Terms and Conditions

Last updated 4th September 2026

GembaDocs Ltd – Terms and Conditions

These Terms and Conditions (“Terms”) govern access to and use of the GembaDocs platform and services (“Services”) provided by GembaDocs Ltd (“GembaDocs”, “we”, “us”, or “our”).

By accessing or using the Services, you agree to be bound by these Terms.

1. Business Customers Only

The Services are provided strictly to businesses and not to consumers.

By registering for or using the Services, you confirm that:

  • You are acting in the course of business;
  • You have authority to bind the organisation you represent.

2. Access to the Services

GembaDocs grants you a non-exclusive, non-transferable, revocable right to access and use the Services for your internal business purposes, subject to these Terms.

You are responsible for:

  • Maintaining the confidentiality of login credentials;
  • All activity conducted under your account;
  • Ensuring users within your organisation comply with these Terms.

We reserve the right to modify, suspend, or discontinue any part of the Services at any time where reasonably necessary for maintenance, security, improvement, or legal compliance.

3. Subscription Plans and Payment

Access to the Services is provided on a subscription basis.

Monthly subscriptions are billed in advance on a recurring monthly basis.

Annual subscriptions are billed in advance for the full 12-month term.

All fees are exclusive of VAT or other applicable taxes.

Certain customers may be invoiced directly. Invoices are payable within the payment terms stated on the invoice. If payment is not received by the due date, we may suspend access and/or charge interest in accordance with the Late Payment of Commercial Debts (Interest) Act 1998.

We reserve the right to amend subscription fees on reasonable notice. Pricing changes take effect at the next renewal term.

4. Automatic Renewal

All subscriptions renew automatically at the end of the applicable billing period unless cancelled.

We will provide notice of renewal at least 7 days before the renewal date.

By maintaining an active subscription, you authorise us to charge the renewal fee or issue a renewal invoice.

5. Cancellation

  • You may cancel your subscription at any time.

Cancellation prevents renewal but does not result in any refund. Access continues until the end of the paid term.

6. No Refund Policy

All subscription fees are non-refundable.

No refunds or credits will be provided for partial use, unused licences, downgrades, or early cancellation of annual subscriptions, unless required by law.

7. Suspension and Termination

We may suspend access immediately where you misuse the Services, pose a security or legal risk, or where required by law. If a subscription payment fails or is not received by the due date, we will notify you, and if payment is not received within 24 hours of the due date we may suspend access until it is. For any other breach of these Terms, we will give you written notice and a reasonable opportunity to remedy it before suspending or terminating access.

We may discontinue the Services upon reasonable notice.

8. Effect of Termination

Upon termination or expiry:

Your right to access ceases immediately;

We may disable account access;

We may delete Customer Content after a reasonable retention period;

Outstanding fees become immediately payable.

  • You are responsible for exporting any required data before termination takes effect.

9. Intellectual Property

All intellectual property rights in the Services, including the software, platform structure, workflows, templates, database design, branding, and underlying technology, remain the property of GembaDocs or its licensors.

  • You retain ownership of content uploaded to the platform (“Customer Content”) but grant GembaDocs a limited licence to host, process, and display it solely for the purpose of providing the Services.

You must not:

  • Copy, reproduce, modify, or create derivative works from any part of the Services;
  • Reverse engineer, decompile, disassemble, or attempt to extract source code;
  • Use the Services to build or support a competing product or service;

Benchmark the Services for competitive purposes;

  • Use robots, scrapers, crawlers, AI systems, or automated tools to access, extract, monitor, or copy any part of the Services;
  • Use any output, data, structure, or content from the Services to train or develop machine learning or artificial intelligence systems.

All rights not expressly granted are reserved by us.

10. Acceptable Use

  • You must use the Services lawfully and responsibly.

