Terms & Conditions

The contract between you and Procursea Group governing use of the platform.

1. Acceptance of these terms

These Terms of Service (the “Terms”) form a binding agreement between you (“you”, “Customer”, “User”) and Procursea Group, a company registered in the United Kingdom (“Procursea”, “we”, “us”), and govern your access to and use of the Procursea platform, mobile application, websites and any related services (the “Service”).

By creating an account, signing in, or using the Service you agree to be bound by these Terms and by our Privacy Policy. If you do not agree, do not use the Service.

2. Definitions

• “Account” means the account you register to access the Service.
• “Customer Data” means data, content and information uploaded, generated or processed by you through the Service, including inventory records, RFQs, quotes, purchase orders, invoices and supplier communications.
• “Subscription” means a paid plan giving you access to the Service for a defined period.
• “User” means an individual authorised by the Customer to use the Service under the Customer’s Account.

3. Account registration and users

3.1 You must provide accurate and current information when creating an Account and keep it up to date.

3.2 You are responsible for maintaining the confidentiality of your credentials and for all activity that occurs under your Account. Notify us immediately at info@procursea.com of any unauthorised use.

3.3 The Service is intended for adult professional users (18+). It is not for personal or consumer use.

4. Subscriptions, fees and payment

4.1 Access to the Service is provided on a subscription basis. Pricing is published on our website or as agreed in your order form.

4.2 Payment is processed by Stripe. By providing payment details, you authorise Procursea (via Stripe) to charge the applicable fees on a recurring basis until you cancel.

4.3 Fees are exclusive of VAT and any other applicable taxes, which will be added where required.

4.4 Subscriptions renew automatically at the end of each billing period. You may cancel from your Account settings; cancellation takes effect at the end of the current paid period and previously paid fees are non-refundable except as required by law.

4.5 If a payment fails, we may suspend or terminate your Account after reasonable notice.

5. Acceptable use

You agree not to:

• Use the Service in violation of any applicable law or regulation, including export, sanctions, anti-bribery and competition law.
• Attempt to access, probe, scan, reverse engineer, decompile or disassemble the Service or any part of it, except as expressly permitted by law.
• Use the Service to transmit malware, spam, or harmful content, or to interfere with the Service’s integrity or performance.
• Resell, sublicense, or expose the Service to third parties without our prior written consent.
• Use AI features to generate or distribute content that is unlawful, deceptive, or infringing.
• Harvest or collect information about other users without consent.

6. Intellectual property

6.1 Procursea and its licensors own all right, title and interest in and to the Service, including all software, designs, algorithms, models, branding, documentation and any improvements. Nothing in these Terms transfers ownership to you.

6.2 Subject to your compliance with these Terms, we grant you a non-exclusive, non-transferable, revocable licence to access and use the Service during your Subscription term for your internal business purposes.

6.3 Feedback you provide about the Service may be used by us without restriction or obligation to you.

7. Customer data

7.1 As between you and us, you retain all rights in and to Customer Data. You grant us a worldwide, royalty-free licence to host, copy, transmit and process Customer Data solely as necessary to provide and improve the Service and to comply with law.

7.2 You are responsible for the accuracy, legality and quality of Customer Data and for obtaining all necessary consents from your personnel and third parties (including suppliers).

7.3 Where we process personal data on your behalf as a processor, our processing activities are described in the Privacy Policy. If your organisation requires a formal Data Processing Agreement under UK GDPR Article 28 (including specific terms on subprocessors, audit rights, international transfers, and breach notification), please contact info@procursea.com to execute a separate DPA before the start of processing.

8. Confidentiality

Each party will treat the other’s non-public information disclosed under these Terms as confidential and will use it only to perform its obligations or exercise its rights. This obligation survives termination for a period of three (3) years.

9. Third-party services and integrations

The Service may integrate with third-party services (Stripe, Microsoft Outlook, Google Gmail, AI providers, payment networks, etc.). Your use of those services is subject to their own terms. Procursea is not responsible for the availability, accuracy, or actions of any third-party service.

10. Warranties and disclaimers

10.1 We will provide the Service with reasonable skill and care.

10.2 Except as expressly stated, the Service is provided “AS IS” and “AS AVAILABLE”. To the maximum extent permitted by law, we exclude all other warranties, conditions and representations, whether express, implied, statutory or otherwise, including any implied warranties of merchantability, fitness for a particular purpose, non-infringement, accuracy, and uninterrupted operation.

10.3 AI-generated outputs (item identifications, suggestions, summaries) may be inaccurate or incomplete. You are responsible for reviewing AI outputs before relying on them, particularly for safety-critical, class-related, or financial decisions.

11. Limitation of liability

11.1 Nothing in these Terms limits or excludes liability for death or personal injury caused by negligence, fraud, fraudulent misrepresentation, or any other liability that cannot lawfully be limited.

11.2 Subject to clause 11.1, neither party shall be liable for any indirect, special, incidental, consequential, exemplary or punitive damages, or for loss of profits, revenue, data, anticipated savings, business opportunity, or goodwill, however caused.

11.3 Subject to clause 11.1, our total aggregate liability arising out of or relating to these Terms in any twelve (12) month period shall not exceed the fees paid by you to Procursea in that period.

12. Indemnity

You will indemnify and hold Procursea harmless from any third-party claim, loss or expense (including reasonable legal fees) arising out of (a) your breach of these Terms; (b) Customer Data; or (c) your unlawful or unauthorised use of the Service.

13. Suspension and termination

13.1 Either party may terminate the Subscription at the end of the then-current billing period via the Account settings or written notice.

13.2 We may suspend or terminate your access immediately if you materially breach these Terms, fail to pay fees when due, or use the Service in a way that puts our infrastructure or other customers at risk.

13.3 On termination, your right to use the Service ends. You may export Customer Data for thirty (30) days following termination, after which we may delete it in accordance with our retention policy.

14. Modifications

We may modify these Terms from time to time. Material changes will be notified by email or in-product notice at least fourteen (14) days before they take effect. Continued use of the Service after that date constitutes acceptance of the revised Terms.

15. Governing law and jurisdiction

15.1 These Terms and any dispute or claim arising out of or in connection with them or their subject matter (including non-contractual disputes) are governed by the laws of England and Wales.

15.2 The parties submit to the exclusive jurisdiction of the courts of England and Wales to settle any dispute or claim arising out of or in connection with these Terms.

16. General

16.1 Entire agreement. These Terms, together with our Privacy Policy and any order form, constitute the entire agreement between the parties.

16.2 Severability. If any provision is held unenforceable, the remainder will continue in full force.

16.3 No waiver. Failure to enforce any right is not a waiver of that right.

16.4 Assignment. You may not assign or transfer these Terms without our prior written consent. We may assign these Terms to an affiliate or in connection with a merger, acquisition, or sale of assets.

16.5 Force majeure. Neither party is liable for any delay or failure caused by events outside its reasonable control.

16.6 Notices. Notices to Procursea must be sent to info@procursea.com. Notices to you may be given by email to the address on your Account or in-product notification.

17. Contact

Procursea Group United Kingdom Email: info@procursea.com

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