TermsofService

1. Agreement to Terms

These Terms of Service ("Terms") constitute a legally binding agreement between you ("Client," "you," or "your") and Qall Technologies Ltd ("Qall," "we," "us," or "our"), a company registered in England and Wales, governing your access to and use of the Qall platform, including all associated software, APIs, dashboards, mobile applications, and related services (collectively, the "Platform").

By accessing or using the Platform, you acknowledge that you have read, understood, and agree to be bound by these Terms. If you are entering into these Terms on behalf of an organisation, you represent and warrant that you have the authority to bind that organisation to these Terms.

2. Description of Services

Qall provides a cloud-based customer relationship management (CRM) platform designed specifically for insurance brokerages, managing general agents (MGAs), and insurance distribution networks. The Platform includes, but is not limited to:

• Advisor performance tracking and benchmarking dashboards
• Automated commission calculation, reconciliation, and audit trails
• Lead capture, scoring, routing, and lifecycle management
• Client portfolio management and engagement tools
• Real-time revenue analytics and reporting
• AI-powered insights and capacity optimisation tools
• Integration with third-party insurance providers, carriers, and data sources

3. Account Registration and Security

To access the Platform, you must register for an account and provide accurate, complete, and current information. You are responsible for maintaining the confidentiality of your account credentials and for all activities that occur under your account.

You agree to: (a) immediately notify Qall of any unauthorised use of your account or any other breach of security; (b) ensure that all users within your organisation comply with these Terms; and (c) not share account credentials with unauthorised third parties.

Qall employs industry-standard security measures including encryption at rest and in transit, role-based access controls, and regular penetration testing. However, no method of electronic transmission or storage is 100% secure, and we cannot guarantee absolute security.

4. Subscription and Payment Terms

Access to the Platform is provided on a subscription basis. Subscription plans, pricing, and billing cycles are set out in your Order Form or as displayed on the Platform at the time of purchase.

• Billing: Fees are invoiced in advance on a monthly or annual basis as specified in your subscription plan. All fees are quoted in GBP unless otherwise stated.
• Late Payments: Overdue invoices shall accrue interest at 4% above the Bank of England base rate, calculated daily from the due date until payment is received in full.
• Price Changes: Qall reserves the right to modify pricing with 30 days' written notice prior to your next renewal period. Continued use of the Platform after a price change constitutes acceptance of the new pricing.
• Taxes: All fees are exclusive of VAT and other applicable taxes, which shall be charged in addition where required by law.

5. Client Data and Ownership

You retain all rights, title, and interest in and to the data you submit to the Platform ("Client Data"), including policyholder information, commission records, advisor performance data, and client portfolios. Qall does not claim ownership of your Client Data.

You grant Qall a limited, non-exclusive licence to process, store, and transmit Client Data solely for the purpose of providing and improving the Platform. Qall may use anonymised and aggregated data derived from Client Data for analytics, benchmarking, and service improvement, provided such data cannot be used to identify any individual or organisation.

6. Acceptable Use

You agree not to:

• Use the Platform for any unlawful purpose or in violation of any applicable regulation, including but not limited to the Financial Conduct Authority (FCA) rules
• Upload or transmit malicious code, viruses, or any material that could damage or interfere with the Platform
• Attempt to reverse engineer, decompile, or disassemble any part of the Platform
• Circumvent or disable any security features or access controls
• Use the Platform to store or process data in violation of data protection laws, including the UK GDPR and Data Protection Act 2018
• Sublicense, resell, or redistribute access to the Platform without prior written consent from Qall

7. Intellectual Property

The Platform, including all software, algorithms, user interfaces, designs, documentation, and trademarks, is the exclusive property of Qall Technologies Ltd and is protected by intellectual property laws. Nothing in these Terms grants you any right, title, or interest in the Platform beyond the limited right to use it in accordance with these Terms.

Any feedback, suggestions, or feature requests you provide to Qall may be used by Qall without obligation or compensation to you.

8. Service Level and Availability

Qall targets 99.9% uptime for the Platform, measured on a monthly basis, excluding scheduled maintenance windows. Scheduled maintenance will be communicated at least 48 hours in advance where reasonably practicable.

In the event of prolonged unscheduled downtime exceeding 0.1% in any calendar month, affected clients on annual plans may request service credits in accordance with the Service Level Agreement (SLA) provided in their Order Form.

9. Third-Party Integrations

The Platform may integrate with or provide access to third-party services, including insurance carriers, payment processors, and data providers. Qall is not responsible for the availability, accuracy, or practices of any third-party service. Your use of third-party integrations is subject to the respective third party's terms and conditions.

10. Limitation of Liability

To the maximum extent permitted by law, Qall's total aggregate liability arising out of or in connection with these Terms shall not exceed the total fees paid by you to Qall in the twelve (12) months immediately preceding the event giving rise to the claim.

Qall shall not be liable for any indirect, incidental, special, consequential, or punitive damages, including but not limited to loss of profits, loss of revenue, loss of commissions, loss of data, or business interruption, however caused and under any theory of liability.

Nothing in these Terms excludes or limits 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.

11. Term and Termination

These Terms commence on the date you first access the Platform and continue for the duration of your subscription period. Either party may terminate these Terms:

• By providing 30 days' written notice prior to the end of the current billing period
• Immediately, if the other party commits a material breach that remains unremedied for 14 days after written notice
• Immediately, if the other party enters administration, liquidation, or becomes insolvent

Upon termination, your access to the Platform will cease. You may request an export of your Client Data within 30 days of termination, after which Qall reserves the right to delete your Client Data in accordance with its data retention policies.

12. Indemnification

You agree to indemnify, defend, and hold harmless Qall and its officers, directors, employees, and agents from and against any claims, damages, losses, liabilities, and expenses (including reasonable legal fees) arising out of or in connection with: (a) your use of the Platform; (b) your breach of these Terms; (c) your violation of any applicable law or regulation; or (d) any Client Data you submit to the Platform.

13. Governing Law and Disputes

These Terms shall be governed by and construed in accordance with the laws of England and Wales. Any dispute arising out of or in connection with these Terms shall be subject to the exclusive jurisdiction of the courts of England and Wales.

Before initiating formal proceedings, both parties agree to attempt to resolve any dispute through good-faith negotiation for a period of not less than 30 days.

14. Modifications to Terms

Qall reserves the right to modify these Terms at any time. Material changes will be communicated via email or through an in-platform notification at least 14 days before taking effect. Your continued use of the Platform after such changes constitutes acceptance of the revised Terms.

15. Contact

If you have any questions about these Terms, please contact us at: