Terms of Use

KnetMiner - Terms of Use

Last Update: 19/06/2025

PLEASE READ THESE TERMS OF USE CAREFULLY BEFORE USING OUR SERVICES.

These Terms of Use ("Terms") govern your access to and use of the KnetMiner software-as-a-service platform, including any related applications, APIs, websites, documentation, and professional services (collectively, the "Services") provided by KnetMiner Limited ("KnetMiner", "We", "Us", "Our").

By accessing or using the Services, or by executing an Order Form that references these Terms, you agree to be bound by these Terms and our Privacy Policy. These Terms apply to all users of the Services, including those accessing or using trial, beta, free, and or paid versions. If you are entering into this agreement on behalf of a company or other legal entity, you represent that you have the authority to bind such entity to these Terms, in which case "You" or "Your" shall refer to such entity. If you do not have such authority, or if you do not agree with these Terms, you must not accept this agreement and may not use the Services.

1. Definitions

Key terms used in these Terms have the following meanings:

• API: Any application programming interface(s) operated or used by KnetMiner for providing the Services to You.
• App: Any authentication application software made available to You by KnetMiner through which the Services are delivered.
• Authorised Users: You, your employees and independent contractors whom You authorise to use the Services in accordance with these Terms.
• Business Day: A day other than a Saturday, Sunday, or public holiday in England when banks in London are open for business.
• Confidential Information: Non-public information disclosed by one party to the other, including the terms of the Order Form, business plans, customer data, technical information, the Software itself, and performance test results. Exclusions are detailed in Section 7 (Confidentiality).
• Customer Data: Any commercial or proprietary data You or Your Authorised Users upload or submit to the Services, directly or indirectly.
• Documentation: Printed or online instructions, manuals, and diagrams provided by KnetMiner regarding the Services or Software.
• Fees: The Subscription Fees and any Professional Services Fees specified in the Order Form.
• Initial Term: The inaugural term of a paid subscription, the duration of which is set out in the applicable Order Form.
• Insolvency Event: Means in relation to a party, that the party stops or threatens to stop payment of all or a class of its debts, is unable to pay its debts as they fall due, enters into any compromise or arrangement with its creditors (other than for the sole purpose of a solvent restructuring), has a receiver, manager, administrator, or administrative receiver appointed over its undertaking or assets or any part of them, passes a resolution for winding up (other than for the sole purpose of a solvent restructuring), has a winding up order made against it, or is subject to any analogous event in any other jurisdiction.
• Intellectual Property Rights: Patents, inventions, copyrights, trademarks, trade secrets, database rights, domain names, goodwill, software rights, and other similar proprietary rights, registered or unregistered.
• Order Form: The document agreed upon by You and KnetMiner specifying the Services You are subscribing to, Fees, Authorised User limits, subscription term, and other specific details.
• Outputs: Reports, data, information, or materials You or Your Authorised Users obtain through using the Services (excluding Customer Data).
• Professional Services: Any additional services like setup, training, or consulting specified in an Order Form.
• Renewal Term: The duration of any subsequent subscription period (e.g., one month or one year) that begins automatically after the Initial Term has ended.
• Services: Access to the Software, plus any Professional Services, as described in the Order Form and these Terms.
• Software: KnetMiner's proprietary software applications (including related APIs, Apps, or Websites) accessed remotely under these Terms.
• Subscription Fees: The fees payable for access to the Software, as detailed in the Order Form.
• Territory: Worldwide.
• Virus: Any malicious code, file, or program (like Worms, Trojans, Viruses & DDoS attacks) that could harm computer systems, data, or bring down parts (or all) of our service(s).
• Website: Any website operated by KnetMiner through which the Software is delivered or accessed.

2. Service Provision and Access Rights

• Grant of Licence: Subject to Your compliance with these Terms and payment of Fees, KnetMiner grants You a non-exclusive, non-transferable, non-sublicensable, revocable right for Your Authorised Users to access and use the Services within the Territory during the subscription term specified in the Order Form. This right is solely for Your internal business operations.
• Authorised Users: Access is limited to the number of Authorised Users specified in Your Order Form ("Authorised User Limit"). You are responsible for ensuring Authorised Users comply with these Terms. User accounts cannot be shared between individuals. You may replace Authorised Users provided the limit is not exceeded.
• Service Availability: We will use commercially reasonable efforts to make the Services available, except for planned downtime and Force Majeure Events. Specific service level agreements (SLAs) regarding availability, incident response, and resolution times may be set out in an Order Form or a separate Service Level Agreement document referenced in the Order Form.
• Service Evolution: You acknowledge that the Software may evolve. We may add, modify, or remove functionality. Material changes potentially detrimental to Your expected use will be agreed upon with You in advance where reasonably possible. We do not warrant that Your use will be uninterrupted or error-free.

