DijiSense Terms of Service (United Kingdom)

The Service provides AI-driven Digital Twin deployment, IoT sensor data integration, 3D visualisation command centres, and intelligent alerting capabilities. The Service is offered solely to businesses, legal entities, partnerships, studios, system integrators ("SI"), and professional developers acting in the course of a business, trade, or profession (collectively "B2B Users"). The Service is not available to consumers as defined under the Consumer Rights Act 2015. By accessing the Service, You represent and warrant that You are entering into this Agreement in the course of a business, trade, or profession and not as a consumer.

You agree to use the Service only in compliance with: all applicable laws and regulations of England and Wales, Scotland, Northern Ireland, and any other jurisdiction from which You access the Service; the UK Computer Misuse Act 1990; the Data Protection Act 2018 and the UK GDPR; applicable intellectual property legislation; and generally accepted Internet practices. You shall not use the Service to collect, transmit, or store any unlawful data, or for any purpose that contravenes applicable law. In the event We receive a valid court order or other lawful authority requiring disclosure of Your information, We will comply with such requirement to the extent required by applicable law.

You shall indemnify, defend, and hold harmless the Company and its officers, directors, employees, agents, and contractors from and against any and all losses, liabilities, costs, claims, damages, and expenses (including reasonable legal fees on a solicitor-and-client basis) arising out of or in connection with: (a) any breach by You of this Agreement; (b) Your violation of any applicable law or regulation; or (c) any third-party claim arising from Your use of the Service.

You represent and warrant that You will not: - Use the Service for unauthorised data collection, unauthorised device access, or any form of network attack or intrusion (which may constitute an offence under the Computer Misuse Act 1990) - Upload, transmit, or store malware, viruses, or any other harmful or malicious code - Interfere with, disrupt, or impair the Service or any other User's access to or use of the Service - Make excessive or abnormal API calls that materially degrade platform performance If Your conduct causes damage to the Service's infrastructure, network, or any third-party cloud resources, We reserve the right to suspend or throttle Your access without any obligation to extend Your subscription term or issue a refund.

The Service includes, without limitation: - AI-driven Dashboard generation and Digital Twin configuration - IoT device data integration supporting MQTT, HTTP, Modbus TCP, and other protocols - Real-time sensor data mapping and 3D building model visualisation - Real-time WebSocket data push and alert notifications - Historical data storage and querying - SaaS cloud service and, depending on Your subscription plan, an on-premise deployment licence The Company is solely responsible for the operation of the technical platform. Subject to clause 8, We expressly disclaim all liability for the content of device data connected by Users, and for any legal liability or losses arising from decisions made by Users based on platform data.

We offer a multi-tiered data security architecture, including Platform-Managed Keys, Bring Your Own Key ("BYOK"), and Hold Your Own Key ("HYOK") options. - BYOK / HYOK Users: Encryption keys are managed solely by You. We have no technical capability to access Your plaintext data. You are solely responsible for safeguarding Your keys. We shall have no liability for any data inaccessibility resulting from lost or improperly managed keys. - On-Premise Users: Data resides in Your own data centre. We assume no responsibility for Your hardware, network, or system security. Data Protection: To the extent that either party processes personal data in connection with the Service, each party shall comply with its respective obligations under the UK GDPR and the Data Protection Act 2018.

We shall not be in breach of this Agreement, nor liable for any failure or delay in performance, to the extent that such failure or delay arises from circumstances beyond Our reasonable control, including but not limited to acts of God, flood, fire, earthquake, epidemic, pandemic, war, terrorism, riot, acts of government or public authority, or large-scale failure of telecommunications or cloud infrastructure. You are solely responsible for maintaining off-site or local backups of Your critical data, including device integration settings, Dashboard configurations, and historical sensor data.

8.1 Nothing in this Agreement shall limit or exclude either party's liability for: (a) death or personal injury caused by negligence; (b) fraud or fraudulent misrepresentation; or (c) any other liability that cannot be excluded or limited under applicable law. 8.2 Subject to clause 8.1, We shall not be liable for any loss of profits, loss of revenue, loss of business, loss of data, indirect loss, or consequential loss arising out of or in connection with the Service. 8.3 The Service is provided on an "as is" basis. We do not warrant that the Service will be uninterrupted or error-free.

If Your IoT devices, gateways, or internal network systems are compromised by unauthorised access, destruction, alteration, or data theft by third parties, We shall have no liability for any resulting direct or indirect losses, subject to clause 8.1. You are solely responsible for implementing and maintaining appropriate technical and organisational security measures for Your devices and networks.

