Terms of Service

Effective Date: [25/05/26]

Welcome to Vocabity Ltd. (“Vocabity,” “we,” “our,” or “us”). These Terms of Service (“Terms”) govern your access to and use of our website located at https://vocabity.com (the “Site”) and our Software as a Service (SaaS) offerings (collectively, the “Services”). By accessing the Site, creating an account, or using any part of the Services, you (“User,” “you,” “your”) agree to be bound by these Terms and our Privacy Policy. If you do not agree with these Terms, please do not access or use our Services.

1. Acceptance and Eligibility

1.1. Binding Agreement: These Terms form a legally binding contract between you and Vocabity.

1.2. Organisational Use: If you are using the Services on behalf of an organisation (e.g., a school, company), you represent and warrant that you have the legal authority to bind that organisation to these Terms. In such cases, “you” and “your” will refer to that organisation.

2. Account Management

2.1. Account Creation: Access to certain features requires creating an account. You agree to provide accurate, current, and complete information during registration and to keep this information updated

2.2. Account Security: You are solely responsible for maintaining the confidentiality of your account credentials (username and password) and for all activities that occur under your account.

2.3. Unauthorised Use: You must notify us immediately at support@vocabity.com of any suspected or actual unauthorised use of your account or any other breach of security. We are not liable for any loss or damage arising from your failure to comply with these security obligations.

3. Services and License Grant

3.1. Service Provision: Subject to your compliance with these Terms and payment of applicable fees (if any), Vocabity grants you a limited, non-exclusive, non-transferable, non-sublicensable, revocable license to access and use the Services for your personal, educational, or internal business purposes as permitted by your subscription tier.

3.2. Service Modifications: We reserve the right to modify, update, or discontinue the Services (or any part thereof) at any time, with or without notice. We will endeavour to provide notice of significant changes where feasible. We shall not be liable to you or any third party for any modification, suspension, or discontinuance of the Services.

3.3. Service Availability: We strive to ensure the Services are available but do not guarantee uninterrupted or error-free operation. We do not offer a formal Service Level Agreement (SLA) unless explicitly stated in a separate agreement. Maintenance may be required, potentially causing temporary disruptions.

4. Payment, Subscriptions, and Refunds

4.1. Subscription Tiers & Fees: The Services may be offered under different subscription plans (e.g., Free, Pro, Max). Features and limitations for each tier are described on our pricing page. You agree to pay all applicable fees for the subscription tier you select.

4.2. Billing: Fees are typically billed in advance on a recurring basis (e.g., monthly or annually). You authorise us (or our third-party payment processor, Stripe) to charge your chosen payment method for the recurring fees.

4.3. Automatic Renewal: Unless you cancel your subscription before the end of the current billing period, your subscription will automatically renew for successive periods of the same duration, and you authorise us to charge the applicable fees using the payment method on file.

4.4. Cancellation: You may cancel your subscription at any time through your account settings or by contacting support. Cancellation will take effect at the end of the current billing period; you will retain access to the paid features until then.

4.5. Price Changes: We reserve the right to change subscription fees. We will provide you with reasonable prior notice (e.g., at least 30 days) of any price changes, typically via email or notification within the Services. Your continued use of the Services after the price change constitutes your agreement to pay the modified fee.

4.6. Taxes: All fees are exclusive of applicable taxes (e.g., VAT, GST), duties, or levies imposed by taxing authorities, unless stated otherwise. You are responsible for paying all such taxes associated with your subscription.

4.7. Non-Payment: Where a payment fails, we will attempt to collect the outstanding amount over a series of retry attempts. During this period, your access to Vocabity will continue uninterrupted. Where all retry attempts fail, your account will be suspended and you will be notified by email. Your account will not be terminated immediately, and you will have a reasonable opportunity to update your payment details and restore access.

5. Acceptable Use Policy

5.1. Compliance: You agree to use the Services only for lawful purposes and in compliance with these Terms and all applicable laws and regulations (including data privacy and export control laws).