3. Your Responsibilities

• Acceptable Use: You agree not to (and ensure Authorised Users do not):
  
  • Upload, store, or transmit any Viruses.
  • Upload, store, or transmit material that is unlawful, harmful, defamatory, obscene, infringing, harassing, or otherwise objectionable.
  • Attempt to copy, modify, duplicate, create derivative works from, reverse engineer, or distribute any part of the Software, except as expressly permitted by law.
  • Attempt to build a competing product or service.
  • Make the Services available to anyone other than Authorised Users.
  • Attempt unauthorised access to the Services or related systems.
  • Remove or obscure any KnetMiner branding from the Outputs.
  • Engage in automated scraping, mass extraction, or systematic collection of data from the Services without our written permission.
• Account Security: You are responsible for maintaining the confidentiality of Authorised User passwords and account details. You must notify Us immediately of any suspected unauthorised access or security breach and change your password should this occur.
• Cooperation: You will provide reasonable cooperation, information, and access to Customer Data as reasonably required for Us to provide the Services (including support and error correction).
• System Requirements: You are responsible for procuring and maintaining network connections and systems compatible with the Services, including internet access.
• Legal Compliance: You will comply with all applicable laws and regulations related to Your use of the Services.
• Attribution: When sharing Outputs externally (e.g., publications), You agree to include a clear statement acknowledging KnetMiner as the source of the Software used to generate the Output.

4. Fees and Payment

• Fees: You agree to pay the Fees specified in the applicable Order Form. Fees are non-cancellable and non-refundable, except as expressly stated otherwise. Users of the free version of the Services are not required to pay Fees, but their access and usage may be subject to limitations as described in these Terms or on Our Website.
• Invoicing & Payment: We will invoice You as specified in the Order Form. Invoices are payable within thirty (30) calendar days of the invoice date, unless otherwise stated in the Order Form. Payments must be made in the currency specified. For Services purchased using credit and or debit cards, payment may be required immediately at the point of sale, with an invoice or receipt provided electronically. Any exceptions to the standard invoicing process will be detailed in the Order Form.
• Late Payments: If payment is overdue, We may, without prejudice to other rights:
  
  • Suspend Your access (and Your Authorised Users' access) to the Services until payment is received in full.
  • Charge interest on the overdue amount at the statutory rate under the Late Payment of Commercial Debts (Interest) Act 1998 (or applicable law).
• Taxes: Fees are exclusive of VAT or other applicable sales taxes, which will be added to invoices where required by law. You are responsible for all taxes associated with Your purchase. If withholding tax is legally required, You will pay any additional amounts necessary to ensure We receive the full Fee amount.
• Usage Limits: Certain features of the Services (e.g., AI Summary, API Access) may be subject to usage limits, such as monthly credit allocations. We may monitor usage, and if a limit is reached, access to that specific feature may be temporarily suspended until the next credit cycle. You may have the option to purchase additional credits or upgrade your plan to increase usage limits. We reserve the right to review usage and discuss adjustments to your plan if limits are consistently exceeded.

5. Customer Data

• Ownership: You retain all ownership rights, title, and interest in Your Customer Data.
• Responsibility: You are solely responsible for the legality, reliability, integrity, accuracy, and quality of Your Customer Data. You warrant that You have all necessary rights and permissions to provide the Customer Data to Us and allow Us to use it as described in these Terms.
• Licence to KnetMiner: You grant KnetMiner a worldwide, non-exclusive, royalty-free licence during the subscription term to access, use, process, copy, distribute, perform, export, and display Customer Data solely as necessary to:
  
  • Provide, maintain, and update the Services for You.
  • Prevent or address service, security, or technical issues.
  • Comply with the law or Your instructions.
• Service Improvement: You acknowledge We may use Customer Data to analyze usage patterns, improve the Services, and develop new features or services. We may also use Customer Data to train algorithms underlying the Software to improve performance and functionality, provided such use does not disclose Your Confidential Information or specific Customer Data externally.
• Indemnity: You agree to indemnify and hold KnetMiner harmless against any claims, losses, or damages arising from a third-party claim that KnetMiner's use of Your Customer Data (in accordance with these Terms) infringes their Intellectual Property Rights.

