Business T&C's and Found Privacy Policy

 

General info

This page contains the following:

Please ensure you have read all sections that apply to your use of the Found products and services. If you have any questions in relation to the above three areas please contact business@found.cloud

Privacy Policy 

Welcome to the Found privacy policy. 

Found respects your privacy and is committed to protecting your personal data. This privacy policy will inform you as to how we look after your personal data when you visit our website at http://www.found.cloud (“our website”) (regardless of where you visit it from) and tell you about your privacy rights and how the law protects you. This privacy policy also applies to any personal data collected or received through means other than our website – for example via one of our apps, an API, email, telephone, post or face-to-face contact.

  1. Important information and who we are

Purpose of this privacy policy

This privacy policy aims to give you information on how Found collects and processes your personal data, including any data you may provide when (if applicable) you sign up to one or more newsletters or mailing lists, obtain a product or service, take part in a competition or survey or otherwise engage with us. 

Our website is not intended for children and we do not knowingly collect data relating to children. If you are below 16 you must stop using our website unless you have our express written consent to use it.

It is important that you read this privacy policy together with any other privacy notice or fair processing notice we may provide on specific occasions when we are collecting or processing personal data about you so that you are fully aware of how and why we are using your data. This privacy policy supplements any such notices and is not intended to override them. 

Controller

Found Limited is the controller and responsible for your personal data (collectively referred to as "Found", "we", "us" or "our" in this privacy policy). 

We have appointed a Privacy Manager who is responsible for overseeing questions in relation to this privacy policy. If you have any questions about this privacy policy, including any requests to exercise your legal rights (as set out in paragraph 9 of this privacy policy), please contact the Privacy Manager using the details set out below. 

Contact details

Our full details are:

Full name of legal entity: Found Limited

Name and title of Privacy Manager:  Jenny Rae, Chief Operating Officer

Email address: jenny@found.cloud

Postal address: Found, Future Space, North Gate, Filton Road, Stoke Gifford, Bristol, BS34 8RB

As we are a Guernsey-based company, we are regulated by the Office of the Data Protection Authority (ODPA). You can complain to them if you are unhappy with how we handle your personal data - https://www.odpa.gg/. We would, however, appreciate the chance to deal with your concerns before you approach the ODPA so please contact us in the first instance. 

Changes to the privacy policy and your duty to inform us of changes

This version was last updated on 1 February 2021. We will keep a record of previous versions as and when we make changes to this policy.

It is important that the personal data we hold about you is accurate and current. Please keep us informed if your personal data changes during your relationship with us.

Third-party links

Our website may include links to third-party websites, plug-ins and applications. Clicking on those links or enabling those connections may allow third parties to collect or share data about you. We do not control these third-party websites and are not responsible for their privacy statements. When you leave our website, we encourage you to read the privacy policy/notice of every website you visit.

2. The data we collect about you 

Personal data, or personal information, means any information about an individual from which that person can be identified. It does not include data where the identity has been removed (anonymous data). We may collect, use, store and transfer different kinds of personal data about you which we have grouped together follows:

  • Identity & Contact Data includes first name, maiden name, last name, username or similar identifier, marital status, title, date of birth, gender, job title, employer, billing address, delivery address, email address and telephone numbers.

  • Financial Data includes bank account and payment card details.

  • Services Data includes details of products and services you have obtained from us, or property you have registered with us (including lost or stolen property).

  • Technical Data includes internet protocol (IP) address, your login data, browser type and version, time zone setting and location, browser plug-in types and versions, operating system and platform and other technology on the devices you use to access our website. 

  • Usage Data includes information about how you use our website, products and services. 

  • Marketing and Communications Data includes your preferences in receiving marketing from us and our third parties and your communication preferences.

We also collect, use and share Aggregated Data such as statistical or demographic data for any purpose. Aggregated Data may be derived from your personal data but is not considered personal data in law as this data does not directly or indirectly reveal your identity. For example, we may aggregate your Usage Data to calculate the percentage of users accessing a specific website feature. However, if we combine or connect Aggregated Data with your personal data so that it can directly or indirectly identify you, we treat the combined data as personal data which will be used in accordance with this privacy policy. We do not collect Special Categories of Personal Data about you (this includes details about your race or ethnicity, religious or philosophical beliefs, sex life, sexual orientation, political opinions, trade union membership, information about your health and genetic and biometric data). We also do not collect any information about criminal convictions and offences.

If you fail to provide personal data

Where we need to collect personal data by law, or under the terms of a contract we have with you and you fail to provide that data when requested, we may not be able to perform the contract we have or are trying to enter into with you (for example, to provide you with goods or services). In this case, we may have to cancel a product or service you have with us, but we will notify you if this is the case at the time. 

3. How is your personal data collected?

We use different methods to collect data from and about you including through:

  • Direct interactions. You may give us your personal data by filling in forms or by corresponding with us by post, phone, email or otherwise, including face-to-face contact. This includes personal data you provide when you:

  • obtain or enquire about our products or services;

  • contact us via our website;

  • subscribe to our services or publications; 

  • request marketing to be sent to you;

  • enter a competition, promotion or survey; or

  • give us some feedback. 

  • Automated technologies or interactions. As you interact with our website, we may automatically collect Technical Data about your equipment, browsing actions and patterns. We collect this personal data by using cookies, server logs and other similar technologies. We may also receive Technical Data about you if you visit other websites employing our cookies.

  • Third parties or publicly available sources. We may receive personal data about you from various third parties and public sources as set out below: 

  • Technical Data from the following parties:

    • analytics providers such as Google, some of whom are based outside the UK; 

    • advertising networks, some of whom are based outside the UK; and

    • search information providers, some of whom are based outside the UK.

  • Identity & Contact, Financial and Services Data from providers of technical, payment and delivery services, some of whom are based outside the UK.

  • Identity & Contact Data from data brokers or aggregators, some of whom are based outside the UK.

  • Identity & Contact Data from publicly available sources such as Companies House, Land Registry and the Electoral Register based inside the UK.

  • Identity & Contact and Services Data from solicitors, banks and other professionals or service providers or other businesses relevant to your interaction with us – for example your employer or an organisation on whose premises you lost property, or their respective advisers.

4. How we use your personal data

We will only use your personal data when the law allows us to. Most commonly, we will use your personal data in the following circumstances:

  • Where we need to perform the contract we are about to enter into or have entered into with you.

  • Where it is necessary for our legitimate interests (or those of a third party) and your interests and fundamental rights do not override those interests.

  • Where we need to comply with a legal or regulatory obligation.

Generally we do not rely on consent as a legal basis for processing your personal data other than in relation to sending direct marketing communications to you via email or text message. You have the right to withdraw consent to marketing at any time by contacting us.

Purposes for which we will use your personal data

We have set out below, in a table format, a description of all the ways we plan (or may in the future plan) to use your personal data, and which of the legal bases we rely on to do so. We have also identified what our legitimate interests are where appropriate. Note that we may process your personal data for more than one lawful ground depending on the specific purpose for which we are using your data. Please contact us if you need details about the specific legal ground we are relying on to process your personal data where more than one ground has been set out in the table below.

Marketing 

We strive to provide you with choices regarding certain personal data uses, particularly around marketing and advertising. It is entirely your choice whether you consent to us providing you with direct electronic marketing – we will only do so where you have given us your consent to do so. 

 

Promotional offers from us 

We may use your Identity & Contact, Technical, Usage, and Services Data to form a view on what we think you may want or need, or what may be of interest to you. This is how we decide which products, services and offers may be relevant for you (we call this marketing). You will receive marketing communications from us if you have requested information from us or purchased goods or services from us or if you provided us with your details when you entered a competition or registered for a promotion and, in each case, you have opted in to receiving that marketing.

Third-party marketing 

We will get your express opt-in consent before we share your personal data with any third party for marketing purposes. 

