Terms of Service
The terms governing your use of phytoventures.net.
1. Introduction
These Terms of Service ("Terms") govern your access to and use of the website at phytoventures.net (the "Website"), the client portal, and all services provided by Phytoventures Ltd ("we", "us", "our"), a company registered in England and Wales with company number 16388003, whose registered office is at Belmont Suite, Chorley New Road, Horwich, Bolton, BL6 6HG.
By accessing or using the Website, creating a client portal account, or engaging our services, you agree to be bound by these Terms. If you do not agree to these Terms, you must not use the Website or our services.
These Terms should be read alongside our Privacy Policy, which explains how we collect, use, and protect your personal data.
2. Definitions
In these Terms, the following definitions apply:
- "Services" means all services provided by Phytoventures Ltd, including but not limited to web development, branding, platform development, AI and automation solutions, compliance support, consulting, events and sponsorships (CannConnect), Ask Patients survey service, intelligence service, free website programme, and credit facility.
- "Client Portal" means the secure online portal accessible at phytoventures.net/portal, through which clients can manage invoices, projects, support tickets, quotes, events, statements, and other account functions.
- "Client" means any individual or business entity that has registered for a Client Portal account and has been approved by us.
- "Website" means phytoventures.net and all subdomains thereof.
- "Content" means all text, images, data, graphics, software, code, audio, video, and other materials published on the Website or delivered as part of our Services.
- "User" means any person who accesses or uses the Website, whether or not they are a registered Client.
- "We", "Us", "Our" means Phytoventures Ltd (Company No. 16388003).
- "You", "Your" means the User or Client accessing the Website or using our Services.
3. Use of the Website
You may use our Website for lawful purposes only. You agree not to:
- Use the Website in any way that breaches any applicable local, national, or international law or regulation.
- Attempt to gain unauthorised access to the Website, the server on which it is stored, or any server, computer, or database connected to it.
- Use the Website to transmit, or procure the sending of, any unsolicited or unauthorised advertising or promotional material.
- Knowingly introduce viruses, trojans, worms, logic bombs, or other material that is malicious or technologically harmful.
- Reproduce, duplicate, copy, or re-sell any part of the Website in contravention of these Terms.
- Use automated tools, bots, or scrapers to extract data from the Website without our express written permission.
- Interfere with or disrupt the integrity or performance of the Website or its underlying infrastructure.
You must be at least 18 years of age to use this Website. By using the Website, you confirm that you are 18 or older.
If you register for a Client Portal account, you are responsible for maintaining the confidentiality of your account credentials and for all activities that occur under your account.
4. Client Portal
Access to the Client Portal is subject to registration and approval by Phytoventures Ltd. We reserve the right to refuse, suspend, or terminate any Client Portal account at our sole discretion.
When registering for a Client Portal account, you must provide accurate, complete, and current information. You agree to update your information promptly if it changes.
The Client Portal uses magic link authentication and supports two-factor authentication (2FA) for enhanced security. You are responsible for:
- Keeping your login credentials, magic link emails, and 2FA devices secure.
- Ensuring that only authorised individuals access your account.
- Notifying us immediately at [email protected] if you suspect any unauthorised access to your account.
Sessions are managed automatically. We may log you out after a period of inactivity for security purposes. We may suspend or terminate your account at any time if we reasonably believe there has been a breach of these Terms or a security compromise.
5. Services
We provide a range of professional services including web development, branding, platform development, AI and automation solutions, compliance support, and consulting. All services are delivered in accordance with the agreed scope of work, statement of work (SOW), or quote.
Quotes provided by us are valid for 30 days from the date of issue unless otherwise stated in writing. We reserve the right to revise any quote if the scope of work changes after the quote has been issued.
Changes to the agreed scope of work may affect pricing and delivery timelines. Any changes must be agreed in writing by both parties.
We retain the right to subcontract any part of the work to qualified third parties, provided we remain responsible for the quality and delivery of the Services.
6. Events & Sponsorships (CannConnect)
Event bookings and sponsorship agreements are binding once confirmed by us. The following terms apply to all events and sponsorships:
- Sponsorships: Sponsorship agreements are non-cancellable once the sponsorship contract has been signed by both parties.
- Payment: Payment for event bookings and sponsorships is due within 7 business days of invoice, unless otherwise agreed in writing.
- Late payment: Late payments are subject to interest at the rate of 8% per annum above the Bank of England base rate, in accordance with the Late Payment of Commercial Debts (Interest) Act 1998.
- Event changes: We reserve the right to change event details including date, time, venue, and programme. We will notify you of any material changes as soon as reasonably practicable.
- Cancellation by us: If we cancel an event, you will receive a full refund of any amounts paid.
- Non-attendance: No refunds will be issued for non-attendance.
- Deliverables deadline: All sponsorship deliverables (logos, artwork, content) must be submitted at least 14 days before the event date. We are not responsible for the omission of deliverables submitted after this deadline.
7. Ask Patients Survey Service
The Ask Patients survey service allows clients to create and distribute surveys to patients. The following terms apply:
- Data controller: The client is the data controller for all survey respondent data. Phytoventures Ltd acts as a data processor on behalf of the client.
- Client obligations: The client must provide a valid privacy policy and terms of use for survey respondents. The client is solely liable for the content of their surveys and must ensure compliance with all applicable data protection legislation.
- Pricing: The base price is £500 for up to 20 questions. Additional question packs of 10 questions are available at £150 per pack.
- Contract requirement: A signed contract is required before any survey is published or distributed.
- No guaranteed outcomes: We do not guarantee any specific response count, completion rate, or outcome from surveys.
- Non-refundable: Fees for the Ask Patients service are non-refundable once the survey has been published.
8. Credit Facility
We may, at our sole discretion, offer a credit facility to eligible clients. The following terms apply:
- Credit facilities are subject to a separate Credit Facility Agreement, which must be signed before credit is extended.
- Approval of a credit facility is entirely at our discretion. We may decline any application without providing reasons.
- Credit terms are up to 3 months, with a maximum credit limit of up to £250,000, as determined by the Credit Facility Agreement.
- Late repayment of credit is subject to interest in accordance with the Late Payment of Commercial Debts (Interest) Act 1998.
- We reserve the right to withdraw, freeze, or reduce a credit facility at any time, with or without notice, if we reasonably believe there is a risk of non-payment or breach of the Credit Facility Agreement.
9. Accounts Payable
Where we owe payments to suppliers or partners who submit invoices through our Client Portal, the following terms apply:
- Invoices must be submitted through the Client Portal using the Accounts Payable function.
- Payment runs are processed on the 13th of each month. Invoices must be submitted and approved by the 10th of the month to be included in that month's payment run.
- Invoices that are overdue by 30 or more days may be subject to additional verification before payment is processed.
- We reserve the right to use external verification services to confirm the validity of invoices and the identity of payees.
- We are not liable for delays in payment caused by the verification process or by incomplete or inaccurate information provided by the payee.
10. Intelligence Service
We may provide access to our intelligence service, which offers industry-related information, analysis, and reports. The following terms apply:
- Access to the intelligence service is subject to a non-disclosure agreement (NDA), which must be signed before access is granted.
- All information provided through the intelligence service is confidential and must not be disclosed to any third party without our prior written consent.
- Commercial use of intelligence data requires a separate licence agreement.
- Redistribution of intelligence content in any form is strictly prohibited.
- We make no guarantees about the accuracy, completeness, or timeliness of information provided through the intelligence service. Information is provided "as is" and should not be relied upon as the sole basis for any decision.
11. Free Website Programme
We may offer free website development and support to selected organisations through our Free Website Programme. The following terms apply:
- Participation in the programme is subject to our Code of Conduct, which must be agreed to before any work commences.
- We retain the right to withdraw support from the programme at any time, for any reason, with reasonable notice.
- Websites supported under the programme must display a "Supported by Phytoventures" badge in a visible location.
- Websites hosted by us under the programme remain our property until formally transferred to the recipient in writing. During this period, we retain full control of hosting, access, and administration.
- We may showcase projects supported under the programme in our portfolio, case studies, and marketing materials.
12. Payment Terms
Unless otherwise agreed in writing, the following payment terms apply to all Services:
- Payment due: Invoices are due within 14 days of the invoice date, unless a different payment term has been agreed in writing.
- Accepted payment methods: GoCardless Direct Debit, bank transfer, Revolut, account credit, and credit facility (where approved).
- Late payment interest: If payment is not received by the due date, interest will accrue at the rate of 8% per annum above the Bank of England base rate, in accordance with the Late Payment of Commercial Debts (Interest) Act 1998.
- Debt recovery costs: In the event of late payment, you will be liable for all reasonable costs incurred by us in recovering the debt, including but not limited to legal fees and the fixed compensation amounts set out in the Late Payment of Commercial Debts (Interest) Act 1998.
- Suspension of services: We reserve the right to suspend access to the Client Portal and any ongoing Services if any invoice remains unpaid for more than 14 days past its due date.
13. Intellectual Property
All content on this Website, including but not limited to text, graphics, logos, icons, images, audio clips, digital downloads, data compilations, and software, is the property of Phytoventures Ltd or its licensors and is protected by United Kingdom and international copyright laws.
The trademarks, logos, and service marks displayed on the Website, including "Phytoventures", "CannCare", "CannConnect", and "CannAccess", are the registered and unregistered trademarks of Phytoventures Ltd. Nothing on this Website grants any licence or right to use any trademark without our prior written permission.
