Terms of service
ASPIRIUM LTD
Effective date: 26 October 2026
These Terms of Service govern the provision of services by Aspirium Ltd to business customers. They explain the rights, responsibilities and obligations of both parties, including subscriptions, payments, cancellations, hosting, digital services, data protection and liability.
These Terms incorporate our Acceptable Usage Policy and Data Processing Agreement. Please read all three documents before ordering. The Data Processing Agreement applies automatically whenever we process personal data on your behalf.
Please read these Terms carefully before purchasing or using our Services.
1. Parties and Agreement
1.1 Supplier
Aspirium Ltd (“Aspirium”, “we”, “us” or “our”) is a private limited company registered in England and Wales under company number 16989063, with its registered office at 71–75 Shelton Street, Covent Garden, London, WC2H 9JQ.
1.2 Business customers
Our Services are supplied exclusively to customers acting wholly or mainly for business, commercial or professional purposes.
Customers may include limited companies, partnerships, sole traders, self-employed practitioners, healthcare clinics and other business organisations.
By purchasing our Services, you confirm that you are acting for business purposes rather than as a consumer.
Where you act on behalf of an organisation, you confirm that you have authority to enter into this Agreement on its behalf.
1.3 Contract documents
1.3 Agreement
The contract consists of the Order, these Terms, the service description and plan limits shown at checkout or in an accepted proposal, our Acceptable Usage Policy, our Data Processing Agreement, and any service schedule expressly incorporated into the Order. Together these documents are the Agreement. The Data Processing Agreement is automatically incorporated into the Agreement and applies whenever we process personal data on your behalf in providing the Services. No separate signature or additional agreement is required for it to apply.
1.4 Priority
For matters concerning the protection or processing of personal data on your behalf, the Data Processing Agreement takes priority over other parts of the Agreement, except that an expressly agreed service-specific data protection schedule takes priority to the extent of a conflict. For other matters, an accepted written proposal or Order takes priority, followed by any service schedule, these Terms and the Acceptable Usage Policy. No Order, proposal or service schedule overrides a mandatory requirement of applicable data protection law.
2. Accounts, Orders and Contract Formation
2.1 Orders
Submitting an Order constitutes an offer to purchase Services. An Agreement is formed when Aspirium confirms acceptance, provisions the Service or otherwise accepts the Order in writing.
We reserve the right to reject an Order before acceptance. Any payment collected for a rejected Order will be refunded.
2.2 Account information
Customers must provide accurate and current contact, billing and business information.
Customers are responsible for maintaining the confidentiality of their account credentials and controlling access by authorised users.
2.3 Account security
Customers must implement reasonable security measures, including strong passwords and multifactor authentication where available.
Suspected unauthorised access must be reported promptly.
2.4 Authorised instructions
Aspirium may rely on instructions from the account owner or an authorised representative unless we have reasonable grounds to question their authority.
3. General Service Provision
3.1 Scope
Aspirium provides digital services that may include:
Website and email hosting.
Domain registration and management.
Website Care, maintenance and technical support.
Website design, development and migration.
Marketing dashboards and analytics.
Email marketing and automation.
Design Studio and creative tools.
AI-powered Digital Assistant services.
Rewards, discounts and partner benefits.
Other digital services introduced from time to time.
Services, features, usage allowances and prices are determined by the Customer’s selected plan or accepted Order.
3.2 Standard of service
We will provide our Services with reasonable care and skill, using appropriately qualified personnel or suppliers where necessary.
3.3 Customer cooperation
Customers must provide necessary access, instructions, information, approvals and materials.
Aspirium is not responsible for delays caused by incomplete instructions, unavailable access, customer-controlled systems or third parties outside our reasonable control.
3.4 Service changes
We may update software, infrastructure, security arrangements, integrations or features to maintain, improve or protect our Services.
We will provide reasonable notice of material changes where practicable.
Where a change materially reduces a paid Service, customers may cancel the affected Service and receive an appropriate refund for unused prepaid service, unless the change is legally required or results from customer misuse.
3.5 Support
Aspirium support is available from 8am to 11pm UK time, seven days a week, through the support channels published on our website or in the Customer account.
Requests may be submitted outside these hours and will normally be reviewed during the next support period.
