Terms of Service

1. Acceptance of Terms

By accessing and using the Verdant Relay Technologies platform, website, and services ("Services"), you agree to be bound by these Terms of Service ("Terms"). If you do not agree to these Terms, you may not use the Services. These Terms constitute the entire agreement between you and Verdant Relay Technologies.

2. Service Description

Verdant Relay Technologies provides operational intelligence software for logistics and supply chain management. The platform integrates data from transportation, warehouse, and inventory systems to provide visibility, exception management, and analytics. Services are provided on an as-is basis and may be subject to limitations and maintenance windows.

3. User Accounts and Credentials

To use the platform, you must create an account with valid contact information. You are responsible for maintaining the confidentiality of your login credentials and for all activity that occurs under your account. You agree to notify us immediately of any unauthorized use. We are not liable for unauthorized access resulting from your failure to protect credentials.

4. Acceptable Use

You agree not to use the Services for any unlawful purpose or in any way that violates these Terms. Specifically, you agree not to:

• Attempt to gain unauthorized access to the platform or systems
• Disrupt or interfere with the platform's operation
• Reverse engineer, decompile, or attempt to extract source code
• Transmit viruses, malware, or harmful code
• Violate any applicable laws or regulations
• Infringe on intellectual property rights of others
• Scrape, extract, or mass-download data
• Use the platform for competing services

5. Intellectual Property

Verdant Relay Technologies retains all intellectual property rights in the platform, software, documentation, and designs. You are granted a limited, non-exclusive license to use the Services for your operational purposes. You may not sell, transfer, or sublicense the platform. Any improvements or feedback you provide may be used by us without restriction.

6. Data Ownership and Use

Operational Data: You retain all rights to operational data you upload (shipments, warehouse activity, inventory). We process this data only as instructed and in accordance with your contract and our Privacy Policy.

Improvements: We may use aggregated, anonymized insights from your data to improve the platform and industry benchmarking—but only in non-identifiable form.

Data Export: Upon contract termination, we will provide your data in a standard format for export.

7. Payment and Billing

Fees are outlined in your service agreement. Payment is due according to the terms specified. Late payments may result in service suspension. We may adjust fees upon contract renewal with 30 days' notice. All fees are exclusive of taxes, which you are responsible for.

8. Service Availability and Limitations

We strive to maintain 99.9% uptime, but we do not guarantee uninterrupted service. Scheduled maintenance, emergency repairs, and circumstances beyond our control may cause interruptions. We are not liable for any damages resulting from service interruptions, delays, or failures.

We may suspend or limit your access to the platform if:

• You violate these Terms
• Your account has unpaid invoices
• We reasonably believe your use poses a security or legal risk

9. Support and Maintenance

Support is provided according to your service level agreement. Response times and support availability are specified in your contract. We reserve the right to perform scheduled maintenance with reasonable notice. Emergency maintenance may require immediate service interruption.

10. Limitations of Liability

To the fullest extent permitted by law, Verdant Relay Technologies is not liable for:

• Indirect, incidental, or consequential damages
• Loss of revenue, profit, or business opportunity
• Loss or corruption of data
• Service interruptions or delays
• Third-party actions or content

Our total liability for any claim is limited to the fees you paid in the 12 months preceding the claim.

11. Warranties and Disclaimers

The Services are provided "as-is" without warranties of any kind, express or implied. We do not warrant that the platform will be error-free, uninterrupted, or suitable for a particular purpose. We do not guarantee specific operational outcomes or business results.

12. Indemnification

You agree to indemnify and hold us harmless from any claims, damages, or costs (including attorney fees) arising from:

• Your use of the Services
• Your violation of these Terms
• Your violation of law or third-party rights
• Operational data you provide

13. Confidentiality

Each party agrees to maintain the confidentiality of the other's proprietary information. Confidential information does not include information that is: publicly available, independently developed, rightfully received from third parties, or required by law to disclose.

14. Termination

Either party may terminate the service agreement according to the terms specified in your contract. Upon termination:

• Your access to the platform is revoked
• We will provide a data export within 30 days
• You remain liable for all unpaid fees
• Surviving provisions remain in effect

15. Dispute Resolution

Any disputes arising from these Terms or the Services shall be governed by the laws of the United Kingdom. Both parties agree to attempt good-faith resolution before pursuing legal action. If litigation is necessary, you agree to exclusive jurisdiction in the courts of the United Kingdom.

16. Modifications to Terms

We may update these Terms from time to time. We will notify you of material changes and provide a reasonable notice period. Your continued use after such notice constitutes acceptance of the updated Terms.

17. Severability

If any provision of these Terms is found to be invalid or unenforceable, that provision will be modified to the minimum extent necessary, and the remaining provisions will continue in effect.

18. Contact

For questions about these Terms, please contact: