SaaS Agreement 

Version: 1.0 — Last Updated: 15 August 2025
Provider: BLUEB TECH UK LTD — 71–75 Shelton Street, Covent Garden, London, WC2H 9JQ, UK
Company Number: 15522090 — ICO Reg: ZB782232 — Email: info@bluebtech.net

Note: This Agreement is intended for business customers (B2B). If we contract with consumers, the additional terms in Schedule C apply.

1) Definitions

Service: BlueB ERP web application and any modules/add-ons.
Customer: The legal entity signing the Order Form.
Authorised Users: Customer’s employees/contractors authorised to use the Service.
Customer Data: Data uploaded/processed by Customer in its tenant (invoices, suppliers, customers, files…).
Agreement Documents: This MSA, the Order Form, SLA, DPA, AUP, Privacy Policy, and any Schedules.

2) Right to Use

Provider grants Customer a limited, non-exclusive, non-transferable right to access and use the Service during the Subscription Term in accordance with the Order Form and for Customer’s internal business purposes.

3) Accounts & Users

Customer manages its account and is responsible for credentials and user compliance with this MSA and the AUP.

4) Provider Obligations

Provide access to the Service, support per the SLA, maintain security, and notify Customer of data breaches requiring notification under applicable law.

5) Customer Obligations

Comply with laws, refrain from misuse, and provide required technical environment/connectivity.

6) Fees, Billing, Taxes

Fees, billing method, and frequency are set out in the Order Form. Unless stated otherwise, fees are due in advance and non-refundable except as expressly provided. Taxes (including VAT where applicable) are Customer’s responsibility. Late/non-payment may lead to interest or suspension upon notice.

7) Term & Renewal

Initial Term per the Order Form; auto-renews for successive terms unless either party gives notice of non-renewal within the notice period stated in the Order Form. For consumers (Schedule C), pre-renewal reminders and easy cancellation apply.

8) Cancellation, Suspension, Termination

Provider may suspend access for AUP violations or non-payment upon notice. Either party may terminate for material breach not cured within 30 days of written notice. Customer may elect not to renew at term end per notice.

9) Post-Termination — Export & Deletion

Upon termination or non-renewal, Customer can export Customer Data for 30 days. Provider deletes Customer account data per the retention policy (account data 1 month; backups auto-purged within 3 months).

10) IP Ownership

Provider retains all rights in the Service. Customer retains ownership of Customer Data and grants Provider a limited licence to process it for operating/supporting the Service. Feedback may be used to improve the Service without obligation.

11) Confidentiality

Each party protects the other’s Confidential Information and discloses only on a need-to-know basis under equivalent safeguards.

12) Data Protection — DPA

When processing personal data on Customer’s behalf, Provider acts as Processor under a DPA (incorporated by reference). The DPA prevails for data-protection conflicts. Sub-processors are listed on Provider’s Sub-processors page and may be updated.

13) Security & Incidents

Provider implements reasonable technical and organisational measures (encryption in transit, access controls, logging). Provider will notify of personal data breaches requiring notification within the statutory timelines.

14) Third-Party Services

The Service may integrate with third parties (e.g., Stripe for payments, Brevo for email, hosting at Contabo). Use of such services is subject to their terms.

15) Warranties & Disclaimers

The Service is provided “as is” and “as available”. No warranties are given except as expressly stated herein, to the extent permitted by law.

16) Limitation of Liability

Aggregate liability for all claims in any 12-month period is capped at the fees paid by Customer for that period. Nothing limits liability for death/personal injury caused by negligence, fraud/fraudulent misrepresentation, or any liability that cannot legally be limited.

17) Indemnities

By Provider: for third-party IP infringement claims (subject to exclusions for misuse/unauthorised modifications/combinations).
By Customer: for claims arising from Customer Data or unlawful use or breach of the AUP.

18) Force Majeure

No party is liable for delays/failures caused by events beyond reasonable control.

19) Notices

Notices to the addresses/emails in the Order Form; email notices are acceptable.

20) Governing Law & Jurisdiction

Laws of England & Wales; exclusive jurisdiction of the English courts.

21) Order of Precedence

In case of conflict: Order Form → this MSA (with DPA prevailing for data-protection matters) → SLA → AUP.

22) General

Entire agreement; no waiver; severability; assignment only with written consent; subcontracting permitted with Provider remaining responsible.

Schedule A — Acceptable Use Policy (AUP) — Summary

No spam/malware/intrusion attempts; reasonable API/rate limits per plan; no illegal or rights-infringing use.

Schedule B — Privacy Notice Snapshot

Provider is Controller for account data and Processor for Customer Data under the DPA. No analytics/behavioural ads; strictly necessary cookies only. Retention: account data 1 month after termination; backups purged within 3 months.

Schedule C — Additional Consumer Subscription Terms (if applicable)

14-day cooling-off for initial subscription; pre-renewal reminders for ≥12-month terms; easy cancellation via one-step channel (account page or email).