Support hours describe when support is available; they do not guarantee an immediate response or resolution. Any response targets are indicative unless expressly agreed in a separate service-level agreement.
3.6 Compliance and educational resources
The Compliance Library, Compliance & Patient Acquisition resources, templates, checklists, guides and other educational materials provide general information. They are not legal, regulatory, medical or other professional advice and do not constitute certification or a guarantee of compliance.
Requirements vary according to the Customer’s profession, activities and circumstances. Customers must assess whether materials are suitable, check their accuracy and currency before use, adapt them appropriately and obtain qualified professional advice where necessary.
Unless expressly agreed in writing, these resources do not include a compliance audit, legal review or ongoing monitoring of the Customer’s compliance.
Nothing in this clause excludes our obligation to provide the agreed Services with reasonable care and skill.
4. Hosting and Infrastructure
4.1 Hosting supplier
Aspirium provides hosting services using infrastructure and related services supplied through Stablepoint and its upstream providers.
Aspirium remains the Customer’s contractual supplier for hosting purchased through Aspirium.
4.2 Infrastructure
Website accounts supplied under our standard Hosting Services are hosted on servers located in the United Kingdom.
Hosting infrastructure may include servers, storage, DNS, networking, security systems, control panels, backup facilities and email services.
We may change infrastructure and technical configurations while maintaining the UK location of the website hosting servers. Any proposed relocation of hosted website data outside the UK will be notified in advance and handled in accordance with the Agreement and applicable data protection law.
This UK hosting commitment does not mean that every supporting service, backup, supplier or support-access location is necessarily within the UK. Those arrangements are governed by our Data Processing Agreement and subprocessor register.
4.3 Availability
We aim to provide reliable hosting but do not guarantee uninterrupted or error-free operation.
Services may be affected by maintenance, cyberattacks, infrastructure failures, network issues, software vulnerabilities or circumstances outside our reasonable control.
4.4 Resource usage
Hosting plans are subject to the resources and technical limits stated in their descriptions.
Any reference to unlimited resources is subject to reasonable use, technical constraints and our Acceptable Usage Policy.
4.5 Customer software
Unless covered by a managed service, customers remain responsible for maintaining and licensing their websites, applications, plugins, themes and other installed software.
4.6 Security
We may temporarily restrict or suspend affected services where reasonably necessary to address malware, unauthorised access, security vulnerabilities or threats to infrastructure.
4.7 Backups
Standard Hosting Services include automated daily backups retained on a rolling 30-day basis. Backups are stored offsite on separate dedicated backup servers and are accessible through JetBackup in cPanel.
Backups are not a complete archive or a substitute for a separately agreed disaster-recovery service. Individual backup jobs or restoration attempts may fail, and we do not guarantee recovery to a particular point in time unless expressly agreed.
Customers should maintain independent, tested backups of important business information.
Nothing in this clause excludes or reduces Aspirium’s responsibility for backup, security or recovery obligations expressly agreed or imposed by law.
4.8 Migrations
Website and email migrations depend on the accessibility, compatibility and condition of source systems.
Customers must supply necessary credentials, maintain source backups and verify migrated content within a reasonable period.
4.9 Clinic website enquiries and booking requests
Standard Hosting Services may be used to operate ordinary clinic websites and receive administrative enquiries and booking requests. These may include limited health information that an individual supplies in connection with their enquiry, such as a brief description of symptoms or the reason for requesting an appointment.
This permission is limited to the hosting, transmission, storage, backup and technical support reasonably necessary to operate those website functions. Standard Hosting Services are not supplied as a clinical records system, electronic health record system or patient portal and must not be used to store or manage clinical records, consultation notes, diagnostic reports or clinical images.
Customers control their forms and remain responsible for determining an appropriate lawful basis and, where applicable, a condition for processing special-category data; providing privacy information; minimising the information requested; and implementing appropriate access, security and retention controls. Customers should discourage unnecessary medical detail and attachments in general enquiry forms.
This permission does not authorise transferring health information into Email Marketing, Design Studio, AI features or other Services that prohibit it. Customers must configure integrations, notifications and automations accordingly.
5. Domain Names
5.1 Registration
Domain registration is subject to availability and applicable registrar, registry, ICANN and Nominet requirements.
5.2 Ownership
Unless otherwise agreed, domains will be registered in the Customer’s name or that of their nominated registrant.