5.2. Prohibited Actions: You shall not:

a) Use the Services for any illegal, fraudulent, harmful, or abusive purposes.

b) Interfere with, disrupt, or negatively impact the integrity, performance, or security of the Services or its related systems, networks, or data.

d) Transmit viruses, malware, worms, or any other malicious or harmful code.

e) Use the Services to store, process, or transmit infringing, libellous, defamatory, obscene, hateful, or otherwise unlawful or tortious material.

f) Scrape, reverse engineer, decompile, disassemble, or attempt to discover the source code or underlying algorithms of the Services, except as permitted by law.

g) Resell, sublicense, lease, rent, or otherwise transfer your rights to use the Services unless explicitly permitted in writing by Vocabity.

h) Use the Services to generate content that violates the rights of others, promotes discrimination or violence, or is intended to mislead or deceive.

i) Remove or obscure any proprietary notices or labels on the Services.

5.3. Fair Use (Subscription Tiers):

a) Usage Limits: Usage may be subject to limits based on your subscription tier.

b) Fair Use Principles: “Unlimited” usage is subject to fair use. You agree not to engage in usage patterns indicative of abuse, such as automated bulk creation unrelated to genuine educational/professional needs, systematic extraction, attempting to circumvent limits, or activities primarily intended for resale/redistribution without authorisation (see 5.3.c).

c) Commercial Redistribution: Content created is primarily for your personal, educational, or internal professional use. Systematic resale or commercial redistribution of content generated using the Services requires explicit written authorisation and may involve separate licensing terms.

d) Monitoring & Enforcement: We reserve the right to monitor usage patterns to ensure compliance with fair use principles and these Terms. Violation may result in warnings, temporary suspension, or termination of your account.

6. Vocabity Intellectual Property

6.1. Ownership: All rights, title, and interest in and to the Services, including the Site, software, underlying technology, algorithms, documentation, trademarks, service marks, logos, trade dress, and all other intellectual property (“Vocabity IP”), are and will remain the exclusive property of Vocabity Ltd. and its licensors.

6.2. Feedback: If you provide us with suggestions, ideas, feedback, or recommendations regarding the Services (“Feedback”), you grant us a worldwide, perpetual, irrevocable, royalty-free license to use, modify, incorporate, and otherwise exploit such Feedback for any purpose without attribution or compensation to you.

7. Privacy and Data Protection

7.1. Privacy Policy: Your use of the Services is subject to our Privacy Policy, which explains how we collect, use, store, and protect your personal information.

8. Term and Termination

8.1. Term: These Terms commence on the date you first accept them (e.g., by creating an account or using the Services) and continue until terminated by either you or Vocabity.

8.2. Termination by You: You may terminate these Terms at any time by closing your account by contacting us at support@vocabity.com and ceasing all use of the Services.

8.3. Termination or Suspension by Vocabity: We may suspend or terminate your access to the Services and these Terms, with or without notice, if:

a) You breach any material provision of these Terms (including the Acceptable Use Policy or payment obligations).

b) Your use of the Services poses a security risk, could harm Vocabity or other users, or could subject us to liability.

c) You fail to pay applicable fees when due.

d) We are required to do so by law or due to unforeseen technical or security issues.

e) You cease business operations or become subject to insolvency proceedings.

f) For users of the free tier, if the account remains inactive for an extended period e.g., 12 months.

8.4. Effect of Termination: Upon termination:

a) Your license to use the Services ceases immediately.

b) You must cease all use of the Services.

c) Any outstanding fees become immediately due and payable.

d) Sections that by their nature should survive termination will survive (including, but not limited to, Sections 4 (outstanding payments), 6, 9, 10, 11, 13, and 14).

9. Disclaimers and Limitation of Liability

9.1. Disclaimer of Warranties: THE SERVICES ARE PROVIDED “AS IS” AND “AS AVAILABLE” WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT. VOCABITY DOES NOT WARRANT THAT THE SERVICES WILL BE UNINTERRUPTED, ERROR-FREE, SECURE, OR FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS, OR THAT GENERATED CONTENT WILL BE ACCURATE, COMPLETE, OR SUITABLE FOR YOUR NEEDS.

