Aportio owns all intellectual property rights in the Service, including software, code, branding, documentation, and any updates or improvements.

The Company’s use of the Service does not transfer any intellectual property rights. The Company is granted a limited, non-exclusive, non-transferable, and revocable license to use the Service as permitted under these Terms.

The Company retains all rights to the data, content, and information uploaded to the Service ("User Data").

The Company grants Aportio a limited license to host, process, and use User Data solely for the purpose of providing and improving the Service.

The Company is responsible for ensuring that its User Data does not violate any laws or third-party rights.

Each party agrees to keep the other’s non-public, confidential, or commercially sensitive information confidential and not to disclose it to third parties without written consent.

This obligation continues after termination of these Terms.

Aportio will implement reasonable technical and organisational measures to protect User Data.

We process personal data in accordance with our [Privacy Policy] and applicable privacy laws.

Use the Service for any unlawful, harmful, or fraudulent purpose.

Interfere with or disrupt the integrity or performance of the Service.

Reverse-engineer, decompile, or attempt to derive the source code of the Service.

Use the Service to transmit or store infringing, obscene, or unlawful material.

Fees are set out in the subscription agreement or order form between the Company and Aportio. These fees are based on the permitted transaction volumes and/or number of Authorized Users specified in the order form.

The Company is responsible for ensuring that usage of the Service does not exceed the agreed transaction volumes or the number of Authorized Users. This includes ensuring that login credentials are not shared- each Authorized User must have their own unique login.

If the Company exceeds the agreed transaction volumes or number of Authorized Users, such excess usage ("Overages") will be billed at Aportio’s prevailing rates or as otherwise set out in the order form. The Company agrees to pay all Overages promptly and without delay.

Aportio reserves the right to change pricing upon reasonable notice, typically at the end of a subscription term.

If there are changes to tariffs, taxes, or other regulatory charges, Aportio may pass on those costs to the Company, with reasonable notice and discussion on fee adjustments.

The Service is provided "as is" and "as available." While Aportio strives for uptime and reliability, we do not guarantee uninterrupted or error-free access.

Support services are provided as outlined in the service agreement or service level agreement (SLA).

Termination by Either Party: Either party may terminate this Agreement by providing written notice to the other party, subject to any contractual minimum terms.

Termination for Non-Payment: Aportio reserves the right to immediately suspend or terminate the Service if the Company fails to make timely payments, or if there is a consistent pattern of late payments, regardless of the number of days overdue. Suspension or termination will not affect Aportio's right to claim any outstanding amounts owed by the Company.

Termination for Material Breach: The Company may terminate this Agreement by providing 30 days' written notice to Aportio if Aportio commits a material breach of this Agreement that is not remedied within that notice period. A material breach includes, but is not limited to, failure to provide the Service as agreed, subject to force majeure events. If the Company terminates this Agreement due to a material breach by Aportio, the Company's sole remedy will be the repayment of any unused portion of prepaid subscription fees, calculated on a pro-rata basis.

Effect of Termination: Upon termination, the Company’s access to the Service will cease, and Aportio will delete User Data after a defined retention period unless otherwise required by law.

Aportio will not be responsible for any indirect, incidental, special, or consequential losses, including lost profits, lost data, or reputational harm, arising from or related to the use of the Service, even if advised of the possibility of such damages.

If Aportio is found to be liable for any issues relating to the Service, the total liability for any claim, whether in contract, tort (including negligence), or otherwise, will not exceed the total amount of fees paid by the Company for the Service in the three months immediately preceding the event causing the claim.

Aportio is not liable for issues outside our control, such as internet outages, government restrictions, natural disasters, or failures related to third-party services or systems.

These limitations apply regardless of the legal claim, whether arising from breach of contract, negligence, or another legal theory.

This clause does not limit or exclude Aportio's liability for fraud, intentional misconduct, or any other liability that cannot be legally excluded or limited under applicable law.

The Company’s use of the Service, including any content or data uploaded or shared.

Any violation by the Company of these Terms, including breaches of laws or third-party rights (such as intellectual property or privacy rights).

Any misuse or unauthorized access related to the Company’s data, systems, or integrations with the Service.

Any claim made against Aportio due to the Company’s actions or failure to comply with applicable laws.