Effective Date: 10 July 2025
IMPORTANT – PLEASE READ CAREFULLY This document sets out the legally-binding terms on which you may access and use the KAY ANSWERS website, application programme interfaces, software, documentation and any related services (together, the “Service”). It also explains how Kayem Systems Ltd (“Kayem”, “we”, “our” or “us”) collects and processes your personal data. By opening an account, submitting a prompt, browsing the site or otherwise using the Service you agree to be bound by, and to comply with, everything that follows. If you do not accept these provisions you must not use the Service. 1. WHO WE ARE • Provider: Kayem Systems Ltd; a company registered in England & Wales (company number 12345678). • Registered Office & Correspondence: Kayem Systems Ltd, East Holcombe, Shillingford, Devon, EX16 9BR, United Kingdom. • Email: k@kayem.systems 2. AGE & CAPACITY You must: a) be at least 18 years old, or have a parent/guardian’s consent to use the Service; and b) have legal capacity to agree to these terms. If you are acting on behalf of an organisation, you confirm that you have authority to do so and the organisation will be bound by this document. 3. CHANGES TO THESE TERMS OR THE SERVICE We may update the Service or this document from time to time: • We will post the revised version and, where the change is material, give you reasonable notice by email or in-product message. • Continued use after the effective date constitutes acceptance. If you do not agree you must stop using the Service. 4. YOUR ACCOUNT SECURITY You may need to create an account and choose a username and password. You must keep credentials confidential and are responsible for all activities carried out through your account. Tell us immediately at k@kayem.systems if you suspect unauthorised use. 5. LICENCE & INTELLECTUAL-PROPERTY RIGHTS a) Our rights – We (and/or our licensors) own all intellectual-property rights in the Service and its underlying software, models and content. We grant you a personal, non-exclusive, non-transferable, revocable licence to access and use the Service solely for your lawful internal purposes. b) Your submissions – Any text, data, files or other material you upload or type into the Service (“Prompts”) together with the corresponding machine-generated responses (“Outputs”) are “User Content”. • You must ensure your Prompts are lawful and do not infringe anyone else’s rights. • You grant Kayem a worldwide, royalty-free, transferable, sub-licensable licence to store, copy, analyse, adapt, display and otherwise use User Content for: (i) operating, securing and improving the Service; (ii) complying with law; and (iii) defending legal claims. c) Your rights in Outputs – Subject to these terms and to any third-party rights embodied in the Prompts, we assign to you whatever copyright we may own in the Outputs. You are responsible for verifying their accuracy and legality before relying on, publishing or commercialising them. 6. ACCEPTABLE USE You must not, and must not permit anyone else to: • break the law, infringe rights or breach another contract while using the Service; • upload unlawful, harmful, defamatory, discriminatory, obscene, violent, sexually explicit or otherwise objectionable content; • attempt to reverse-engineer, de-compile, scrape, mine or gain unauthorised access to the Service, its models or data; • use the Service to generate misinformation, political campaigning material, or to make decisions that may have a legal or similarly significant effect on an individual; • interfere with or disrupt any network or security feature; • compete with, or build a competing product or service from, the Service. We may suspend or terminate your access if you breach this clause. 7. FEES & PAYMENT Some functionality may require payment (“Paid Plan”). Prices will be displayed before you subscribe. All fees: • are quoted exclusive of VAT (unless stated otherwise); • are payable in advance by the payment method we specify; and • are non-refundable except as required by law or expressly set out in a Paid Plan. We use a PCI-DSS compliant third-party processor; we never hold your full card details. 8. CANCELLATION & TERMINATION You may close your account at any time via the user dashboard or by emailing k@kayem.systems. Paid Plans can be cancelled with effect from the next billing period, unless consumer-law cooling-off rights apply. We may suspend or terminate the Service (or any part) on reasonable notice or immediately if you materially breach these terms. Clauses intended to survive termination (including licence grants, exclusions, limits of liability and governing law) shall do so. 9. THIRD-PARTY LINKS & CONTENT The Service may link to or integrate with third-party sites or services. We do not endorse or accept responsibility for them. You access them at your own risk and must comply with their terms. 10. NO RELIANCE & RISK NOTICE Outputs are automatically generated and may be inaccurate, misleading or out-of-date. They are provided for general information only and do not constitute legal, medical, investment, professional or other advice. You must carry out your own checks and, where appropriate, obtain professional guidance before acting on any Output or other information obtained via the Service. 11. WARRANTY DISCLAIMER The Service is provided “as is” and “as available”. To the fullest extent permitted by law, we exclude all warranties, representations and conditions of any kind, whether express or implied, including implied warranties of satisfactory quality, fitness for a particular purpose, non-infringement and that the Service will be uninterrupted or error-free. 12. LIMITATION OF LIABILITY Nothing in these terms limits liability for: (a) death or personal injury caused by negligence; (b) fraud or fraudulent misrepresentation; or (c) any matter that cannot lawfully be limited. Subject to that: • We shall not be liable for indirect, consequential or special loss, loss of profits, business, data, reputation or anticipated savings. • Our total aggregate liability arising out of or in connection with the Service (whether in contract, tort or otherwise) shall not exceed the greater of: (i) £100; or (ii) the total fees you paid us for the Service in the 12 months preceding the event giving rise to liability. 