You are responsible for maintaining Your own equipment and systems, including IoT gateways, API integration programmes, and MQTT Broker configurations. We shall have no liability for data interruptions or losses attributable to User-side device failures, configuration errors, poor network conditions, or device disconnections.

You must promptly notify Us of any changes to Your contact information. Our collection and processing of personal data is governed by Our Privacy Policy, which is incorporated into this Agreement by reference and available on Our website. We will not sell or otherwise disclose Your device data, facility information, or commercially sensitive data to any third party except as required by law or as necessary to provide the Service.

We reserve the right to modify, suspend, or discontinue the Service on not less than thirty (30) days' prior written notice to You. On-Premise Licence Users: Your licence will expire at the end of the licensed term. You must export and retain Your data and make alternative arrangements before expiry.

The Service is offered on a prepaid subscription basis (SaaS plans) and an annual licence basis (on-premise plans). Free Tier: New Users may access the free Starter plan with limited device nodes and features. You may cancel at any time without charge. Paid Subscription - Right to Cancel: As this Agreement is made with You as a business customer, the statutory 14-day cancellation right under the Consumer Contracts Regulations 2013 does not apply. As a matter of commercial goodwill, however, We voluntarily offer a full refund if You request cancellation within fourteen (14) calendar days of Your first payment, provided You have not commenced use of the Service. If You elect to begin using the Service before the expiry of that 14-day period, You acknowledge that You are waiving Your entitlement to this voluntary goodwill refund. Renewal Charges: No refund is available for automatic renewals after the initial subscription term. On-Premise Licence: Annual licence fees are payable in full upon execution of the order form. Licence fees are non-refundable once the licence has been activated. Service Outage Credits: In the event of a material failure causing complete unavailability of the SaaS Service, We will issue a pro-rata credit or refund for the period of unavailability.

Upon checkout, You will be required to affirmatively acknowledge the following: "I confirm that I am purchasing the Service in the course of a business and agree that DijiSense may activate my Service immediately upon payment. I understand that by requesting immediate commencement I waive my entitlement to the voluntary 14-day goodwill refund period."

Prior to termination, You are solely responsible for exporting all sensor history data, Dashboard configurations, and Digital Twin model settings. Following termination, We will securely delete all of Your data within thirty (30) days in accordance with Our data retention obligations under the UK GDPR. We shall have no liability for any loss arising from such deletion.

If You fail to pay any renewal fees within thirty (30) days of the due date, We reserve the right to charge statutory interest pursuant to the Late Payment of Commercial Debts (Interest) Act 1998 at the rate of eight per cent (8%) per annum above the Bank of England base rate. We further reserve the right to suspend or terminate Your account upon written notice.

On-premise deployment licences are locked to the server hardware designated by You at licence issuance. We will not reissue a licence or provide a refund if: - You replace the designated server hardware, causing the licence to become invalid; - Changes to Your IT environment cause service disruptions; or - You fail to install the software in accordance with Our deployment documentation. Requests to rebind a licence to replacement hardware must be submitted to Us in writing in advance.

To maintain platform integrity, You agree: 1. Not to engage in any automated unauthorised access, web scraping, penetration testing, or load testing of the Service without Our prior written consent. 2. Not to execute programmes or make API calls consuming excessive server resources. 3. To use storage capacity solely for IoT data, Dashboard configurations, and Digital Twin-related content. 4. Not to resell or sublicense the Service to unauthorised third parties (SI white-label partners are governed by separate written agreements). Breach of this clause may result in immediate suspension or termination of access at Our discretion.

Users holding an authorised SI Partner plan licence may offer the Service to end customers under their own brand. SI partners bear full responsibility for service quality, data security, and regulatory compliance in relation to their end customers. The Company bears no direct liability to any end customer of an SI partner. SI partners shall not represent themselves as agents of, or otherwise affiliated with, the Company.

This Agreement and any dispute or claim arising out of or in connection with it or its subject matter or formation (including non-contractual disputes or claims) shall be governed by and construed in accordance with the laws of the Republic of China (Taiwan). Nothing in this clause shall restrict either party from seeking urgent injunctive relief in any competent jurisdiction.

The parties irrevocably agree that the Taiwan Taipei District Court shall have exclusive jurisdiction to settle any dispute or claim arising out of or in connection with this Agreement. Each party waives any objection to proceedings in such courts on the grounds of inconvenient forum or otherwise.