6. Intellectual Property Rights

• KnetMiner IP: KnetMiner owns all Intellectual Property Rights in and to the Services, the Software, the Documentation, and any improvements or derivative works thereof (including any developed based on Feedback or usage patterns, but excluding Customer Data and Outputs). No rights are granted to You other than the limited access right specified in Section 2.
• Customer Outputs: You own all Intellectual Property Rights in the Outputs generated by Your use of the Services. You acknowledge that due to the nature of software as a service and AI-driven content generation, Outputs may not be unique, and other users might receive similar results. You also acknowledge that the Services may utilise third-party AI models in generating Outputs, and the accuracy, completeness, or freedom from error (including 'hallucination') of such Outputs cannot be guaranteed by KnetMiner. You are solely responsible for verifying the accuracy and suitability of Outputs for Your purposes and assume all risks associated with Your reliance on them.
• Third-Party AI Providers: Where the Services incorporate or utilise services from third-party AI providers, Your use of the relevant features may be subject to the terms and conditions of such third parties. While KnetMiner endeavours to comply with applicable third-party terms, KnetMiner makes no representation or warranty regarding the third-party terms or their impact on Your use of the Services or Outputs. You are advised to review the terms of service of any relevant third-party AI providers.
• Feedback: If You provide suggestions or feedback regarding the Services ("Feedback"), We may use and exploit such Feedback freely without restriction or charge.
• IP Indemnity: KnetMiner will defend You against third-party claims brought against You alleging that Your use of the Software (as permitted under these Terms) infringes their Intellectual Property Rights within the Territory ("IP Claim"). We will indemnify You for damages finally awarded by a court or agreed in settlement, provided You:
  
  • Promptly notify Us in writing of the IP Claim.
  • Provide reasonable cooperation in the defence (at Our expense).
  • Give Us sole control over defence and settlement.
  • Make no admission of liability.
  • Mitigate Your losses.
• Remedies for IP Claim: In response to an IP Claim, We may (at Our discretion and expense): (i) obtain the right for You to continue using the Software; (ii) replace or modify the Software to be non-infringing; or (iii) terminate Your subscription for the affected Software and refund any prepaid, unused Fees.
• Exclusions to IP Indemnity: We have no liability for IP Claims arising from: (i) modification of the Software by anyone other than Us; (ii) Your use contrary to these Terms or Our instructions; (iii) continued use after notice of alleged infringement; (iv) combination with third-party products/data where the infringement wouldn't otherwise occur; (v) Customer Data; (vi) Your breach of these Terms; or (vii) use of trial/beta/free services.
• Sole Remedy: This Section 6 states Our entire liability and Your sole remedy for IP Claims.

7. Confidentiality

• Obligation: Each party ("Receiving Party") agrees to keep confidential all Confidential Information received from the other party ("Disclosing Party"). The Receiving Party will use such information only for purposes related to fulfilling its obligations or exercising its rights under these Terms.
• Permitted Disclosure: Disclosure is permitted only to Representatives (employees, advisors, contractors) who need to know the information for the purposes of this agreement and who are bound by confidentiality obligations at least as strict as these. Disclosure may also be made if required by law or a competent authority (with prior notice to the Disclosing Party, if legally permitted).
• Exclusions: Confidentiality obligations do not apply to information that: (i) is or becomes public knowledge without breach of these Terms; (ii) was lawfully known to the Receiving Party before disclosure; (iii) is lawfully received from a third party without restriction; (iv) is independently developed by the Receiving Party without reference to the Disclosing Party's information.
• KnetMiner Confidential Information: You acknowledge that the Software (including its visual presentation and performance test results) is KnetMiner's Confidential Information. Unauthorised disclosure could cause irreparable harm, entitling Us to seek injunctive relief.
• Customer Data: Customer Data is Your Confidential Information (subject to the licenses granted herein).

8. Professional Services

• If specified in an Order Form, KnetMiner will provide Professional Services in consideration for the Professional Services Fees. Unless otherwise agreed, these services will be performed remotely. Additional expenses may apply for on-site services.

9. Suspension of Service

• We may suspend Your (or any Authorised User's) access to the Services if We reasonably determine that:
  
  • Your use breaches these Terms.
  • Your use poses a security risk to the Services or other users.
  • Your use may adversely impact the Services or Our systems.
  • You have failed to pay Fees when due.
• We will provide notice where practicable before suspension. Fees remain payable during suspension periods initiated due to Your breach or non-payment.

10. Warranties & Disclaimers

• "As Is" Basis: Except as expressly provided in these Terms (e.g., our obligation in Section 2 to use commercially reasonable efforts), the Services, Software, Outputs, and any information provided by Us are provided on an "as is" and "as available" basis.
• Exclusion of Implied Warranties: To the fullest extent permitted by applicable law, KnetMiner expressly disclaims all other warranties, representations, conditions, and terms, whether express or implied by statute,  common law, or otherwise, including but not limited to implied warranties of merchantability, fitness for a particular purpose, and non-infringement.
• Data Acknowledgement: You acknowledge that the Services and Outputs may rely on dynamic third-party information and Customer Data, the accuracy or completeness of which can fluctuate and for which KnetMiner is not responsible.
• No Guarantee of Regulatory Compliance: We do not warrant that the Services will meet Your specific requirements or that their use will ensure Your compliance with any particular laws or regulations applicable to Your business or industry.

11. Limitation of Liability

• Scope: This section outlines the entire financial liability of each party to the other arising under or in connection with these Terms and the use of the Services.
• Your Responsibility for Use: You assume sole responsibility for the Outputs obtained from using the Services and for any conclusions drawn or actions taken based on such use. KnetMiner has no liability for damage caused by errors or omissions in information or data provided by You, or actions taken by Us at Your direction. Outputs are for Your use, and no other party is entitled to rely on them. This includes Your sole responsibility for evaluating the accuracy, completeness, and suitability of any AI-generated outputs.
• Assumption of Risk: You assume all risk related to Your reliance on the Services and Outputs, including for compliance purposes.
• Non-Excludable Liabilities: Nothing in these Terms excludes or limits either party's liability for:
  
  • Death or personal injury caused by its negligence;
  • Fraud or fraudulent misrepresentation;
  • Any other liability that cannot be lawfully excluded or limited.
• Exclusion of Certain Losses: Subject to the above point, neither party will be liable to the other for:
  
  • Any consequential, indirect, special, incidental, punitive, or exemplary losses; OR
  • Any of the following types of loss (whether direct or indirect): loss of profit, loss of business, loss of contracts, loss of goodwill or reputation, loss or corruption of data, wasted expenditure, losses arising from lawful termination, losses caused by the other party, or losses resulting from failures of third-party services or infrastructure not controlled by the liable party.
  • Specifically for KnetMiner, we are not liable for losses caused by planned downtime (as notified) or Force Majeure Events.
• Liability Cap for Paid Subscriptions: Subject to the non-excludable liabilities, each party's total aggregate liability (whether in contract, tort including negligence, breach of statutory duty, or otherwise) arising under or in connection with these Terms shall be limited to the greater of:
  
  • (i) The total Fees paid by You to Us in the twelve (12) months immediately preceding the event giving rise to the liability; OR
  • (ii) £10,000 (Ten Thousand Pounds Sterling).
• Liability Cap for Free Services: For users of the free version of the Services, KnetMiner's total aggregate liability shall be limited to £100 (One Hundred Pounds Sterling).

12. Usage Data & Service Improvement

• KnetMiner may monitor, collect, store, and use information on the use and performance of the Services (which may include usage patterns and technical data derived from Customer Data, but not the content of Customer Data itself unless necessary for support) to:
  
  • Detect threats or errors to the Services or Our operations.
  • Further develop and improve Our services.
• Any such collection and use will be in accordance with our Privacy Policy.