You must not:

  • Interfere with or disrupt the integrity, security, or performance of the Services;
  • Attempt to bypass security, authentication, or access controls;
  • Introduce malware, viruses, or harmful code;
  • Share login credentials with unauthorised users;
  • Use the Services in a way that competes with or commercially exploits the platform beyond its intended purpose;
  • Harass, threaten, or abuse GembaDocs staff or other users.

We may suspend access where we reasonably believe misuse has occurred.

11. Limitation of Liability

Nothing in these Terms excludes or limits liability for:

  • Death or personal injury caused by negligence;
  • Fraud or fraudulent misrepresentation;
  • Any liability that cannot lawfully be excluded.

Subject to the above:

GembaDocs shall not be liable for indirect, incidental, consequential, or special loss, including loss of profits, revenue, business opportunity, goodwill, data, or business interruption.

Total aggregate liability arising out of or in connection with the Services shall be limited to the fees paid by you during the 12 months preceding the event giving rise to the claim.

12. AI Tools – Terms of Use

AI Tools are assistance tools only and outputs are draft content.

AI-generated content does not constitute professional, regulatory, safety, or legal advice and must not be relied upon as such.

  • You are solely responsible for reviewing and verifying AI-generated content before implementation and ensuring compliance with laws, regulations, and safety standards.

The AI Chatbot does not issue binding commercial commitments.

Discount codes generated by AI Tools are not valid unless confirmed in writing by an authorised representative.

AI Tools are provided “as is” without warranties.

  • You agree to indemnify GembaDocs against third-party claims to the extent caused by your knowing misuse of the AI Tools or your knowing breach of these Terms in connection with them.

13. Data, Privacy and Confidentiality

  • Use of the Services is subject to our Privacy Policy.

Where GembaDocs processes personal data on your behalf, such processing shall be governed by the GembaDocs Data Processing Agreement, which forms part of these Terms.

We will not use Customer Content, or any AI interactions containing Customer Content, to train, fine-tune or improve any generalised artificial intelligence or machine learning model, whether our own or a third party’s, or for the benefit of any other customer, without your prior written consent. Our AI features are provided using the OpenAI API under OpenAI’s business terms, under which OpenAI does not use data submitted through the API to train its models. AI interactions may be logged solely for security, support and quality assurance of your own account.

  • You are responsible for the accuracy, legality, and suitability of your Customer Content.
  • GembaDocs maintains multiple layers of backup and resilience safeguards designed to protect Customer Content. While no system can guarantee uninterrupted availability in all circumstances, you remain responsible for retaining copies of any information you consider business-critical.

Each party shall keep confidential all Customer Content and all other non-public business, technical or financial information disclosed by the other party in connection with the Services (“Confidential Information”), shall use it only for the purposes of these Terms, and shall not disclose it to any third party other than its employees, professional advisers and sub-processors who need to know it and are bound by equivalent obligations. These obligations do not apply to information that is or becomes public other than through breach, was lawfully known to the recipient before disclosure, is independently developed, or must be disclosed by law or by a court or regulator (in which case the recipient shall, where lawful, give the other party prompt notice). These obligations survive termination for five years, and indefinitely in respect of Customer Content.

14. Force Majeure

GembaDocs shall not be liable for failure or delay caused by events beyond its reasonable control, including natural disasters, outages, cyber-attacks, war, labour disputes, or government action.

15. Enterprise Arrangements

  • Custom commercial arrangements remain subject to these Terms unless expressly agreed otherwise in writing.
  • You grant GembaDocs a non-exclusive right to use your organisation’s name and logo for marketing and promotional purposes, including on our website, unless you notify us in writing that you do not wish us to do so.

16. Governing Law

These Terms are governed by the laws of Northern Ireland.

The courts of Northern Ireland shall have exclusive jurisdiction over disputes arising from these Terms.

17. Contact Information

GembaDocs Ltd is a company registered in Northern Ireland (United Kingdom).

Registered office:

Unit 5G, Shivers Business Park

Toomebridge, County Antrim

BT41 3SF

United Kingdom

Company number: NI713726

For questions regarding these Terms, please contact:

support@gembadocs.com

 

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