel does not apply to that content. The right to cancel also does not apply to services or configurations made to your specification or clearly personalised, once work has begun.

14. Business Customer cancellation

Business Customers have no statutory cooling-off period. Cancellation of a Subscription takes effect at the end of the current billing period unless otherwise agreed. Fees already paid for a current period are not refundable except where required by law or expressly agreed in writing. Where bespoke work is cancelled after it has begun, you must pay for work carried out and for commitments we have reasonably made.

15. Onboarding, configuration, and sign-off

Where onboarding or configuration work is agreed, we will ask you to review and confirm it. Reasonable revisions within the agreed scope are included. Once you confirm that a configuration, import, or integration is correct, later changes may be chargeable. If you do not respond to a request for confirmation within a reasonable period, we may treat the work as accepted so that the project can proceed.

16. Intellectual property

16.1 Our intellectual property

The Platform, its source code, design, structure, interfaces, documentation, and the ZELQIVO name, logos, and branding are and remain our property or that of our licensors. Nothing in these Terms transfers ownership of them to you.

16.2 Your intellectual property

Your branding, content, and Customer Data remain yours. You grant us a limited licence to use them only as needed to provide, brand, host, and support your Deployment.

16.3 Feedback

If you send us suggestions or feedback about the Platform, we may use them to improve the Services without obligation or payment to you.

16.4 Portfolio use

We may refer to you as a customer and describe the general nature of the work in our portfolio and marketing, using your public branding only. We will not publish screenshots containing your ticket data, customer data, or confidential information without your written consent, and we will remove a reference at your written request.

17. Acceptable use

17.1 Lawful use

You must use the Services lawfully and must not use them to store, send, or process anything unlawful, defamatory, infringing, harassing, or malicious.

17.2 Prohibited use

• Attempting to gain unauthorised access to the Platform, another deployment, or any Supplier system
• Probing, scanning, load-testing, or penetration-testing the Services without our prior written consent
• Introducing malware, or interfering with the integrity, security, or performance of the Services
• Using the Services to send unsolicited bulk messages
• Placing special category personal data, payment card data, or similarly sensitive data into a Deployment that has not been agreed in writing as suitable for it
• Sharing Accounts or Credentials between individuals, or exceeding the licensed number of users or modules

18. AI-assisted features

Where AI-assisted triage is enabled, suggestions such as category, device, priority, and summaries are generated within your own Deployment and are advisory only. They are produced automatically, may be wrong, and are intended to be reviewed by a person before being relied on. You remain responsible for decisions taken about a ticket. We do not send your ticket content to an external AI service as part of these features.

19. Data protection

19.1 Roles

For personal data within your Deployment, you are generally the controller and we act as processor on your instructions. For our own business records, such as billing and enquiry correspondence, we act as controller. Both parties will comply with the UK GDPR and the Data Protection Act 2018.

19.2 Processing terms

Where we process personal data on your behalf, we will do so only on your documented instructions, keep it confidential, apply appropriate technical and organisational measures, assist you with data subject requests and security incidents so far as is reasonable, and delete or return personal data at the end of the Subscription in accordance with clause 21.3. A separate data processing agreement is available on request and, where signed, takes priority for that subject matter.

19.3 Sub-processors and transfers

We use Suppliers such as hosting and infrastructure providers to deliver the Services and remain responsible for their processing on our behalf. Where any transfer of personal data outside the UK is necessary, we will ensure an appropriate safeguard is in place.

19.4 Website privacy

Our privacy and cookie policy explains how this website handles enquiry information, cookies, and third-party website services.

20. Confidentiality and security

20.1 Confidentiality

Each party will keep the other's confidential information confidential, use it only for the purpose of the Services, and not disclose it except to people who need it and are under equivalent obligations, or where disclosure is required by law.

20.2 Security measures

We apply security measures appropriate to the Services, including hashed credentials, transport encryption, signed external requests, rate limiting, audit logging, and support for multi-factor authentication and passkeys. No system can be guaranteed to be completely secure, and security also depends on how you administer your Accounts and Credentials.

20.3 Backups

We take regular backups of Deployments as part of the Service and test recovery as part of our own operations. Backups are a disaster-recovery measure and are not a substitute for your own record keeping or exports.

21. Suspension and termination

21.1 When we may suspend

We may suspend all or part of the Services where fees are overdue, where use breaches clause 17, where suspension is necessary to protect the security or integrity of the Platform or another customer, or where we are required to do so by law. Where practicable we will give notice and an opportunity to put the matter right.

21.2 Termination

Either party may terminate a Subscription at the end of a billing period by giving written notice, or immediately if the other party commits a material breach that is not remedied within 14 days of written notice, or becomes insolvent.

21.3 What happens on termination

On termination, access to the Deployment ends and outstanding fees for the period up to termination fall due. We will keep Customer Data available for retrieval for 30 days after termination, unless you ask us in writing to delete it sooner, after which it will be deleted from active systems and removed from backups in line with our backup cycle.

22. Trials, pilots, and beta features

Demonstrations, trials, pilots, and features marked as beta or experimental are provided as they are, may change or be withdrawn, and should not be relied on for critical operations. Warranties and availability commitments do not apply to them, and our liability in relation to them is limited to the maximum extent permitted by law.