Client deliverables: Upon full payment of all fees due in respect of a project, clients receive a non-exclusive, non-transferable licence to use the deliverables produced for them. We retain all underlying intellectual property, including code libraries, frameworks, templates, and methodologies used in the creation of deliverables.
Portfolio use: Unless otherwise agreed in writing, we may showcase work produced for clients in our portfolio, case studies, and marketing materials.
14. Data Protection
We process personal data in accordance with our Privacy Policy and the UK General Data Protection Regulation (UK GDPR) and Data Protection Act 2018. Please refer to our Privacy Policy for full details on how we collect, use, and protect your data.
In relation to our services, we act as:
- Data controller for Client Portal data, account information, and financial records.
- Data processor for Ask Patients survey respondent data, processing on behalf of the client (data controller).
15. Limitation of Liability
Nothing in these Terms shall exclude or limit our liability for:
- Death or personal injury caused by our negligence.
- Fraud or fraudulent misrepresentation.
- Any other liability that cannot be excluded or limited under applicable law.
Subject to the above, our total aggregate liability to you in respect of all claims arising out of or in connection with these Terms or our Services shall not exceed the total amount paid by you to us in the 12 months immediately preceding the event giving rise to the claim.
We shall not be liable for any indirect, consequential, special, or incidental losses or damages, including but not limited to loss of profits, loss of revenue, loss of data, loss of business opportunity, or loss of goodwill, howsoever arising.
We do not guarantee uninterrupted, timely, or error-free access to the Website, Client Portal, or any of our Services.
16. Indemnity
You agree to indemnify, defend, and hold harmless Phytoventures Ltd, its directors, officers, employees, and agents from and against any and all claims, liabilities, damages, losses, and expenses (including reasonable legal fees) arising out of or in connection with:
- Your breach of these Terms.
- Your use of the Ask Patients service as data controller, including any failure to comply with data protection legislation.
- Content you publish, distribute, or make available through our Services.
- Any third-party claims arising from your use of our Services.
17. Disclaimers
The Website and its content are provided on an "as is" and "as available" basis. Phytoventures Ltd is not a law firm, medical practice, or financial advisory service. Nothing on this Website or in any of our Services constitutes legal advice, medical advice, or financial advice.
We make no guarantees about the accuracy, completeness, or reliability of third-party content, including news feeds, RSS content, intelligence reports, and external data sources.
We are not responsible for the content, privacy practices, or availability of external websites linked from our Website. Links to third-party websites are provided for convenience only and do not imply endorsement.
18. Termination
We may suspend or terminate your access to the Website, Client Portal, or any Services at any time if we reasonably believe you have breached these Terms, without prejudice to any other rights or remedies available to us.
You may close your Client Portal account at any time via the Settings page, provided there is no outstanding balance on your account. If there is an outstanding balance, you must settle all amounts due before your account can be closed.
Termination of your account does not affect any accrued rights or obligations of either party, including any obligations to pay outstanding invoices.
The following clauses shall survive termination: Definitions, Intellectual Property, Limitation of Liability, Indemnity, Disclaimers, Dispute Resolution, and General.
19. Dispute Resolution
If a dispute arises in connection with these Terms or our Services, we encourage you to contact us first to seek an informal resolution. You may reach us at [email protected].
If informal resolution is not possible, formal complaints may be submitted via our Complaints Procedure.
These Terms shall be governed by and construed in accordance with the laws of England and Wales. The courts of England and Wales shall have exclusive jurisdiction over any disputes arising out of or in connection with these Terms.
20. General
- Entire agreement: These Terms, together with our Privacy Policy and any applicable service-specific agreements (including Credit Facility Agreements, SOWs, and NDAs), constitute the entire agreement between you and Phytoventures Ltd regarding your use of the Website and our Services.
- Severability: If any provision of these Terms is found to be unlawful, void, or unenforceable, that provision shall be deemed severable and shall not affect the validity and enforceability of the remaining provisions.
- No waiver: Our failure to exercise or enforce any right or provision of these Terms shall not constitute a waiver of such right or provision.
- No assignment: You may not assign or transfer your rights or obligations under these Terms without our prior written consent. We may assign our rights and obligations without restriction.
- Force majeure: We shall not be liable for any failure or delay in performing our obligations where such failure or delay results from circumstances beyond our reasonable control, including but not limited to natural disasters, pandemics, government actions, war, terrorism, power failures, or internet service failures.
- Third-party rights: These Terms do not confer any rights on any person or party other than you and Phytoventures Ltd. The Contracts (Rights of Third Parties) Act 1999 does not apply to these Terms.
21. Contact
If you have any questions about these Terms of Service, please contact us:
- Company: Phytoventures Ltd
- Address: Belmont Suite, Chorley New Road, Horwich, Bolton, BL6 6HG
- Email: [email protected]
- Company Number: 16388003
- Registered in: England and Wales