13. INDEMNITY You agree to indemnify and hold harmless Kayem, its directors, officers, employees and agents against all claims, damages, losses, costs and expenses arising from: (a) your breach of these terms; (b) your User Content; or (c) your misuse of the Service. 14. PRIVACY – SUMMARY OF HOW WE USE YOUR DATA (Full details follow in Sections 15-23.) We collect information that you give us (e.g., name, email, payment details, Prompts) and information that we obtain automatically from your device (e.g., IP address, logs, cookies). We use it to: • provide, secure and improve the Service; • process payments; • communicate with you; • comply with law; and • market our products where lawful. We rely on the lawful bases of contract, legitimate interests, consent (where you have given it) and legal obligation. 15. THE PERSONAL DATA WE COLLECT a) Identity & contact – name, username, email address, billing address, telephone number. b) Account & usage – login credentials, session logs, feature use, support tickets. c) Technical – IP address, device type, operating system, browser, time-zone, cookies and similar technologies. d) Transaction – details of subscriptions and payments (held by our payment processor, not Kayem). e) Content – Prompts, Outputs and files you upload (which may contain personal data you choose to include). We do not knowingly collect data about children under 13 and will delete it if discovered. 16. COOKIES & SIMILAR TECHNOLOGIES We use: • Essential cookies – required for the site to function; • Preference cookies – to remember choices such as language. You can control cookies through your browser settings and can withdraw consent at any time, though parts of the Service may not work properly. 17. DISCLOSURE OF PERSONAL DATA We disclose personal data: • to our hosting, analytics, support, email, security and payment service providers; • where required by law or ordered by a court; • to a purchaser of our business or assets; or • with your consent or at your direction. We do not sell your personal data. 18. INTERNATIONAL TRANSFERS Your data may be processed outside the UK (for example on servers in the EEA or United States). Where we do so we ensure that an adequate level of protection is in place, e.g., through UK “adequacy regulations” or standard contractual clauses. 19. DATA RETENTION We keep personal data only for as long as necessary for the purposes set out in this document, after which we securely delete or anonymise it. Typical retention periods: • Account & billing records – 7 years after account closure (for tax/audit purposes). • Logs – up to 12 months. • Prompts & Outputs – up to 30 days unless you delete them sooner or we have a legitimate reason (e.g., to investigate abuse). 20. YOUR RIGHTS (UK GDPR) You have the right to: • access the personal data we hold about you; • have inaccurate data rectified; • have your data erased or processing restricted (in certain situations); • object to processing based on legitimate interests or direct marketing; • portability of your data to another provider; and • withdraw consent at any time where processing is based on consent. To exercise these rights email k@kayem.systems. You also have the right to lodge a complaint with the UK Information Commissioner’s Office. 21. SECURITY We use industry-standard technical and organisational measures (encryption in transit, access controls, regular assessments, etc.) to protect personal data. However, no online service is completely secure and you acknowledge the inherent risks. 22. CHILDREN & THE AGE-APPROPRIATE DESIGN CODE KAY ANSWERS is not directed to children and we do not knowingly allow anyone under 13 to use the Service. If you are aged 13-17 you must obtain a parent/guardian’s permission. We aim to comply with the UK Children’s Code; please contact us if you have concerns. 23. COMPLAINTS & HOW TO CONTACT US Questions, requests or complaints about these Terms or your privacy rights should be sent to: Email: k@kayem.systems Post: Kayem Systems Ltd, East Holcombe, Shillingford, Devon, EX16 9BR, United Kingdom. We will respond within one month. If you are unhappy with our response you may complain to the Information Commissioner (ico.org.uk) or seek redress in the courts of England & Wales. 24. GOVERNING LAW & JURISDICTION This document, and any dispute or claim (including non-contractual disputes or claims) arising out of or in connection with it or its subject matter, shall be governed by and construed in accordance with the laws of England and Wales. The courts of England and Wales shall have exclusive jurisdiction, save that Kayem may seek injunctive or other equitable relief in any jurisdiction to protect its intellectual-property rights. 25. GENERAL • Entire agreement – This document constitutes the entire agreement between you and us regarding the Service and supersedes all prior understandings. • Severability – If any provision is held invalid or unenforceable, the remaining provisions shall remain in full force and effect. • Assignment – You may not assign or transfer your rights or obligations without our written consent. We may assign our rights and obligations on notice. • Waiver – Failure to exercise a right or insist on performance shall not constitute a waiver of that right. • Third-party rights – Except as expressly stated, nothing in this document is intended to give anyone other than you and us any rights. By creating an account, clicking “I agree”, making payment or otherwise continuing to use KAY ANSWERS you acknowledge that you have read, understood and agree to be bound by these Terms of Service & Privacy Notice.