5.3 Renewal
Customers are responsible for maintaining accurate registration details and ensuring that renewal payments are made before expiry.
Automatic renewal is subject to the relevant subscription arrangements and successful payment.
5.4 Expiry
Expired domains may become unavailable, incur redemption charges or be released for registration by others.
5.5 Transfers
We will provide reasonable assistance with legitimate domain transfers, subject to applicable registry rules, verification requirements and agreed charges.
6. Website Care and Technical Support
6.1 Service coverage
Website Care provides technical assistance within the scope of the purchased subscription.
Eligible work may include fault investigation, troubleshooting, corrections and maintenance tasks described in the relevant plan.
6.2 Exclusions
Unless expressly included, Website Care does not cover:
Complete website redesigns.
New functionality or substantial development.
Content creation or marketing campaigns.
Third-party licence purchases.
Replacement of obsolete or unsupported systems.
Work outside the subscribed website or service.
6.3 Request allowances
Where a plan includes a fixed number of eligible fixes, unused allowances do not carry forward unless expressly stated.
Plans described as providing unlimited eligible fixes have no fixed monthly request count, but remain subject to reasonable use, sequential handling, technical complexity and service capacity.
6.4 Customer authorisation
By submitting an approved support request, the Customer authorises Aspirium to access and modify relevant systems as reasonably necessary to perform the requested work.
We may decline work that is unlawful, unsafe, technically inappropriate or outside the agreed scope.
7. Website Design and Development
7.1 Projects
Website creation, redesign, development and migration projects are governed by the agreed proposal, specification and deliverables.
7.2 Changes
Work outside the agreed scope may require additional fees and revised delivery times.
7.3 Approvals
Customers are responsible for reviewing and approving designs, content and functionality within agreed timescales.
7.4 Third-party components
Websites may incorporate third-party software, themes, plugins, fonts, images or other licensed materials.
Their continued use may depend on separate licences or subscriptions.
7.5 Ownership
Ownership and usage rights in commissioned deliverables will be determined by the agreed project terms and Section 12.
8. Email Marketing and Automation
8.1 Service description
Aspirium offers email marketing, campaign management, contact management and marketing automation services using third-party technology, including ActiveCampaign.
Services may be presented under Aspirium branding or through a customised customer portal.
8.2 Contractual relationship
Customers purchasing Email Marketing through Aspirium are billed and commercially supported by Aspirium.
ActiveCampaign supplies underlying platform technology and may impose additional conditions governing use of its services.
8.3 ActiveCampaign terms
Use of ActiveCampaign-powered services is conditional upon the Customer accepting and complying with the applicable ActiveCampaign terms and policies, including:
Aspirium will make the applicable terms available during the ordering or activation process and obtain the Customer’s agreement where required.
8.4 Lawful marketing
Customers are responsible for ensuring their campaigns comply with applicable laws, including the UK GDPR, Data Protection Act 2018 and Privacy and Electronic Communications Regulations 2003.
Customers must have an appropriate lawful basis for processing personal information and satisfy applicable electronic marketing consent requirements.
8.5 Mailing lists
Customers must not use purchased, harvested, scraped or otherwise unlawfully obtained mailing lists.
Contacts must have been collected and retained in accordance with applicable data protection and marketing laws and relevant platform requirements.
Customers must maintain appropriate evidence of consent or other lawful marketing permissions.
8.6 Unsubscribe and suppression
Marketing communications must include an appropriate means of opting out where required.
Customers must promptly honour unsubscribe requests, maintain suppression records and avoid reintroducing opted-out contacts without a valid legal basis.
8.7 Sender identity
Campaigns must accurately identify the sender and must not contain misleading subject lines, impersonation, fraudulent content or deceptive information.
8.8 Deliverability
Aspirium does not guarantee inbox placement, delivery rates, open rates, conversions or campaign performance.
Deliverability may be affected by recipient behaviour, sender reputation, domain configuration, spam filtering and third-party platform policies.
8.9 Usage limits
Email marketing subscriptions may be subject to contact allowances, sending restrictions, feature limits and other conditions described in the selected plan.
Exceeding an allowance may require an upgrade or additional payment, with the Customer’s agreement where applicable.
8.10 Compliance and suspension
Aspirium or its upstream platform provider may restrict or suspend campaign functionality where reasonably necessary to investigate or prevent spam, abuse, unlawful activity, security threats or material policy violations.
8.11 Healthcare information
Email Marketing Services are for lawful mailing-list management and marketing communications, not clinical information or patient record management.
Customers must not upload, record, infer or use identifiable health information or other special-category personal data in these Services. This includes symptoms, diagnoses, treatment histories, clinical correspondence, and tags, segments, scores or automations that reveal or infer an identifiable person’s health condition or treatment.
Ordinary contact details may be used for a lawful mailing list where the list’s name, selection criteria, associated information and use do not themselves reveal or infer special-category data. Removing a diagnosis field does not make a list permissible if its membership or segmentation still reveals a health condition.
Customers must prevent website forms, booking systems and other integrations from passing prohibited information into Email Marketing Services.
8.12 Data protection
Where Aspirium processes campaign contacts or other personal data on the Customer’s behalf, the applicable Data Processing Agreement governs that processing.
Aspirium may engage ActiveCampaign as a sub-processor subject to the authorisation, contractual safeguards and international transfer requirements in that agreement.
8.13 Account termination
Following cancellation, campaign functionality and access to associated contacts, automations, templates and reports may cease.
Data return, deletion and retention will be governed by the applicable Data Processing Agreement and service-specific arrangements.
Customers should arrange exports before termination where reasonably possible.
9. Marketing Dashboards and Analytics
9.1 Platform
Aspirium may provide marketing reporting and analytics using AgencyAnalytics or other supported providers.
9.2 Data sources
Reports depend on connections to third-party services, including advertising, search, website and social platforms.
9.3 Accuracy
We will use reasonable care in configuring and providing reports but cannot guarantee the accuracy, completeness or availability of information supplied by external platforms.
9.4 Customer permissions
Customers authorise Aspirium and its relevant providers to access the accounts and data necessary to deliver the selected reporting services.
9.5 Results
Analytics and marketing services do not guarantee rankings, enquiries, patient bookings, revenue or other commercial outcomes.
10. Design Studio
10.1 Access
Aspirium’s Design Studio provides access to design and creative tools, which may include technology supplied by Polotno and other providers.
10.2 Customer content
Customers remain responsible for the content they upload, create or publish through Design Studio and must have the necessary rights and permissions to use it.
Customers must not upload or include identifiable patient health information, clinical records or other special-category personal data in projects, images, templates, brand assets or other Design Studio content. This includes identifiable patient photographs or testimonials where their content or context reveals health information.
Customers must not upload passwords, payment-card details or other authentication secrets. These restrictions also apply to integrations and AI features available within Design Studio.
10.3 Templates and assets
Stock photographs, fonts, graphics, templates and other assets may be subject to separate licence restrictions.
Customers must verify that they have appropriate rights before distributing or commercially using designs.
10.4 Availability
Design Studio features, templates and integrations may change over time.
10.5 Saved projects
Customers are responsible for exporting important finished designs and maintaining independent copies where necessary.
Access to stored projects may end when the applicable subscription terminates, subject to data protection obligations.
11. AI Digital Assistant
11.1 Service description
Aspirium may provide AI-powered assistance, automated responses, content generation and related functionality through third-party AI systems.
11.2 Accuracy
AI-generated content may be inaccurate, incomplete, outdated or unsuitable.
Customers must review and verify material before relying upon or publishing it.
11.3 Professional advice
AI-generated content must not be treated as a substitute for professional medical, legal, financial or regulatory advice.
11.4 Sensitive information
Customers must not submit identifiable patient information, clinical records, special-category personal data, criminal-offence data, passwords, payment-card details or other authentication secrets to AI features.
This restriction applies to prompts, conversations, uploaded documents, images, connected data sources and automated integrations. Removing a person’s name is insufficient where the remaining information could reasonably identify them.
Customers may use fictional examples or information that has been genuinely anonymised so that individuals are no longer identifiable. AI features are not supplied for maintaining patient records or making clinical decisions about identifiable individuals.
11.5 Responsibility
Customers remain responsible for their use of AI-generated material and for compliance with applicable professional, legal and regulatory obligations.
11.6 Availability
AI features may be subject to usage limits, upstream service availability and changes to third-party technology.