 

Opting out

You can ask us to stop (and to ask third parties to whom we have provided your personal data to stop) sending you marketing messages by contacting us at any time. 

 

Cookies

You can set your browser to refuse all or some browser cookies, or to alert you when websites set or access cookies. If you disable or refuse cookies, please note that some parts of our website may become inaccessible or not function properly. If you would like further information about the cookies we use, then please contact us.

Our website uses cookies to distinguish you from other users of our website. This helps us to provide you with a good experience when you browse our website and also allows us to improve our site. By continuing to browse the site, you are agreeing to our use of cookies.

A cookie is a small file of letters and numbers that we store on your browser or the hard drive of your computer if you agree. Cookies contain information that is transferred to your computer's hard drive.

We use the following cookies:

  • Strictly necessary cookies. These are cookies that are required for the operation of our website. They include, for example, cookies that enable you to log into secure areas of our website, use a shopping cart or make use of e-billing services.

You can find more information about the individual cookies we use and the purposes for which we use them by contacting us at support@found.cloud.

Please note that third parties (including, for example, advertising networks and providers of external services like web traffic analysis services) may also use cookies, over which we have no control. These cookies are likely to be analytical/performance cookies or targeting cookies. You block cookies by activating the setting on your browser that allows you to refuse the setting of all or some cookies. However, if you use your browser settings to block all cookies (including essential cookies) you may not be able to access all or parts of our site.

 

Change of purpose 

We will only use your personal data for the purposes for which we collected it, unless we reasonably consider that we need to use it for another reason and that reason is compatible with the original purpose. If you wish to get an explanation as to how the processing for the new purpose is compatible with the original purpose, please contact us. If we need to use your personal data for an unrelated purpose, we will notify you and we will explain the legal basis which allows us to do so. Please note that we may process your personal data without your knowledge or consent, in compliance with the above rules, where this is required or permitted by law.

5. Disclosures of your personal data

We may have to share your personal data with the parties set out below for the purposes set out in the table in paragraph 4 above.

  • External Third Parties as set out in the Glossary.

  • Third parties to whom we may choose to sell, transfer, or merge parts of our business or our assets. Alternatively, we may seek to acquire other businesses or merge with them. If a change happens to our business, then the new owners may use your personal data in the same way as set out in this privacy policy. 

We require all third parties to respect the security of your personal data and to treat it in accordance with the law. We do not allow our third-party service providers to use your personal data for their own purposes and only permit them to process your personal data for specified purposes and in accordance with our instructions.

 

6. International transfers

As we are based in Guernsey, but our customers are in the UK, we are likely to transfer data regularly between the two. Guernsey is currently subject to an adequacy decision by the EEA allowing data to be freely transferred to it, and in the immediate post-Brexit period that adequacy decision is effectively being adopted by the UK. It is expected that in due course a formal adequacy decision by the UK authorities will confirm this. If there is a different outcome, we will update this policy accordingly. References in this paragraph 6 to “UK” should therefore be read as including Guernsey. Some of our external third parties are based outside the UK, so their processing of your personal data will involve a transfer of data outside the UK.  Whenever we transfer your personal data out of the UK, we ensure a similar degree of protection is afforded to it by ensuring at least one of the following safeguards is implemented: 

  • We may transfer your personal data to countries that have been deemed to provide an adequate level of protection for personal data. 

  • Where we use certain service providers or contractors, we may use specific contracts approved by the European Commission which give personal data the same protection it has in Europe (or, in due course, the UK equivalents). 

  • Where none of the above apply, we may ask you to specifically consent to the transfer.

Please contact us if you want further information on the specific mechanism used by us when transferring your personal data out of the UK. 

7. Data security

We have put in place appropriate security measures to prevent your personal data from being accidentally lost, used or accessed in an unauthorised way, altered or disclosed. In addition, we limit access to your personal data to those employees, agents, contractors and other third parties who have a business need to know. They will only process your personal data on our instructions and they are subject to a duty of confidentiality. 

We have put in place procedures to deal with any suspected personal data breach and will notify you and any applicable regulator of a breach where we are legally required to do so.

8. Data retention

How long will you use my personal data for?

We will only retain your personal data for as long as necessary to fulfil the purposes we collected it for, including for the purposes of satisfying any legal, accounting, or reporting requirements. To determine the appropriate retention period for personal data, we consider the amount, nature, and sensitivity of the personal data, the potential risk of harm from unauthorised use or disclosure of your personal data, the purposes for which we process your personal data and whether we can achieve those purposes through other means, and the applicable legal requirements. Details of retention periods for different aspects of your personal data are available by contacting us.

In some circumstances you can ask us to delete your data: see Request erasure below for further information.

In some circumstances we may anonymise your personal data (so that it can no longer be associated with you) for research or statistical purposes in which case we may use this information indefinitely without further notice to you. 

9. Your legal rights

Under certain circumstances, you have rights under data protection laws in relation to your personal data. If you wish to exercise any of those rights (as further detailed in the Glossary), please contact us

No fee usually required

You will not usually have to pay a fee to access your personal data (or to exercise any of the other rights). However, we may charge a reasonable fee if your request is clearly unfounded, repetitive or excessive. Alternatively, we may refuse to comply with your request in these circumstances.

What we may need from you

We may need to request specific information from you to help us confirm your identity and ensure your right to access your personal data (or to exercise any of your other rights). This is a security measure to ensure that personal data is not disclosed to any person who has no right to receive it. We may also contact you to ask you for further information in relation to your request to speed up our response.

Time limit to respond

We try to respond to all legitimate requests within one month. Occasionally it may take us longer than a month if your request is particularly complex or you have made a number of requests. In this case, we will notify you and keep you updated. 

10. Glossary

LAWFUL BASIS

Legitimate Interest means the interest of our business in conducting and managing our business to enable us to give you the best service/product and the best and most secure experience. We make sure we consider and balance any potential impact on you (both positive and negative) and your rights before we process your personal data for our legitimate interests. We do not use your personal data for activities where our interests are overridden by the impact on you (unless we have your consent or are otherwise required or permitted to by law). You can obtain further information about how we assess our legitimate interests against any potential impact on you in respect of specific activities by contacting us

Performance of Contract means processing your data where it is necessary for the performance of a contract to which you are a party or to take steps at your request before entering into such a contract.

Comply with a legal or regulatory obligation means processing your personal data where it is necessary for compliance with a legal or regulatory obligation that we are subject to.

THIRD PARTIES

External Third Parties

  • Service providers who provide IT, system administration, money laundering/credit check, utility, consultancy or other services.

  • Suppliers of products or services comprising part of, or being ancillary to, our provision to you, including without limitation our consultants.

  • Professional advisers including lawyers, bankers, auditors and insurers who provide consultancy, banking, legal, insurance, accounting and other services.

  • HM Revenue & Customs, regulators/professional bodies, police and other authorities.

  • Other professionals instructed by you or another party in a transaction (such as solicitors or other advisors).

  • Your employer or other entity in respect of whom you use our services (e.g. the operator of a venue at whose premises you lose property).

YOUR LEGAL RIGHTS

You have the right to:

Request access to your personal data (commonly known as a "data subject access request"). This enables you to receive a copy of the personal data we hold about you and to check that we are lawfully processing it.

Request correction of the personal data that we hold about you. This enables you to have any incomplete or inaccurate data we hold about you corrected, though we may need to verify the accuracy of the new data you provide to us.

Request erasure of your personal data. This enables you to ask us to delete or remove personal data where there is no good reason for us continuing to process it. You also have the right to ask us to delete or remove your personal data where you have successfully exercised your right to object to processing (see below), where we may have processed your information unlawfully or where we are required to erase your personal data to comply with local law. Note, however, that we may not always be able to comply with your request of erasure for specific legal reasons which will be notified to you, if applicable, at the time of your request. 