13. Term, Renewal, and Termination

• Term of Agreement
  
  • Paid Subscriptions: This agreement begins on the Effective Date specified in the User's Order Form and continues for the initial term stated therein (the "Initial Term"), unless terminated earlier as permitted below.
  • Free Version: This agreement begins when the User first accesses the Services and continues until terminated by either party.
• Subscription Renewal and Cancellation
  
  • Auto-Renewal: Upon expiry of the Initial Term, this agreement will automatically renew for subsequent terms of the same duration as the Initial Term (each a "Renewal Term"), unless specified otherwise in the Order Form.
  • Cancellation: The User may cancel their paid subscription at any time. Cancellation will take effect at the end of the then-current billing term (e.g., at the end of the month for monthly plans or the year for annual plans). Access to the Services will continue until the end of the paid term, and no fees will be charged for the subsequent Renewal Term. No pro-rata refunds will be provided for any remaining portion of the term.
• Price Increases: KnetMiner reserves the right to increase the Subscription Fees for any Renewal Term. We will provide You with written notice of any fee increase at least thirty (30) days before the start of the applicable Renewal Term, allowing You sufficient time to cancel Your subscription before the new price takes effect.
• Termination for Cause: Either party may terminate this agreement with immediate effect by giving written notice if the other party: 
  
  • Fails to pay any amount due within ten (10) Business Days of receiving written notice of the overdue payment; 
  • Commits a material breach of these Terms which is incapable of remedy, or fails to remedy a remediable breach within ten (10) Business Days of receiving written notice to do so; or 
  • Suffers an Insolvency Event (e.g., goes into administration, liquidation, is unable to pay its debts) or ceases, or threatens to cease, carrying on its business.

• Termination for SLA Failure If specific Service Level Agreements (SLAs) are included in an Order Form and KnetMiner repeatedly fails to meet such SLAs, You may have the right to terminate the affected Services as set out in the applicable SLA document.
• Termination of Free Services: KnetMiner may terminate or suspend Your access to the free version of the Services at any time, with or without cause, by providing You with written notice. You may terminate Your use of the free version at any time by ceasing to use the Services.
• Consequences of Termination: Upon expiry or termination of this agreement for any reason: 
  
  • All licences granted hereunder shall immediately terminate and You must cease all use of the Services. 
  • Any outstanding Fees owed to KnetMiner shall become immediately due and payable. 
  • Each party will return or, at the other party's direction, destroy the other's Confidential Information. 
  • Any rights or liabilities that accrued before termination shall remain unaffected.

14. Force Majeure

• Neither party will be liable for any failure or delay in performing its obligations (excluding payment obligations) if such failure or delay results from a Force Majeure Event (causes beyond its reasonable control, e.g., natural disasters, acts of war or terrorism, significant power/internet outages, government actions).
• Performance deadlines will be extended for the duration of the Force Majeure Event. If the event continues for more than thirty (30) consecutive days, the party not affected may terminate this agreement by giving thirty (30) days' written notice.

15. General Provisions

• Entire Agreement: These Terms, together with the applicable Order Form and our Privacy Policy, constitute the entire agreement between You and KnetMiner regarding the Services. They supersede all prior agreements, representations, or understandings. Any terms You purport to apply (e.g., on a purchase order) are expressly excluded.
• Assignment: You may not assign or transfer your rights or obligations under these Terms without Our prior written consent, such consent not to be unreasonably withheld. KnetMiner may assign or transfer its rights and obligations without Your consent.
• Notices: Any formal notice required under this agreement must be in writing and sent to the addresses specified below or otherwise designated by the parties. Notices may be delivered by hand, tracked recorded delivery post, or email (provided no delivery failure message is received).
  
  • To KnetMiner: Knetminer Limited, Rothamsted, West Common, Harpenden, AL5 2JQ, UK. Email: sales@knetminer.com   
  • To You: Email as per Order Form/Account Details
• Changes to Terms: No variation or amendment to a specific executed Order Form or this Agreement as it applies to that Order Form will be effective unless agreed in writing and signed by both parties. KnetMiner may update these Terms from time to time. We will notify You of any material changes by email or through the Services. Your continued use of the Services after the effective date of the revised Terms constitutes Your acceptance of the changes.
• Third-Party Rights: These Terms do not grant any rights to any third party under the Contracts (Rights of Third Parties) Act 1999 or otherwise.
• Governing Law: These Terms shall be governed by and construed in accordance with the laws of England and Wales.
• Dispute Resolution: The parties agree to submit to the exclusive jurisdiction of the courts of England and Wales to resolve any dispute arising out of or in connection with these Terms.
• Counterparts: This agreement may be executed in counterparts, each deemed an original, but all constituting one agreement.