12. Intellectual Property and Customer Content
12.1 Customer ownership
Customers retain ownership of their original business information, website content, contact lists, trademarks and other materials supplied to Aspirium.
12.2 Licence to Aspirium
Customers grant Aspirium and its authorised suppliers a limited licence to access, host, process, reproduce or modify Customer content as reasonably necessary to provide the Services.
12.3 Aspirium intellectual property
Aspirium and its licensors retain ownership of their pre-existing software, systems, templates, designs, documentation, methods and proprietary materials.
12.4 Commissioned work
Unless otherwise agreed in writing, payment for commissioned work grants the Customer a non-exclusive licence to use the completed deliverables for the agreed business purposes.
Any transfer of intellectual property ownership must be expressly agreed in writing.
12.5 Customer warranties
Customers confirm that they have the necessary rights, permissions and licences for materials supplied to Aspirium.
13. Data Protection and Confidentiality
13.1 Applicable law
Both parties must comply with applicable UK data protection legislation, including the UK GDPR and Data Protection Act 2018.
13.2 Data controller
Aspirium acts as an independent controller for personal data used to administer accounts, billing, customer relationships and its own business operations.
This processing is explained in our Privacy Policy.
13.3 Data processor
Where Aspirium processes personal data on behalf of a Customer, the Customer will ordinarily act as controller and Aspirium as processor, unless the actual processing arrangement requires a different allocation of responsibilities.
13.4 Data Processing Agreement
Our Data Processing Agreement is automatically incorporated into the Agreement and applies whenever Aspirium processes personal data on the Customer’s behalf, from the time that processing begins. No separate signature or additional agreement is required.
The Data Processing Agreement governs that processing, including the parties’ instructions, security obligations, use of subprocessors, international transfers, assistance, and data return or deletion. The service-specific permissions and restrictions in these Terms must be reflected in the applicable processing schedules.
13.5 Sub-processors
Aspirium may use authorised third-party providers to deliver its Services, including hosting, email marketing, analytics, billing and technical support providers.
Their appointment and processing activities must comply with the applicable Data Processing Agreement.
13.6 International transfers
Personal data may be processed outside the United Kingdom where permitted by applicable law and supported by appropriate transfer safeguards.
13.7 Customer responsibilities
Customers must ensure that personal data supplied to Aspirium has been collected and processed lawfully and that appropriate privacy information has been provided to relevant individuals.
13.8 Confidentiality
Each party must protect the other’s confidential business information and use it only for legitimate purposes connected with the Agreement.
Disclosure is permitted to authorised personnel, professional advisers and service providers subject to appropriate confidentiality obligations, or where legally required.
14. Acceptable Use
14.1 Policy
Customers must comply with our Acceptable Usage Policy.
14.2 Prohibited activity
Services must not be used for unlawful activity, malware, phishing, fraud, unauthorised access, unsolicited communications, intellectual property infringement or activity that compromises platform security or stability.
14.3 Enforcement
We may investigate suspected violations and take proportionate action, including restrictions, suspension or termination.
Where reasonably practicable, we will provide notice and an opportunity to remedy the issue.
Urgent action may be taken without advance notice where necessary to prevent serious harm, unlawful activity or security threats.
15. Fees, Billing and Payments
15.1 Pricing
Customers must pay the fees stated in the applicable Order or subscription.
Aspirium is not currently VAT registered and does not currently charge VAT.
If our VAT status changes, we will notify affected Customers before applying any resulting change to their charges, explain the amount payable and comply with applicable law. Changes to existing subscription charges will be handled in accordance with clause 15.4, subject to any mandatory legal requirements.
15.2 Recurring payments
Subscriptions renew automatically for the billing periods disclosed at purchase unless cancelled in accordance with these Terms.
Customers authorise the collection of recurring charges through their selected payment method.
15.3 Introductory offers
Promotional prices apply only for the period or conditions stated in the relevant offer.
After that period, the applicable renewal price will apply as disclosed before purchase or subsequently notified under these Terms.
15.4 Price changes
Aspirium may change subscription prices by giving at least 30 days’ notice before the change takes effect for an existing subscription.
Customers may cancel before the new price applies.
15.5 Failed payments
If payment fails or becomes overdue, we may retry collection and issue payment reminders.