Object to processing of your personal data where we are relying on a legitimate interest (or those of a third party) and there is something about your particular situation which makes you want to object to processing on this ground as you feel it impacts on your fundamental rights and freedoms. You also have the right to object where we are processing your personal data for direct marketing purposes. In some cases, we may demonstrate that we have compelling legitimate grounds to process your information which override your rights and freedoms.

Request restriction of processing of your personal data. This enables you to ask us to suspend the processing of your personal data in the following scenarios: (a) if you want us to establish the data's accuracy; (b) where our use of the data is unlawful but you do not want us to erase it; (c) where you need us to hold the data even if we no longer require it as you need it to establish, exercise or defend legal claims; or (d) you have objected to our use of your data but we need to verify whether we have overriding legitimate grounds to use it. 

Request the transfer of your personal data to you or to a third party. We will provide to you, or a third party you have chosen, your personal data in a structured, commonly used, machine-readable format. Note that this right only applies to automated information which you initially provided consent for us to use or where we used the information to perform a contract with you. 

Withdraw consent at any time where we are relying on consent to process your personal data. However, this will not affect the lawfulness of any processing carried out before you withdraw your consent. If you withdraw your consent, we may not be able to provide certain products or services to you. We will advise you if this is the case at the time you withdraw your consent.

Back to top of page

 

Found Lost Property Terms & Conditions - February 2021 edition  ​​

For the avoidance of doubt, these are our basic Conditions, and (to the extent different) any bespoke terms agreed with a Customer will supersede these Conditions​

1. INTERPRETATION

1.1 The definitions and rules of interpretation in this clause apply in this Contract.

"Applicable Laws" means:

(a) To the extent the UK GDPR applies, the law of the United Kingdom or of a part of the United Kingdom.

(b) To the extent EU GDPR applies, the law of the European Union or any member state of the European Union to which the Supplier is subject.

"Applicable Data Protection Laws" means:

(a) To the extent the UK GDPR applies, the law of the United Kingdom or of a part of the United Kingdom which relates to the protection of personal data.

(b) To the extent the EU GDPR applies, the law of the European Union or any member state of the European Union to which the Supplier is subject, which relates to the protection of personal data.

"Authorised Users" means those employees, agents and independent contractors of the Customer who are authorised by the Customer to use the Services and the Documentation, as further described in clause 2.2.4.

"Business Day" means a day other than a Saturday, Sunday or public holiday in England when banks in London are open for business.

“Conditions” means these terms and conditions, as varied from time-to-time by the Supplier.

"Confidential Information" means information that is proprietary or confidential and is either clearly labelled as such or identified as Confidential Information in clause 11.5 or 11.6.

“Contract” means the contract between the Customer and the Supplier consisting of these Conditions, the Schedules and any documents incorporated by reference therein.

“Customer” means the person or entity acquiring the Services from the Supplier

"Customer Data" means the data inputted by the Customer or Authorised Users for the purpose of using the Services or facilitating the Customer's use of the Services.

"Customer Personal Data" means any personal data which the Supplier processes in connection with this Agreement, in the capacity of a processor on behalf of the Customer.

"Documentation" means (i) the content of Schedule 1; and (ii) any information or data (e.g. instructional videos) made available to the Customer by the Supplier online via www.found.cloud from time to time which sets out a description of the Services and the user instructions for the Services.

"Effective Date" means the date of sign up to the Found service either via the Found Business Mobile application or Found Web Application.

"EU GDPR" means the General Data Protection Regulation ((EU) 2016/679).

"Heightened Cybersecurity Requirements" means any laws, regulations, codes, guidance (from regulatory and advisory bodies, whether mandatory or not), international and national standards, industry schemes and sanctions, which are applicable to either the Customer or an Authorised User relating to security of network and information systems and security breach and incident reporting requirements, which may include the cybersecurity Directive ((EU) 2016/1148), Commission Implementing Regulation ((EU) 2018/151), the Network and Information systems Regulations 2018 (SI 506/2018), all as amended or updated from time to time.

“Normal Business Hours” means the hours of 9.00AM to 5.00PM on a Business Day.

"Services" means the subscription services provided by the Supplier to the Customer via the Found Business app, or (where so elected by the Customer) via an API integrated into the Customer’s systems, in each case as more particularly described in the Documentation. It is possible to access the Services via a web app, but the functionality will be significantly reduced.

"Software" means the online software applications provided by the Supplier as part of the Services.

"Subscription Fees" means the subscription fees payable by the Customer to the Supplier for the User Subscriptions, if any, as set out in Schedule 2.

“Supplier” means Found Limited, a company registered in Guernsey with registration number 61332 (registered at UK Companies House with company number FC036471).

"Supplier Personal Data" means any personal data which the Supplier processes in connection with this Agreement, in the capacity of a controller.

"UK GDPR" has the meaning given to it in the Data Protection Act 2018.

"User Subscriptions" means the user subscriptions obtained by the Customer pursuant to this Contract which entitle Authorised Users to access and use the Services and the Documentation in accordance with this Contract.

"Virus" means any thing or device (including any software, code, file or programme) which may: prevent, impair or otherwise adversely affect the operation of any computer software, hardware or network, any telecommunications service, equipment or network or any other service or device; prevent, impair or otherwise adversely affect access to or the operation of any programme or data, including the reliability of any programme or data (whether by re-arranging, altering or erasing the programme or data in whole or part or otherwise); or adversely affect the user experience, including worms, trojan horses, viruses and other similar things or devices.

"Vulnerability" means a weakness in the computational logic (for example, code) found in software and hardware components that when exploited, results in a negative impact to the confidentiality, integrity, or availability, and the term Vulnerabilities shall be construed accordingly.

1.2 Clause, schedule and paragraph headings shall not affect the interpretation of this Contract.

1.3 A person includes an individual, corporate or unincorporated body (whether or not having separate legal personality), and a reference to a company shall include any company, corporation or other body corporate, wherever and however incorporated or established.

1.4 Unless the context otherwise requires, words in the singular shall include the plural and in the plural shall include the singular.

1.5 Unless the context otherwise requires, a reference to one gender shall include a reference to the other genders.

1.6 A reference to a statute or statutory provision is a reference to it as it is in force as at the date of this Contract, and shall include all subordinate legislation made as at the date of this Contract under that statute or statutory provision.

2. USER SUBSCRIPTIONS

2.1 Subject to the Customer obtaining the User Subscriptions in accordance with clause 3.3 and clause 9.1 (as applicable), the restrictions set out in this clause 2 and the other terms and conditions of this Contract, the Supplier hereby grants to the Customer a non-exclusive, non-transferable right, without the right to grant sublicences, to permit the Authorised Users to use the Services and the Documentation during the Subscription Term (as defined in clause 14.1) solely for the Customer's internal business operations.

2.2 In relation to the Authorised Users, the Customer undertakes that:

2.2.1 the maximum number of Authorised Users that it authorises to access and use the Services and the Documentation shall not exceed the number of Authorised Users authorised by the Supplier (which shall be 50 unless stated otherwise in this Contract); and

2.2.2 it will not allow or suffer any User Subscription to be used by more than one individual Authorised User unless it has been reassigned in its entirety to another individual Authorised User, in which case the prior Authorised User shall no longer have any right to access or use the Services and/or Documentation.

2.3 The Customer shall not access, store, distribute or transmit any Viruses, or any material during the course of its use of the Services that:

2.3.1 is unlawful, harmful, threatening, defamatory, obscene, infringing, harassing or racially or ethnically offensive;

2.3.2 facilitates illegal activity;

2.3.3.depicts sexually explicit images;

2.3.4 promotes unlawful violence;

2.3.5 is discriminatory based on race, gender, colour, religious belief, sexual orientation, disability; or

2.3.6 is otherwise illegal or causes damage or injury to any person or property;

and the Supplier reserves the right, without liability or prejudice to its other rights to the Customer, to disable the Customer's access to any material that breaches the provisions of this clause.

2.4 The Customer shall not:

2.4.1 except as may be allowed by any applicable law which is incapable of exclusion by agreement between the parties and except to the extent expressly permitted under this Contract:

2.4.1.1 attempt to copy, modify, duplicate, create derivative works from, frame, mirror, republish, download, display, transmit, or distribute all or any portion of the Software and/or Documentation (as applicable) in any form or media or by any means; or

2.4.1.2 attempt to de-compile, reverse compile, disassemble, reverse engineer or otherwise reduce to human-perceivable form all or any part of the Software; or

2.4.2 access all or any part of the Services and Documentation in order to build a product or service which competes or could compete with the Services and/or the Documentation (or any other services of software provided by the Supplier or any affiliated company); or

2.4.3 use the Services and/or Documentation to provide services to third parties; or

2.4.4 subject to clause 21.1, license, sell, rent, lease, transfer, assign, distribute, display, disclose, or otherwise commercially exploit, or otherwise make the Services and/or Documentation available to any third party except the Authorised Users, or

2.4.5 attempt to obtain, or assist third parties in obtaining, access to the Services and/or Documentation, other than as provided under this clause 2; or

2.4.6 introduce or permit the introduction of, any Virus or Vulnerability into the Supplier's network and information systems.

2.5 The Customer shall use all reasonable endeavours to prevent any unauthorised access to, or use of, the Services and/or the Documentation and, in the event of any such unauthorised access or use, promptly notify the Supplier.

2.6 The rights provided under this clause 2 are granted to the Customer only, and shall not be considered granted to any affiliated, subsidiary or holding company of the Customer.

 

3. ADDITIONAL USER SUBSCRIPTIONS

3.1 Subject to clause 3.2 and 3.3, the Customer may, from time to time during the Subscription Term, purchase additional User Subscriptions in excess of the number permitted by clause 2.2.1 and the Supplier shall grant access to the Services and the Documentation to such additional Authorised Users in accordance with the provisions of this Contract.

3.2 If the Customer wishes to purchase additional User Subscriptions, the Customer shall notify the Supplier in writing. The Supplier shall evaluate such request for additional User Subscriptions and respond to the Customer with approval or rejection of the request (such approval not to be unreasonably withheld), and the cost for so doing. Where the Supplier approves the request, the Supplier shall activate the additional User Subscriptions within 10 Business Days of the Customer’s confirmation that it wishes to proceed in light of the additional cost.

3.3 If the Supplier approves the Customer's request to purchase additional User Subscriptions, the Customer shall, within 10 days of the date of the Supplier's invoice, pay to the Supplier the relevant fees for such additional User Subscriptions as set out in the Supplier’s notification under clause 3.2.

4. SERVICES

4.1 The Supplier shall, during the Subscription Term, provide the Services and make available the Documentation to the Customer on and subject to the terms of this Contract.

4.2 The Supplier shall use commercially reasonable endeavours to make the Services available during Normal Business Hours, except for:

4.2.1 planned maintenance carried out with reasonable prior notice to the Customer; and

4.2.2 unscheduled maintenance where the Supplier (acting reasonably) considers necessary, without the provision of prior notice to the Customer.

4.3 The Supplier shall, as part of the Services and at no additional cost to the Supplier, make available its normal support service to the Customer during Normal Business Hours. In respect of that support service, all requests for support should be made via email to support@found.cloud.

4.4 Where the Customer is notified via the Services that an individual has identified an item of property listed by the Customer as belonging to that individual, it is entirely the responsibility of the Customer to verify that the item in question truly belongs to that individual before handing it over. The Supplier shall have no liability whatsoever in respect of Property passed by the Customer to the wrong person.

4.5 Where the Customer no longer wishes to retain items recorded by it via the Services, it may (at the Customer’s absolute discretion) transfer them to the Supplier to use for charitable purposes. If it chooses to do so, then such transfer is on the condition that the Customer will indemnify the Supplier against any and all costs, losses or liability arising from its use or disposal of the applicable property.

5. DATA PROTECTION

5.1 For the purposes of this clause 5, the terms controller, processor, data subject, personal data, personal data breach and processing shall have the meaning given to them in the UK GDPR.

5.2 Both parties will comply with all applicable requirements of Applicable Data Protection Laws. This clause 5 is in addition to, and does not relieve, remove or replace, a party's obligations or rights under Applicable Data Protection Laws.

5.3 By entering into this Contract, the Customer consents to (and shall procure all required consents, from its personnel, representatives and agents, in respect of) all actions taken by the Supplier in connection with the processing of Supplier Personal Data, provided these are in compliance with the then-current version of the Supplier's privacy policy available at www.found.cloud (Privacy Policy). In the event of any inconsistency or conflict between the terms of the Privacy Policy and this Contract, the Privacy Policy will take precedence.

5.4 Without prejudice to the generality of clause 5.2, the Customer will ensure that it has all necessary appropriate consents and notices in place to enable lawful transfer of the Supplier Personal Data and Customer Personal Data to the Supplier or lawful collection of the same by the Supplier for the duration and purposes of this Contract.

5.5 The Customer hereby provides its prior, general authorisation for the Supplier to:

5.5.1 appoint processors to process the Customer Personal Data, provided that the Supplier:

5.5.1.1 shall ensure that the terms on which it appoints such processors comply with Applicable Data Protection Laws, and are consistent with the obligations imposed on the Supplier in this clause 5; and

5.5.1.2 shall remain responsible for the acts and omission of any such processor as if they were the acts and omissions of the Supplier;

5.5.2 transfer Customer Personal Data outside of the UK as required for the Purpose, provided that the Supplier shall ensure that all such transfers are effected in accordance with Applicable Data Protection Laws. For these purposes, the Customer shall promptly comply with any reasonable request of the Supplier, including any request to enter into standard data protection clauses adopted by the EU Commission from time to time (where the EU GDPR applies to the transfer) or adopted by the Commissioner from time to time (where the UK GDPR applies to the transfer). Without prejudice to the generality of the foregoing, the Customer has been informed prior to the entering into of this Contract that the Supplier is based in Guernsey, and the servers on which the Services and Software is located are based in the Republic of Ireland, and it consents to the transfer of Customer Personal Data to both locations as the Supplier deems appropriate or necessary.

6. THIRD PARTY PROVIDERS

The Customer acknowledges that the Services may enable or assist it to access the website content of, correspond with, and purchase products and services from, third parties via third-party websites and that it does so solely at its own risk. The Supplier makes no representation, warranty or commitment and shall have no liability or obligation whatsoever in relation to the content or use of, or correspondence with, any such third-party website, or any transactions completed, and any contract entered into by the Customer, with any such third party. Any contract entered into and any transaction completed via any third-party website is between the Customer and the relevant third party, and not the Supplier. The Supplier recommends that the Customer refers to the third party's website terms and conditions and privacy policy prior to using the relevant third-party website. The Supplier does not endorse or approve any third-party website nor the content of any of the third-party website made available via the Services.

7. SUPPLIER'S OBLIGATIONS

7.1 The Supplier undertakes that the Services will be performed substantially in accordance with the Documentation and with reasonable skill and care.

7.2 The undertaking at clause 7.1 shall not apply to the extent of any non-conformance which is caused by use of the Services contrary to the Supplier's instructions, or modification or alteration of the Services by any party other than the Supplier or the Supplier's duly authorised contractors or agents. If the Services do not conform with the foregoing undertaking, Supplier will, at its expense, use all reasonable commercial endeavours to correct any such non-conformance promptly, or provide the Customer with an alternative means of accomplishing the desired performance. Such correction or substitution constitutes the Customer's sole and exclusive remedy for any breach of the undertaking set out in clause 7.1.

7.3 The Supplier:

7.3.1 does not warrant that:

7.3.1.1 the Customer's use of the Services will be uninterrupted or error-free; 

7.3.1.2 that the Services, Documentation and/or the information obtained by the Customer through the Services will meet the Customer's requirements; 

7.3.1.3 the Software or the Services will be free from Vulnerabilities or Viruses; or

7.3.1.4 the Software, Documentation or Services will comply with any Heightened Cybersecurity Requirements.

