imabi Ltd
imabi Ltd · Company no. 12854897 · Sovereign House, 155 High Street, Aldershot, Hampshire, GU11 1TT
imabi Ltd, company number 12854897, registered office Sovereign House, 155 High Street, Aldershot, Hampshire, England, GU11 1TT ("imabi", "we", "us").
This contract is between: (a) imabi Ltd as above; and (b) the organisation or individual that registers for or uses the Live Desk service ("Customer", "you"). By creating an account, completing a self-serve checkout, or signing an Order Form that references these Terms, you agree to be bound by them.
Service / Live Desk: the imabi Live Desk platform, including QR-based public reporting points, live desk triage and case-management, SMS and email reply tools, AI-assisted drafting and related functionality.
QR Point: a single QR code or reporting point.
Self-Serve Customer: a Customer that signs up and pays via online checkout (Stripe) without a negotiated contract.
Enterprise Customer: a council, shopping centre, BID or similar organisation with a signed Order Form.
Order Form: a document signed by imabi and an Enterprise Customer specifying QR Point volumes, pricing and term.
Report Data: information submitted by a member of the public through a QR Point, including report content, location data and voluntary contact details.
Customer Data: Report Data plus any other content or records the Customer or its users generate through the Service.
Subscription Term: the period during which a Customer's access is active.
DPA: the imabi Data Processing Agreement, incorporated by reference wherever personal data is processed.
Live Desk lets an organisation deploy physical QR codes at locations it is responsible for, so the public can submit reports (safety incidents, maintenance issues or other concerns) without an app or account. Reports arrive in a live desk interface where staff triage, respond (by email or SMS) and resolve them.
The Service may include AI-assisted features that draft suggested actions, replies or resolution notes for staff review.
We may update, improve or change features over time, but will not materially reduce paid-for core functionality during a Subscription Term without reasonable notice.
The Customer is responsible for keeping credentials confidential and for all activity on its account, and must promptly notify us of any suspected unauthorised access.
The Customer's administrator(s) are responsible for assigning access levels (administrator, operator or viewer) to their staff and for removing access when it is no longer needed. imabi is not responsible for actions taken by users the Customer has granted access to.
This section applies to Self-Serve Customers.
5.1 Pricing. Ongoing QR Points are billed at the rate shown on the pricing page at signup (currently £29 per QR Point per month, excluding VAT), monthly in advance via Stripe. Festival/Event QR Points are billed one-off at the rate shown at checkout (currently £15 per QR Point per day, with a 3-day minimum).
5.2 Changes to quantity. You may increase your number of QR Points at any time; the cost is prorated and billed immediately. QR Points are provisioned only once payment is confirmed.
5.3 Price changes. We may change self-serve pricing for future periods with 30 days' notice by email. Continued use after a change takes effect constitutes acceptance.
5.4 Cancellation. You may cancel at any time from your account settings, effective at the end of the current paid period. There are no partial-period refunds except as required by law. Event QR Point passes are non-refundable once the event period has started, other than as required by law.
5.5 Non-payment. If a payment fails and is not resolved within a reasonable period after notice, we may suspend or deactivate the relevant QR Points. Historical Report Data is retained in line with Section 11, even where QR Points are deactivated for non-payment.
This section applies to Enterprise Customers.
6.1 Enterprise use is governed by these Terms plus the signed Order Form. The Order Form prevails in the event of a conflict.
6.2 Enterprise pricing, invoicing, payment terms and service levels are as set out in the Order Form. Invoices are payable within 30 days of the invoice date unless stated otherwise.
6.3 Term length and renewal mechanism are as stated in the Order Form.
Where a Self-Serve Customer signs up via referral from a partner organisation, imabi may pay that partner a referral fee. This has no effect on the Customer's price and does not make the partner imabi's agent.
You agree not to: submit or allow unlawful, defamatory or rights-infringing content; attempt to identify or re-identify an anonymous reporter beyond what they have voluntarily disclosed; circumvent rate limits, security controls or access levels; present AI-generated content as fully automated, unreviewed fact rather than a draft for staff review; or use the Service in a way that could bring imabi into disrepute or breach the law, including data protection law.
We may suspend access where we reasonably believe there has been a breach, and will explain why where we are able to.
AI-drafted advice, suggested replies and resolution write-ups are suggestions only, generated from information entered by staff or reporters. They are not a substitute for professional judgement, and imabi does not warrant their accuracy, completeness or suitability.
Staff remain responsible for reviewing and approving AI-drafted content before sending or relying on it operationally, including in emergency or safety-critical situations.
Where the Service processes personal data, the DPA applies and is incorporated into these Terms by reference. The DPA prevails in the event of a conflict on data protection matters.
Customer Data is retained for the Subscription Term. During that time, a reporter's contact details (such as email address and phone number), the text-message and email conversations with that reporter, and any device identifier are automatically removed 12 months after the report is resolved (or 12 months after it was created, if it was never resolved). The report's own content (title, description, category, location, status and resolution notes) is then kept for trend analysis, no longer linked to the reporter's contact details. Operational logs are deleted on a rolling basis, as set out in the DPA.
On termination, the Customer may request an export of Customer Data within 30 days. After that we delete or anonymise it in line with the DPA, save where we are legally required to retain it.
imabi and its licensors own all rights in the Service, including software, design and technology. No ownership transfers to the Customer.
The Customer retains ownership of Customer Data and grants imabi a licence to host, process and display it solely to provide the Service.
We aim to keep the Service available and to carry out maintenance with reasonable notice where practical. Self-Serve Customers receive no specific uptime guarantee. Enterprise Customers may agree specific service levels in an Order Form.
We may suspend or terminate access for: an uncured material breach after notice; non-payment (see 5.5); or where immediate action is needed to protect the security of the Service or its users.
Either party may terminate for the other's uncured material breach. Enterprise termination rights are also governed by the Order Form.
The Service is provided "as available". To the extent permitted by law, we exclude all warranties, conditions and representations except as expressly stated in these Terms.
We do not warrant uninterrupted or error-free operation, or that every incident will be prevented, detected or resolved. Live Desk is a reporting and case-management tool, not an emergency service; reporters are separately told to call 999 in an emergency.
Nothing in these Terms limits liability for death or personal injury caused by negligence, for fraud, or for anything else that cannot lawfully be limited.
Subject to that, imabi's total liability to a Customer in any 12-month period is capped at the fees paid by that Customer in the preceding 12 months. Neither party is liable for indirect or consequential loss, or for loss of profits, revenue or anticipated savings.
The Customer indemnifies imabi against claims, losses and costs arising from the Customer's breach of these Terms, unlawful use of the Service, or Customer Data input, except to the extent caused by imabi's own breach of these Terms or the DPA.
Each party will keep the other's confidential information confidential and use it only to perform its obligations under these Terms, except where disclosure is required by law or a regulator.
We may update these Terms from time to time. Self-Serve Customers will receive 30 days' email notice of material changes before they take effect. Changes to Enterprise commercial terms require written agreement.
Assignment: the Customer may not assign these Terms without our written consent. We may assign them on a merger, acquisition or sale of assets if the assignee agrees to be bound.
Severability: if any provision is unenforceable, the rest of these Terms is unaffected.
Entire agreement: these Terms, the DPA and (for Enterprise Customers) the Order Form form the entire agreement between the parties.
Governing law: these Terms are governed by the law of England and Wales, and the courts of England and Wales have exclusive jurisdiction.
Questions about these Terms can be sent to hello@imabi.com.
Effective date: to be confirmed on publication. This is a first draft pending solicitor review.