We may suspend or restrict affected Services after reasonable notice, unless urgent action is necessary to prevent upstream expiry, security issues or additional loss.
15.6 Outstanding balances
Customers remain responsible for charges properly incurred before cancellation or termination.
15.7 Late payment
We may claim applicable statutory interest and recovery costs on overdue business debts where permitted by law.
15.8 Invoice disputes
Customers should notify us promptly of a disputed charge, normally within 14 days of the invoice date.
Undisputed amounts remain payable while a genuine dispute is investigated.
16. Cancellation, Refunds and Termination
16.1 Monthly subscriptions
Customers may cancel a monthly subscription at any time through their Aspirium account or by contacting Aspirium support.
Cancellation takes effect at the end of the current paid billing period.
Access ordinarily continues until that date, subject to suspension or termination rights under these Terms.
16.2 Further charges
No further renewal charges will become payable after an effective cancellation, although outstanding charges and separately agreed commitments remain payable.
A cancellation request received before the next renewal takes effect will prevent that renewal charge, subject to any payment already irrevocably processed.
16.3 Refunds
Fees for a commenced subscription period are ordinarily non-refundable on a pro-rata basis where the Customer cancels for convenience.
This does not affect refunds required by law, expressly agreed refund rights or remedies for Aspirium’s breach.
16.4 Annual and fixed-term services
Annual subscriptions are paid upfront for the full annual billing period unless the Order states otherwise.
Customers may cancel an annual subscription before its next renewal through their Aspirium account or by contacting Aspirium support. Cancellation prevents the next renewal, and access ordinarily continues until the end of the current paid term.
Cancellation for convenience does not ordinarily entitle the Customer to a refund for the unused part of an annual or fixed-term service.
Any different minimum term or cancellation arrangements for a fixed-term service must be disclosed before purchase. This clause does not affect an expressly offered money-back guarantee, refunds required by law or the Customer’s rights arising from Aspirium’s breach.
16.5 Third-party costs
Domain registrations, renewals, transfers, third-party licences and completed setup work may be non-refundable once the relevant cost has been incurred, subject to applicable law and any agreed terms.
16.6 Material breach
Either party may terminate an affected Service where the other commits a material breach that cannot reasonably be remedied or fails to remedy a remediable material breach within 14 days after written notice.
16.7 Service withdrawal
Aspirium may discontinue a Service by giving reasonable advance notice, normally at least 30 days where practicable.
Where we withdraw a prepaid Service without Customer fault, we will refund the appropriate unused portion.
16.8 Consequences of termination
When a Service terminates:
Access to the affected Service may end.
Outstanding charges become payable.
Associated licences and platform access may cease.
Hosted websites, mailboxes, campaign data and other stored information may become inaccessible.
Data return and deletion obligations will be governed by the applicable Data Processing Agreement.
16.9 Data migration
Customers should arrange necessary exports, transfers and migrations before their Service ends.
Aspirium will provide reasonable assistance consistent with its contractual obligations. Additional technical migration work may be chargeable where agreed.
17. Suspension of Services
17.1 Grounds
Aspirium may suspend all or part of a Service where reasonably necessary because of:
Non-payment.
Material breach of the Agreement.
Security incidents or vulnerabilities.
Unlawful or abusive activity.
Urgent maintenance.
Applicable legal obligations.
Legitimate upstream provider restrictions.
17.2 Notice
We will provide advance notice where reasonably practicable, except where urgent action is required.
17.3 Restoration
We will use reasonable efforts to restore suspended Services once the circumstances causing suspension have been resolved.
18. Liability
18.1 Non-excludable liability
Nothing in these Terms excludes or limits liability for death or personal injury caused by negligence, fraud, fraudulent misrepresentation or any liability that cannot lawfully be excluded or limited.
18.2 Excluded losses
Subject to clause 18.1 and applicable law, neither party is liable for indirect or consequential losses.
Aspirium is not liable for lost profits, lost revenue, lost business opportunities, anticipated savings or reputational damage, to the extent such exclusions are legally enforceable.
18.3 Liability limit
Subject to clauses 18.1 and 18.4, Aspirium’s total aggregate liability arising from an affected Service in any 12-month period will not exceed the fees paid or payable for that Service during the 12 months immediately preceding the event giving rise to the first claim.