7.3.2 is not responsible for any delays, delivery failures, or any other loss or damage resulting from the transfer of data over communications networks and facilities, including the internet, and the Customer acknowledges that the Services and Documentation may be subject to limitations, delays and other problems inherent in the use of such communications facilities.

7.4 This Contract shall not prevent the Supplier from entering into similar agreements with third parties (whether or not such third parties operate in competition with the Customer), or from independently developing, using, selling or licensing documentation, products and/or services which are similar to those provided under this Contract.

7.5 The Supplier warrants that it has and will maintain all necessary licences, consents, and permissions necessary for the performance of its obligations under this Contract.

7.6 The Supplier shall follow its archiving procedures for Customer Data as set out in its Back-Up Policy as may be amended by the Supplier in its sole discretion from time to time. In the event of any loss or damage to Customer Data, the Customer's sole and exclusive remedy against the Supplier shall be for the Supplier to use reasonable commercial endeavours to restore the lost or damaged Customer Data from the latest back-up of such Customer Data maintained by the Supplier in accordance with the archiving procedure described in its Back-Up Policy. The Supplier shall not be responsible for any loss, destruction, alteration or disclosure of Customer Data caused by any third party (except those third parties sub-contracted by the Supplier to perform services related to Customer Data maintenance and back-up for which it shall remain fully liable.

7.7 Where the Customer requests that the access to the Services is via integration of a Supplier application programming interface (“Supplier API”) with one or more systems of the Customer (“Customer System(s)”), it is solely and entirely the responsibility of the Customer to ensure proper and correct integration of the Supplier API and the Customer System(s). Accordingly, the Supplier shall have no liability whatsoever whether in tort (including negligence or breach of statutory duty), indemnity, misrepresentation, restitution or otherwise, arising in connection with any loss or damage arising from such integration or failure to so integrate.

8 CUSTOMER'S OBLIGATIONS

8.1 The Customer shall:

8.1.1 provide the Supplier with:

8.1.1.1 all necessary co-operation in relation to this Contract; and

8.1.1.2 all necessary access to such information as may be required by the Supplier;

in order to provide the Services, including but not limited to Customer Data, security access information and configuration services;

8.1.2 without affecting its other obligations under this Contract, comply with all applicable laws and regulations with respect to its activities under this Contract;

8.1.3 carry out all other Customer responsibilities set out in this Contract in a timely and efficient manner. In the event of any delays in the Customer's provision of such assistance as agreed by the parties, the Supplier may adjust any agreed timetable or delivery schedule as reasonably necessary;

8.1.4 ensure that the Authorised Users use the Services and the Documentation in accordance with the terms and conditions of this Contract and shall be responsible for any Authorised User's breach of this Contract;

8.1.5 obtain and shall maintain all necessary licences, consents, and permissions necessary for the Supplier, its contractors and agents to perform their obligations under this Contract, including without limitation the Services;

8.1.6 ensure that its network and systems comply with the relevant specifications provided by the Supplier from time to time; and

8.1.7 be, to the extent permitted by law and except as otherwise expressly provided in this Contract, solely responsible for procuring, maintaining and securing its network connections and telecommunications links from its systems to the Supplier's data centres, and all problems, conditions, delays, delivery failures and all other loss or damage arising from or relating to the Customer's network connections or telecommunications links or caused by the internet.

8.2 The Customer shall own all right, title and interest in and to all of the Customer Data that is not personal data and shall have sole responsibility for the legality, reliability, integrity, accuracy and quality of all such Customer Data. For the avoidance of doubt, this does not restrict the Supplier’s ability to use anonymised data as it sees fit.

9. CHARGES AND PAYMENT

9.1 Where Subscription Fees are stated to apply in Schedule 2 (or where they otherwise become due under this Contract), the Customer shall pay the Subscription Fees to the Supplier for the User Subscriptions in accordance with this clause 9.

9.2 The Customer shall on the Effective Date provide to the Supplier valid, up-to-date and complete credit card details or approved purchase order information (whichever is stated as applicable by the Supplier) and any other relevant valid, up-to-date and complete contact and billing details required by the Supplier, and, if the Customer provides:

9.2.1 its credit card details to the Supplier, the Customer hereby authorises the Supplier to bill such credit card as and when Subscription Fees fall due; or

9.2.2 its approved purchase order information to the Supplier, the Supplier shall invoice the Customer as each instance of Subscription Fees falls due and the Customer shall pay each invoice within 10 days after the date of such invoice.

9.3 If the Supplier has not received payment within 2 Business Days after the due date, and without prejudice to any other rights and remedies of the Supplier:

9.3.1 the Supplier may, without liability to the Customer, disable the Customer's password, account and access to all or part of the Services and the Supplier shall be under no obligation to provide any or all of the Services while the invoice(s) concerned remain unpaid; and

9.3.2 interest shall accrue on a daily basis on such due amounts at an annual rate equal to 8% over the then current base lending rate of the Bank of England from time to time, commencing on the due date and continuing until fully paid, whether before or after judgment.

9.4 All amounts and fees stated or referred to in this Contract:

9.4.1 shall be payable in pounds sterling;

9.4.2 are non-cancellable and non-refundable; and

9.4.3 are exclusive of value added tax, which (if it is applicable) shall be added to the Supplier's invoice(s) at the appropriate rate.

9.5 If, at any time whilst using the Services, the Customer exceeds the item registration limit specified in the Documentation, the Supplier shall charge the Customer, and the Customer shall pay, the Supplier's then current excess item fees. 

9.6 The Supplier shall be entitled to increase the Subscription Fees at or after each anniversary of the Effective Date upon 90 days' prior notice to the Customer and Schedule 2 shall be deemed to have been amended accordingly.

10. PROPRIETARY RIGHTS

10.1 The Customer acknowledges and agrees that the Supplier and/or its licensors own all intellectual property rights in the Services and the Documentation. Except as expressly stated herein, this Contract does not grant the Customer any rights to, under or in, any patents, copyright, database right, trade secrets, trade names, trade marks (whether registered or unregistered), or any other rights or licences in respect of the Services or the Documentation.

10.2 The Supplier confirms that it has all the rights in relation to the Services and the Documentation that are necessary to grant all the rights it purports to grant under, and in accordance with, the terms of this Contract.

11. CONFIDENTIALITY 

11.1 Each party may be given access to Confidential Information from the other party in order to perform its obligations under this Contract. A party's Confidential Information shall not be deemed to include information that:

11.1.1 is or becomes publicly known other than through any act or omission of the receiving party;

11.1.2 was in the other party's lawful possession before the disclosure;

11.1.3 is lawfully disclosed to the receiving party by a third party without restriction on disclosure; or

11.1.4 is independently developed by the receiving party, which independent development can be shown by written evidence.

11.2 Subject to clause 11.4, each party shall hold the other's Confidential Information in confidence and not make the other's Confidential Information available to any third party, or use the other's Confidential Information for any purpose other than the implementation of this Contract.

11.3 Each party shall take all reasonable steps to ensure that the other's Confidential Information to which it has access is not disclosed or distributed by its employees or agents in violation of the terms of this Contract.

11.4 A party may disclose Confidential Information to the extent such Confidential Information is required to be disclosed by law, by any governmental or other regulatory authority or by a court or other authority of competent jurisdiction, provided that, to the extent it is legally permitted to do so, it gives the other party as much notice of such disclosure as possible and, where notice of disclosure is not prohibited and is given in accordance with this clause 11.4, it takes into account the reasonable requests of the other party in relation to the content of such disclosure.

11.5 The Customer acknowledges that details of the Services, and the results of any performance tests of the Services, constitute the Supplier's Confidential Information.