9.2. Limitation of Liability: TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL VOCABITY LTD., ITS AFFILIATES, DIRECTORS, OFFICERS, EMPLOYEES, AGENTS, OR LICENSORS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, PUNITIVE, OR EXEMPLARY DAMAGES (INCLUDING DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA, OR OTHER INTANGIBLE LOSSES) ARISING OUT OF OR RELATING TO YOUR ACCESS TO OR USE OF, OR YOUR INABILITY TO ACCESS OR USE, THE SERVICES OR ANY CONTENT THEREIN, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), STATUTE, OR ANY OTHER LEGAL THEORY, EVEN IF VOCABITY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGE.

9.3. Liability Cap: TO THE FULLEST EXTENT PERMITTED BY LAW, VOCABITY’S TOTAL AGGREGATE LIABILITY TO YOU FOR ALL CLAIMS ARISING OUT OF OR RELATED TO THESE TERMS OR THE SERVICES SHALL NOT EXCEED THE GREATER OF (A) THE TOTAL AMOUNT PAID BY YOU TO VOCABITY FOR THE SERVICES IN THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM, OR (B) ONE HUNDRED POUNDS STERLING (£100).

10. Indemnification

You agree to defend, indemnify, and hold harmless Vocabity Ltd., its affiliates, officers, directors, employees, and agents from and against any and all claims, damages, obligations, losses, liabilities, costs, debts, and expenses (including but not limited to reasonable attorney’s fees) arising from:

(a) Your use of and access to the Services;

(b) Your violation of any term of these Terms;

(c) Your violation of any third-party right, including without limitation any copyright, property, privacy, or publicity right, related to your User Content, Generated Content, or use of the Services; or

(d) Your violation of any applicable law, rule, or regulation.

11. Governing Law and Dispute Resolution

11.1 Governing Law: These Terms and any dispute arising out of or related to them or the Services shall be governed by and construed in accordance with the laws of England and Wales, without regard to its conflict of law principles.

11.2 Jurisdiction: You agree to submit to the exclusive jurisdiction of the courts located in England and Wales to resolve any legal matter arising from these Terms.

12. Updates to the Terms

12.1 Changes: We reserve the right to modify these Terms at any time. We will notify you of material changes at least 30 days prior to the changes taking effect by posting the updated Terms on the Site, sending an email to the address associated with your account, and/or through an in-service notification. The “Last Updated” date at the top indicates the latest revision.

12.2. Acceptance: Your continued access to or use of the Services after the effective date of the updated Terms constitutes your acceptance of the revised Terms. If you do not agree to the changes, you must stop using the Services and close your account.

13. Miscellaneous

13.1 Entire Agreement: These Terms, together with the Privacy Policy and any other agreements explicitly incorporated by reference (like a DPA or separate SLA, if applicable), constitute the entire agreement between you and Vocabity regarding the Services and supersede all prior or contemporaneous agreements, understandings, or representations.

13.2. Severability: If any provision of these Terms is found by a court of competent jurisdiction to be invalid or unenforceable, that provision will be severed, and the remaining provisions shall remain in full force and effect.

13.3 Waiver: No waiver of any term of these Terms shall be deemed a further or continuing waiver of such term or any other term, and Vocabity’s failure to assert any right or provision under these Terms shall not constitute a waiver of such right or provision.

13.4. Assignment: You may not assign or transfer these Terms or your rights hereunder, in whole or in part, by operation of law or otherwise, without our prior written consent. Any attempt to do so without consent will be void. We may assign these Terms freely without restriction.

13.5. Headings: Section headings are for convenience only and shall not affect the interpretation of these Terms.

14. Contact Information

If you have any questions, concerns, or inquiries regarding these Terms & Conditions, please contact us:

Email: support@vocabity.com

Address:

Vocabity Ltd.

71 – 75 Shelton Street

London

WC2H 9JQ

United Kingdom

Thank you for using Vocabity!