For Services supplied for less than 12 months, the limit will be based on the fees paid or payable during that shorter period.
18.4 Exceptions
The liability limit does not apply to the Customer’s obligation to pay properly due fees, either party’s breach of confidentiality or deliberate infringement of the other party’s intellectual property rights.
Liability relating to personal data remains subject to applicable law and any separate allocation agreed in the Data Processing Agreement.
18.5 Customer-controlled systems
Aspirium is not responsible to the extent that loss arises from Customer-controlled software, inaccurate instructions, unauthorised third-party changes or failure to implement reasonable security measures, except where Aspirium has expressly assumed responsibility for the relevant matter.
18.6 Mitigation
Each party must take reasonable steps to minimise losses arising from an incident or breach.
19. Indemnification
19.1 Customer indemnity
The Customer will indemnify Aspirium against reasonable third-party claims, liabilities and legal costs arising from unlawful Customer content, infringement of third-party rights or material misuse of the Services.
This obligation does not apply to the extent the claim results from Aspirium’s negligence, breach of contract or unlawful conduct.
19.2 Claims procedure
Aspirium will provide reasonable notice of relevant claims and cooperation in their defence.
The Customer may not agree to a settlement imposing non-monetary obligations or admissions of liability on Aspirium without written consent.
20. Events Outside Reasonable Control
Neither party is responsible for delay or failure caused by circumstances beyond its reasonable control, including major infrastructure failures, natural disasters, widespread network disruption, governmental action or cyberattacks despite reasonable precautions.
The affected party must take reasonable steps to minimise disruption.
If a material Service remains unavailable for more than 30 consecutive days due to such an event, either party may terminate the affected Service by written notice.
Appropriate refunds will be provided for unused prepaid service periods.
21. Changes to These Terms
21.1 Updates
Aspirium may update these Terms to reflect changes in law, security requirements, suppliers, service functionality or business operations.
21.2 Notice
We will give at least 30 days’ notice of material changes adversely affecting existing subscriptions unless a shorter period is reasonably necessary for legal or security reasons.
21.3 Customer options
Where a material adverse change is not accepted, customers may cancel the affected Service before the change takes effect and receive any applicable refund for unused prepaid service.
21.4 Publication
The current Terms will be published on our website with their effective date.
22. General Provisions
22.1 Assignment
Aspirium may assign the Agreement as part of a legitimate business transfer, subject to applicable law and notice.
Customers may not assign the Agreement without our prior written consent, which will not be unreasonably withheld.
22.2 Subcontracting
Aspirium may use subcontractors to perform its obligations but remains responsible for contractual performance, subject to these Terms.
22.3 Entire agreement
The Agreement represents the entire agreement between the parties concerning the relevant Services, without excluding liability for fraud or fraudulent misrepresentation.
22.4 Severability
If any provision is found unenforceable, the remaining provisions will continue in effect.
22.5 Waiver
Failure to enforce a provision does not constitute a waiver of the right to enforce it subsequently.
22.6 Third-party rights
Unless expressly stated otherwise, no third party has rights to enforce these Terms under the Contracts (Rights of Third Parties) Act 1999.
22.7 Notices
Contractual notices may be delivered through the Customer account, support system, registered contact email or by post to the relevant registered address.
22.8 Survival
Provisions concerning payment, intellectual property, confidentiality, data handling, liability and any obligations intended to survive termination will continue where applicable.
23. Governing Law and Disputes
23.1 Governing law
These Terms and related non-contractual obligations are governed by the laws of England and Wales.
23.2 Dispute resolution
The parties agree to attempt to resolve disputes in good faith through their usual support or authorised business contacts before commencing legal proceedings, except where urgent legal relief is necessary.
23.3 Jurisdiction
The courts of England and Wales have exclusive jurisdiction, subject to any mandatory legal requirements.
24. Contact Information
ASPIRIUM LTD
Company number: 16989063
Registered office:
71–75 Shelton Street
Covent Garden
London
WC2H 9JQ
United Kingdom
Website: https://aspirium.co.uk
Privacy and data protection enquiries or complaints: privacy@aspirium.co.uk.
25. Related Legal Documents
The following documents should be read alongside these Terms:
End of Terms of Service.