11.6 The Supplier acknowledges that the Customer Data is the Confidential Information of the Customer. For the avoidance of doubt, the Customer hereby irrevocably authorises the Supplier to use and share the Customer Data as reasonably required in operation of the Services.

11.7 No party shall make, or permit any person to make, any public announcement concerning this Contract without the prior written consent of the other parties (such consent not to be unreasonably withheld or delayed), except as required by law, any governmental or regulatory authority (including, without limitation, any relevant securities exchange), any court or other authority of competent jurisdiction.

11.8 The above provisions of this clause 11 shall survive termination of this Contract, however arising.

12. INDEMNITY

12.1 The Customer shall defend, indemnify and hold harmless the Supplier against claims, actions, proceedings, losses, damages, expenses and costs (including without limitation court costs and reasonable legal fees) arising out of or in connection with the Customer's use of the Services and/or Documentation, provided that:

12.1.1 the Customer is given prompt notice of any such claim;

12.1.2 the Supplier provides reasonable co-operation to the Customer in the defence and settlement of such claim, at the Customer's expense; and

12.1.3 the Customer is given sole authority to defend or settle the claim.

12.2 The Supplier shall defend the Customer, its officers, directors and employees against any claim that the Customer's use of the Services or Documentation in accordance with this Contract infringes any United Kingdom patent effective as of the Effective Date, copyright, trade mark, database right or right of confidentiality, and shall indemnify the Customer for any amounts awarded against the Customer in judgment or settlement of such claims, provided that:

12.2.1 the Supplier is given prompt notice of any such claim;

12.2.2 the Customer provides reasonable co-operation to the Supplier in the defence and settlement of such claim, at the Supplier's expense; and

12.2.3 the Supplier is given sole authority to defend or settle the claim.

12.3 In the defence or settlement of any claim, the Supplier may procure the right for the Customer to continue using the Services, replace or modify the Services so that they become non-infringing or, if such remedies are not reasonably available, terminate this Contract on 2 Business Days' notice to the Customer without any additional liability or obligation to pay liquidated damages or other additional costs to the Customer.

12.4 In no event shall the Supplier, its employees, agents and sub-contractors be liable to the Customer to the extent that the alleged infringement is based on:

12.4.1 a modification of the Services or Documentation by anyone other than the Supplier; or

12.4.2 the Customer's use of the Services or Documentation in a manner contrary to the instructions given to the Customer by the Supplier; or

12.4.3 the Customer's use of the Services or Documentation after notice of the alleged or actual infringement from the Supplier or any appropriate authority.

12.5 The foregoing states the Customer's sole and exclusive rights and remedies, and the Supplier's (including the Supplier's employees', agents' and sub-contractors') entire obligations and liability, for infringement of any patent, copyright, trade mark, database right or right of confidentiality.

13. LIMITATION OF LIABILITY

13.1 Except as expressly and specifically provided in this Contract:

13.1.1 the Customer assumes sole responsibility for results obtained from the use of the Services and the Documentation by the Customer, and for conclusions drawn from such use. The Supplier shall have no liability for any damage caused by errors or omissions in any information, instructions or scripts provided to the Supplier by the Customer in connection with the Services, or any actions taken by the Supplier at the Customer's direction;

13.1.2 all warranties, representations, conditions and all other terms of any kind whatsoever implied by statute or common law are, to the fullest extent permitted by applicable law, excluded from this Contract; and

13.1.3 the Services and the Documentation are provided to the Customer on an "as is" basis.

13.2 Nothing in this Contract excludes or limits the liability of the Supplier to the extent that such liability cannot be lawfully excluded or limited, including:

13.2.1 for death or personal injury caused by the Supplier's negligence; or

13.2.2 for fraud or fraudulent misrepresentation.

13.3 Subject to clause 13.1 and 13.2:

13.3.1 the Supplier shall not be liable whether in tort (including for negligence or breach of statutory duty), contract, indemnity, misrepresentation, restitution or otherwise for any:

13.3.1.1 direct or indirect loss of profits or revenue, 

13.3.1.2 direct or indirect loss of business, contracts or opportunity, 

13.3.1.3 direct or indirect depletion of goodwill, damage to reputation and/or similar losses,

13.3.1.4 direct or indirect loss or corruption of data or information,

13.3.1.5 direct or indirect losses under the Customer’s third-party contracts;  

13.3.1.6 direct or indirect pure economic loss, or 

13.3.1.7 special, indirect or consequential loss, costs, damages, charges or expenses however arising under this Contract;

13.3.2 the Supplier's total aggregate liability in contract, tort (including negligence or breach of statutory duty), indemnity, misrepresentation, restitution or otherwise, arising in connection with the performance or contemplated performance of this Contract shall be limited to the greater of (i) £1,000; and (ii) the total Subscription Fees paid for the User Subscriptions during the 12 months immediately preceding the date on which the claim arose; and

13.3.3 if the Customer is not the ultimate owner and/or end user of the Goods (each subsequent owner or end user being an “End User”), the Customer shall indemnify and hold the Supplier harmless from and against any liability to such End User(s) which is in excess of and/or duplication of liability owed to the Customer under the Contract.

14. TERM AND TERMINATION

14.1 This Contract shall, unless otherwise terminated as provided in this clause 14, commence on the Effective Date and shall continue until terminated by one party giving 30 days’ written notice to the other (in either case, such period being “Subscription Term”). [You can also terminate this Contract by selecting the option within the Found Business app to delete your account].

14.2 Without affecting any other right or remedy available to it, either party may terminate this Contract with immediate effect by giving written notice to the other party if:

14.2.1 the other party fails to pay any amount due under this Contract on the due date for payment and remains in default not less than 5 Business Days after being notified in writing to make such payment;

14.2.2 the other party commits a material breach of any other term of this Contract and (if such breach is remediable) fails to remedy that breach within a period of 15 Business Days after being notified in writing to do so;

14.2.3 the other party suspends, or threatens to suspend, payment of its debts or is unable to pay its debts as they fall due or admits inability to pay its debts or is deemed unable to pay its debts within the meaning of section 123 of the Insolvency Act 1986;

14.2.4 the other party commences negotiations with all or any class of its creditors with a view to rescheduling any of its debts, or makes a proposal for or enters into any compromise or arrangement with its creditors other than for the sole purpose of a scheme for a solvent amalgamation of that other party with one or more other companies or the solvent reconstruction of that other party;

14.2.5 the other party applies to court for, or obtains, a moratorium under Part A1 of the Insolvency Act 1986;

14.2.6 a petition is filed, a notice is given, a resolution is passed, or an order is made, for or in connection with the winding up of that other party other than for the sole purpose of a scheme for a solvent amalgamation of that other party with one or more other companies or the solvent reconstruction of that other party;

14.2.7 an application is made to court, or an order is made, for the appointment of an administrator, or if a notice of intention to appoint an administrator is given or if an administrator is appointed, over the other party (being a company, partnership or limited liability partnership);

14.2.8 the holder of a qualifying floating charge over the assets of that other party (being a company or limited liability partnership) has become entitled to appoint or has appointed an administrative receiver;

14.2.9 a person becomes entitled to appoint a receiver over the assets of the other party or a receiver is appointed over the assets of the other party;

14.2.10 a creditor or encumbrancer of the other party attaches or takes possession of, or a distress, execution, sequestration or other such process is levied or enforced on or sued against, the whole or any part of the other party's assets and such attachment or process is not discharged within 14 days;

14.2.11 any event occurs, or proceeding is taken, with respect to the other party in any jurisdiction to which it is subject that has an effect equivalent or similar to any of the events mentioned in clause 14.2.3 to 14.2.10 (inclusive);

14.2.12 the other party suspends or ceases, or threatens to suspend or cease, carrying on all or a substantial part of its business; or

14.2.13 the other party's financial position deteriorates so far as to reasonably justify the opinion that its ability to give effect to the terms of this Contract is in jeopardy.