23. Warranties and service standards

23.1 Reasonable care and skill

We will supply the Services with reasonable care and skill. For Consumers, this reflects your rights under the Consumer Rights Act 2015; for Business Customers, it reflects section 13 of the Supply of Goods and Services Act 1982.

23.2 No guaranteed outcomes

Except where expressly agreed in writing, we do not warrant that the Services will meet every requirement, produce a particular operational result, integrate with a system we have not tested, or operate without interruption or error.

24. Limitation of liability

24.1 Liability we do not exclude

Nothing in these Terms limits or excludes our liability for death or personal injury caused by our negligence, for fraud or fraudulent misrepresentation, for any liability that cannot lawfully be limited or excluded, or for a Consumer's statutory rights.

24.2 Losses we exclude

Subject to clause 24.1, we are not liable for loss of profit, loss of revenue, loss of anticipated savings, loss of business or opportunity, loss of goodwill, loss or corruption of data other than as set out in clause 24.3, wasted expenditure, or any indirect or consequential loss.

24.3 Liability cap

Subject to clause 24.1, our total liability arising out of or in connection with the Services, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, is limited to the total fees you paid to us for the affected Service in the 12 months immediately before the event giving rise to the claim.

24.4 Business Customers

Where you are a Business Customer, you accept that these limits are reasonable given the fees charged and that you are responsible for insuring against losses that exceed them.

25. Indemnity

Where you are a Business Customer, you will indemnify us against claims, losses, and reasonable costs arising from your Customer Data, your use of the Services in breach of these Terms, or your breach of law in connection with the Services.

26. Force majeure and events outside our control

26.1 No liability for events outside our control

We are not liable for any delay, failure, interruption, reduced performance, loss, or cost caused by events or circumstances outside our reasonable control.

26.2 Examples

• Acts of God, extreme weather, flood, fire, lightning, earthquake, epidemic, pandemic, or public health emergency
• War, terrorism, civil unrest, riot, sabotage, industrial action, or transport and supply-chain disruption
• Government or regulatory action, court order, sanctions, emergency regulation, or instruction from a public authority
• Power, energy, network, internet, telecommunications, routing, data-centre, hardware, or infrastructure failure
• Cyberattack, denial-of-service attack, malware, ransomware, credential compromise, supply-chain attack, or exploitation of a previously unknown vulnerability
• Supplier Failure, including outage, withdrawal, restriction, or policy change by any Supplier
• Failure or unavailability of a system, service, or dataset that you or a third party control

26.3 What happens

If a force majeure event affects the Services, our obligations are suspended for as long as the event continues, and we will take reasonable steps to reduce its effect and to resume normal service. If the event continues for more than 30 days, either party may terminate the affected Service by written notice, and we will refund fees paid for any period of that Service not provided.

27. Supplier failure and dependencies

The Services depend on Suppliers such as data centres, networks, registrars, certificate authorities, and email providers. We choose Suppliers with reasonable care and manage them on your behalf, but we are not liable for Supplier Failure or for losses caused by a Supplier's acts, omissions, pricing, or policy changes, beyond the limits in clause 24.

28. Notices

Notices to us should be sent through our contact form or to the address at the top of this page. Notices to you will be sent to the email address associated with your Account or given during your enquiry. Email notices are treated as received on the next working day after sending.

29. Complaints and disputes

29.1 Complaints

If something goes wrong, tell us first. We will acknowledge a complaint promptly and aim to resolve it quickly and fairly.

29.2 Disputes

The parties will try in good faith to resolve any dispute by discussion before starting proceedings. This does not prevent either party from seeking urgent injunctive relief, and it does not affect a Consumer's right to bring a claim in the courts.

30. Changes to these Terms

We may update these Terms to reflect changes to the Services, our operations, or the law. The current version is always published on this page with the date it was last updated. Where a change materially affects an active Subscription, we will give reasonable notice before it applies to you, and you may cancel before it takes effect if you do not accept it.

31. Assignment and subcontracting

You may not assign or transfer your rights under these Terms without our written consent, which will not be unreasonably withheld. We may assign these Terms as part of a transfer of our business, and may subcontract parts of the Services, remaining responsible for work carried out by our subcontractors.

32. General

32.1 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 them.

32.2 Severability

If any provision is found to be invalid or unenforceable, the rest of these Terms continue to apply, and that provision applies to the extent that it lawfully can.

32.3 No waiver

A delay or failure to enforce any right under these Terms is not a waiver of that right.

32.4 Entire agreement

These Terms, with any written agreement referred to in clause 1.2, form the entire agreement between us about the Services and replace earlier discussions, other than any statement made fraudulently.

33. Governing law and jurisdiction

These Terms and any dispute arising out of them are governed by the law of England and Wales. The courts of England and Wales have exclusive jurisdiction, except that if you are a Consumer resident in Scotland or Northern Ireland you may also bring proceedings in the courts of the country in which you live.

34. Contact

For questions about these Terms, subscriptions, or a proposed deployment, use the ZELQIVO contact form.