14.3 On termination of this Contract for any reason:

14.3.1 all licences granted under this Contract shall immediately terminate and the Customer shall immediately cease all use of the Services and/or the Documentation;

14.3.2 each party shall return and make no further use of any equipment, property, Documentation and other items (and all copies of them) belonging to the other party;

14.3.3 the Supplier may destroy or otherwise dispose of any of the Customer Data in its possession unless the Supplier receives, no later than ten days after the effective date of the termination of this Contract, a written request for the delivery to the Customer of the then most recent back-up of the Customer Data. The Supplier shall use reasonable commercial endeavours to deliver the back-up to the Customer within 30 days of its receipt of such a written request, provided that the Customer has, at that time, paid all fees and charges outstanding at and resulting from termination (whether or not due at the date of termination). The Customer shall pay all reasonable expenses incurred by the Supplier in returning or disposing of Customer Data; and

14.3.4 any rights, remedies, obligations or liabilities of the parties that have accrued up to the date of termination, including the right to claim damages in respect of any breach of the agreement which existed at or before the date of termination shall not be affected or prejudiced.

15. FORCE MAJEURE

The Supplier shall have no liability to the Customer under this Contract if it is prevented from or delayed in performing its obligations under this Contract, or from carrying on its business, by acts, events, omissions or accidents beyond its reasonable control, including, without limitation, strikes, lock-outs or other industrial disputes (whether involving the workforce of the Supplier or any other party), failure of a utility service or transport or telecommunications network, act of God, war, riot, civil commotion, malicious damage, compliance with any law or governmental order, rule, regulation or direction, accident, breakdown of plant or machinery, fire, flood, storm or default of suppliers or sub-contractors. The Customer shall be promptly notified of such an event and its expected duration.

16. CONFLICT

If there is an inconsistency between any of the provisions in the main body of this Contract and the Schedules, the provisions in the main body of this Contract shall prevail.

17. VARIATION

No variation of this Contract shall be effective unless it is in writing and signed by the parties (or their authorised representatives).

18. WAIVER

No failure or delay by a party to exercise any right or remedy provided under this Contract or by law shall constitute a waiver of that or any other right or remedy, nor shall it prevent or restrict the further exercise of that or any other right or remedy. No single or partial exercise of such right or remedy shall prevent or restrict the further exercise of that or any other right or remedy.

19. SEVERANCE

19.1 If any provision or part-provision of this Contract is or becomes invalid, illegal or unenforceable, it shall be deemed deleted, but that shall not affect the validity and enforceability of the rest of this Contract.

19.2 If any provision or part-provision of this Contract is deemed deleted under clause 19.1 the parties shall negotiate in good faith to agree a replacement provision that, to the greatest extent possible, achieves the intended commercial result of the original provision.

20. ENTIRE AGREEMENT

20.1 This Contract constitutes the entire agreement between the parties and supersedes and extinguishes all previous agreements, promises, assurances, warranties, representations and understandings between them, whether written or oral, relating to its subject matter.

20.2 Each party acknowledges that in entering into this Contract it does not rely on, and shall have no remedies in respect of, any statement, representation, assurance or warranty (whether made innocently or negligently) that is not set out in this Contract.

20.3 Each party agrees that it shall have no claim for innocent or negligent misrepresentation or negligent misstatement based on any statement in this Contract.

21. ASSIGNMENT

21.1 The Customer shall not, without the prior written consent of the Supplier, assign, transfer, charge, sub-contract or deal in any other manner with all or any of its rights or obligations under this Contract.

21.2 The Supplier may at any time assign, transfer, charge, sub-contract or deal in any other manner with all or any of its rights or obligations under this Contract.

22. NO PARTNERSHIP OR AGENCY

Nothing in this Contract is intended to or shall operate to create a partnership between the parties, or authorise either party to act as agent for the other, and neither party shall have the authority to act in the name or on behalf of or otherwise to bind the other in any way (including, but not limited to, the making of any representation or warranty, the assumption of any obligation or liability and the exercise of any right or power).

23. THIRD PARTY RIGHTS

This Contract does not confer any rights on any person or party (other than the parties to this Contract and, where applicable, their successors and permitted assigns) pursuant to the Contracts (Rights of Third Parties) Act 1999.

24. NOTICES

24.1 Any notice required to be given under this Contract shall be in writing and shall be delivered by hand or sent by pre-paid first-class post or recorded delivery post to the other party at its registered office (or main trading address if it has no registered office).

24.2 A notice delivered by hand shall be deemed to have been received when delivered (or if delivery is not between 9am and 5 pm on a Business Day, at 9 am on the first Business Day following delivery). A correctly addressed notice sent by pre-paid first-class post or recorded delivery post shall be deemed to have been received at 9.00 am on the second Business Day after posting.

25. GOVERNING LAW

25.1 This Contract and any dispute or claim arising out of or in connection with it or its subject matter or formation (including non-contractual disputes or claims) shall be governed by and construed in accordance with the law of England and Wales.

25.2 Each party irrevocably agrees that the courts of England and Wales shall have exclusive jurisdiction to settle any dispute or claim arising out of or in connection with this Contract or its subject matter or formation (including non-contractual disputes or claims).

This Contract has been entered into on the Effective Date.


Services

The Services are a software as a service (SaaS) provision to allow organisations to manage their lost property operations. As at the Effective Date, the functionality will be the following:

Customer admins only

  • Register with Found Business and create an administrator account;

  • Invite employees to join the Customer account as members;

  • Remove members from the Customer account;

  • Promote members to admin status; and

  • Edit business profile details (function not available in web app version).

All users

  • Register personal valuables found at the Customer’s premises (function not available in web app version);

  • View items that have been registered by the Customer;

  • Edit items that have been registered by the Customer;

  • Edit profile information and reset the users account profile;

  • Mark items as “returned” once collected from the Customer; and

  • Delete an item registered by the Customer.

 

The Supplier will release updates to the app and/or web app and/or Services from time-to-time, which may vary the above lists.

Subscription Fees

The Services are provided to the Customer free of charge to use for the term of the Contract.

Back to top of page

 

Found Business – Terms of Use – February 2021 Edition

PLEASE READ THESE TERMS OF USE CAREFULLY BEFORE USING THIS APP

What's in these terms?

These terms tell you the rules for using our Found Business application, whether for the Lost Property function, the Device Register Function, or both (our app).

 

Who we are and how to contact us

Our app is operated by Found Limited ("We"). We are registered in Guernsey under registration number 61332 (and registered at UK Companies House with company number FC036471). Our registered office is at Hawkesbury, Braye Du Valle, St Sampson, GY2 4RB. To contact us, please email support@found.cloud.

By using our app you accept these terms

By using our app, you confirm that you accept these terms of use and that you agree to comply with them. If you do not agree to these terms, you must not use our app.

We recommend that you print a copy of these terms for future reference.

 

There are other terms that may apply to you

These terms of use refer to the following additional terms, which also apply to your use of our app:

  • Our Privacy Policy at www.found.cloud.

  • Our contract(s) with your Company (Company Contract).

 

Company Contract

You are being provided with access to our app because your Company (which may be your employer, a company or business you contract for or similar) has entered into the Company Contract with us. You are accessing our app as a representative of your Company, and must comply in full with the Company Contract at all times. A copy of the Company Contract can be obtained from your Company, and may differ from our standard terms displayed to you when downloading and/or registering with our app.

 

We may make changes to these terms

We amend these terms from time to time. Every time you wish to use our app, please check these terms to ensure you understand the terms that apply at that time. 

 

We may make changes to our app

We may update and change our app from time to time [to reflect changes to our products, our users' needs and our business priorities. We may suspend or withdraw our app, either in part or altogether. We do not guarantee that our app, or any content on it, will always be available or be uninterrupted. We may suspend or withdraw or restrict the availability of all or any part of our app for business and operational reasons, or where the Company Contract comes to an end.  You are also responsible for ensuring that all persons who access our app through your internet connection are aware of these terms of use and other applicable terms and conditions, and that they comply with them.

 

We may transfer these terms to someone else

We may transfer our rights and obligations under these terms to another organisation. We will always tell you in writing if this happens and we will ensure that the transfer will not affect your rights under the contract.

Our app is only for users in the UK

Our app is directed to people residing in the United Kingdom. We do not represent that content available on or through our app is appropriate for use or available in other locations.

 

You must keep your account details safe

If you choose, or you are provided with, a user identification code, password or any other piece of information as part of our security procedures (or those of your Company), you must treat such information as confidential. You must not disclose it to any third party. We have the right to disable any user identification code or password, whether chosen by you or allocated by us, at any time, if in our reasonable opinion you have failed to comply with any of the provisions of these terms of use.

If you know or suspect that anyone other than you knows your user identification code or password, you must promptly notify us.

 

How you may use material on our app

We are the owner or the licensee of all intellectual property rights in our app, and in the material published on it. Those works are protected by copyright laws and treaties around the world. All such rights are reserved. You must not use any part of the content on our app for commercial purposes without obtaining a licence to do so from us or our licensors (save as expressly permitted by the Customer Contract). If you copy or use any part of our app in breach of these terms of use, your right to use our app will cease immediately.

Do not rely on information on our app

The content on our app is provided for general information only. It is not intended to amount to advice on which you should rely. You must obtain professional or specialist advice before taking, or refraining from, any action on the basis of the content on our app. Although we make reasonable efforts to update the information on our app, we make no representations, warranties or guarantees, whether express or implied, that the content on our app is accurate, complete or up to date.

 

We are not responsible for websites we link to

Where our app contains links to other sites and resources provided by third parties, these links are provided for your information only. Such links should not be interpreted as approval by us of those linked websites or information you may obtain from them. We have no control over the contents of those sites or resources.

Our responsibility for loss or damage suffered by you

As you are using our app as a representative of your Company, you are classed as a business user rather than a consumer. Accordingly:

  • We do not exclude or limit in any way our liability to you where it would be unlawful to do so. This includes liability for death or personal injury caused by our negligence or the negligence of our employees, agents or subcontractors and for fraud or fraudulent misrepresentation. 

  • We exclude all implied conditions, warranties, representations or other terms that may apply to our app or any content on it.

  • We will not be liable to you for any loss or damage, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, even if foreseeable, arising under or in connection with:

    • use of, or inability to use, our app; or

    • use of or reliance on any content displayed on our app.

  • In particular, we will not be liable for:

    • loss of profits, sales, business, or revenue;

    • business interruption;

    • loss of anticipated savings;

    • loss of business opportunity, goodwill or reputation; or

    • any indirect or consequential loss or damage.

How we may use your personal information

We will only use your personal information as set out in our Privacy Policy at www.found.cloud.

Uploading content to our app

Whenever you make use of a feature that allows you to upload content to our app, or to make contact with other users of our app, you must comply with the content standards set out in our Acceptable Use Policy below. You warrant that any such contribution does comply with those standards, and you will be liable to us and indemnify us for any breach of that warranty. This means you will be responsible for any loss or damage we suffer as a result of your breach of warranty. Any content you upload to our app will be considered non-confidential and non-proprietary. You retain all of your ownership rights in your content, but you are required to grant us and other users of our app a limited licence to use, store and copy that content and to distribute and make it available to third parties. We also have the right to disclose your identity to any third party who is claiming that any content posted or uploaded by you to our app constitutes a violation of their intellectual property rights, or of their right to privacy. We have the right to remove any posting you make on our app if, in our opinion, your post does not comply with the content standards set out in our Acceptable Use Policy.

You are solely responsible for securing and backing up your content.

Acceptable Use Policy

You may use our app only for lawful purposes. You may not use our app:

  • In any way that breaches any applicable local, national or international law or regulation.

  • In any way that is unlawful or fraudulent or has any unlawful or fraudulent purpose or effect.

  • For the purpose of harming or attempting to harm minors in any way.

  • To bully, insult, intimidate or humiliate any person.

  • To send, knowingly receive, upload, download, use or re-use any material which does not comply with our Acceptable Use Policy.

  • To transmit, or procure the sending of, any unsolicited or unauthorised advertising or promotional material or any other form of similar solicitation (spam).

  • To knowingly transmit any data, send or upload any material that contains viruses, Trojan horses, worms, time-bombs, keystroke loggers, spyware, adware or any other harmful programs or similar computer code designed to adversely affect the operation of any computer software or hardware.

You also agree:

  • Not to reproduce, duplicate, copy or re-sell any part of our app in contravention of the provisions of these terms.

  • Not to access without authority, interfere with, damage or disrupt:

    • any part of our app;

    • any equipment or network on which our app is stored;

    • any software used in the provision of our app; or

    • any equipment or network or software owned or used by any third party.

All material you contribute to our app (Contribution) must:

  • Be accurate (where it states facts).

  • Be genuinely held (where it states opinions).

  • Comply with the law applicable in England and Wales and in any country from which it is posted.

A Contribution must not:

  • Be defamatory of any person.

  • Be obscene, offensive, hateful or inflammatory.

  • Bully, insult, intimidate or humiliate.

  • Promote sexually explicit material.

  • Include child sexual abuse material.

  • Promote violence.

  • Promote discrimination based on race, sex, religion, nationality, disability, sexual orientation or age.

  • Infringe any copyright, database right or trade mark of any other person.

  • Be likely to deceive any person.

  • Breach any legal duty owed to a third party, such as a contractual duty or a duty of confidence.

  • Promote any illegal content or activity.

  • Be in contempt of court.

  • Be threatening, abuse or invade another's privacy, or cause annoyance, inconvenience or needless anxiety.

  • Be likely to harass, upset, embarrass, alarm or annoy any other person.

  • Impersonate any person or misrepresent your identity or affiliation with any person.

  • Give the impression that the Contribution emanates from Found Limited, if this is not the case.

  • Advocate, promote, incite any party to commit, or assist any unlawful or criminal act such as (by way of example only) copyright infringement or computer misuse.

  • Contain a statement which you know or believe, or have reasonable grounds for believing, that members of the public to whom the statement is, or is to be, published are likely to understand as a direct or indirect encouragement or other inducement to the commission, preparation or instigation of acts of terrorism.

  • Contain any advertising or promote any services or web links to other sites.

Rights you are giving us to use material you upload

When you upload or post content to our app, you grant us the following rights to use that content:

  • a worldwide, non-exclusive, royalty-free, transferable licence to use, reproduce, distribute, prepare derivative works of, display, and perform that user-generated content in connection with the service provided by our app and across different media including to promote our app or the service; and

  • a worldwide, non-exclusive, royalty-free, transferable licence for other users, partners or advertisers to use the content in accordance with the functionality of our app.

We are not responsible for viruses and you must not introduce them

We do not guarantee that our app will be secure or free from bugs or viruses. You are responsible for configuring your information technology, computer programmes and platform to access our app. You should use your own virus protection software. You must not misuse our app by knowingly introducing viruses, trojans, worms, logic bombs or other material that is malicious or technologically harmful. You must not attempt to gain unauthorised access to our app, the server on which our app is stored or any server, computer or database connected to our app. You must not attack our app via a denial-of-service attack or a distributed denial-of service attack. By breaching this provision, you would commit a criminal offence under the Computer Misuse Act 1990. We will report any such breach to the relevant law enforcement authorities and we will co-operate with those authorities by disclosing your identity to them. In the event of such a breach, your right to use our app will cease immediately.

 

Which country's laws apply to any disputes?

These terms of use, their subject matter and their formation (and any non-contractual disputes or claims) are governed by English law. We both agree to the exclusive jurisdiction of the courts of England and Wales.

Back to top of page