Terms of service

1. Introduction

These Terms of Service (“Terms”) govern the use of the FieldPal Assist platform (the “Service”), provided by SightLine AI Limited, a company registered in England and Wales under company number 16565237, with its registered office at Building 1000 Beach Drive, Waterbeach, Cambridge, England, CB25 9PD (“FieldPal”, “we”, “us”, or “our”).

By accessing or using the Service, whether through a mobile application, wearable application, or any other interface, the Customer and its authorised Users agree to be bound by these Terms. If you do not agree to these Terms, you must not use the Service.

These Terms apply to all use of the Service, whether accessed directly or through an authorised channel partner or reseller. Where the Service is provided through a channel partner, the commercial terms of your agreement with that partner apply alongside these Terms.

2. Definitions

“Customer” means the organisation that has entered into an agreement (whether directly with FieldPal or through a channel partner) for the use of the Service.

“User” means any individual authorised by the Customer to access and use the Service.

“Customer Data” means any data, content, documents, manuals, or other materials uploaded to, submitted through, or generated by the Customer or its Users in connection with the Service, including but not limited to text, voice recordings, images, usage logs, device information, and location data.

“Service” means the FieldPal Assist platform, including all associated software, mobile applications, wearable applications, APIs, and cloud infrastructure provided by FieldPal.

“Intellectual Property” means all patents, copyrights, trademarks, trade secrets, know-how, and any other intellectual property rights.

3. The Service

FieldPal Assist is an AI-powered assistant for frontline workers, delivered via mobile and wearable applications. The Service provides voice-first access to technical guidance, document retrieval, diagnostics, workflow automation, real-time support, and structured data capture at the point of work.

The Service is designed for use in industrial, field service, and operational environments. It may be deployed as a cloud-hosted solution or, where agreed, within the Customer’s own infrastructure.

FieldPal reserves the right to update, modify, or enhance the Service from time to time. We will use reasonable efforts to notify Customers of material changes that may affect their use of the Service.

4. Account and Access

4.1 Authorised Users. The Customer is responsible for ensuring that only authorised Users access the Service. The Service is restricted to Users aged 18 or over.

4.2 Credential Confidentiality. The Customer shall ensure that User credentials are kept confidential and shall promptly notify FieldPal of any unauthorised access or security breach.

4.3 Shared Accounts. The Customer shall ensure that all access to the Service is provided on an individual, named-user basis. Shared or generic accounts (including but not limited to role-based accounts such as “Technical Engineer 1”) are strictly prohibited unless expressly authorised in writing by FieldPal. Each User must be uniquely identifiable and must not share their credentials with any other individual.

4.4 Right to Suspend. FieldPal reserves the right to suspend or terminate access to the Service if we reasonably believe that these Terms are being breached or that the Service is being used in a manner that threatens its security or integrity.

5. Customer Data and Intellectual Property

5.1 Ownership of Customer Data. The Customer retains all rights, title, and interest in and to Customer Data. Nothing in these Terms transfers ownership of Customer Data to FieldPal.

5.2 Customer Warranties Regarding Customer Data. The Customer represents and warrants that it has all necessary rights, licences, consents, and permissions to upload, submit, and use all Customer Data through the Service, including any third-party materials such as manufacturer documentation, technical manuals, service bulletins, and proprietary content. FieldPal does not review, verify, or assume any responsibility for the Customer’s right to use any Customer Data. The Customer shall be solely responsible for ensuring compliance with any third-party intellectual property rights, licensing restrictions, or confidentiality obligations that may apply to Customer Data.

5.3 Licence to Customer Data. The Customer grants FieldPal a non-exclusive, worldwide licence to process, store, and transmit Customer Data solely for the purposes of providing and maintaining the Service.

5.4 Service Improvement. FieldPal may use anonymised and aggregated data derived from the Customer’s use of the Service to improve, develop, and enhance the Service and its underlying models. This data will be stripped of all information that could reasonably identify the Customer or any individual User. The Customer may opt out of this use by providing written notice to FieldPal.

5.5 FieldPal Intellectual Property. All rights, title, and interest in and to the Service, including all software, algorithms, models, interfaces, documentation, and any improvements or derivatives thereof, remain the exclusive property of FieldPal. These Terms do not grant the Customer any rights to FieldPal’s Intellectual Property other than the limited right to use the Service as described herein.

6. Acceptable Use

The Customer and its Users shall not:

(a) Use the Service for any unlawful purpose or in violation of any applicable laws or regulations.

(b) Attempt to reverse-engineer, decompile, disassemble, or otherwise derive the source code, algorithms, or models underlying the Service.

(c) Use the Service to develop a competing product or service.

(d) Interfere with or disrupt the integrity, performance, or security of the Service.

(e) Share, resell, sublicence, or otherwise make the Service available to any third party without FieldPal’s prior written consent.

(f) Upload or transmit any content that is illegal, harmful, defamatory, or infringes the rights of any third party.

(g) Use the Service as the sole basis for safety-critical decisions without independent verification by a qualified professional.

7. AI-Generated Outputs

The Service uses artificial intelligence, including large language models and other machine learning technologies, to generate outputs. While FieldPal strives to provide accurate and useful information, the Customer acknowledges and agrees that:

(a) AI-generated outputs may not always be accurate, complete, or current. The Service is provided as a decision-support tool and is not a substitute for professional judgement, qualification, or expertise.

(b) The Customer and its Users are solely responsible for verifying the accuracy and suitability of any AI-generated output before relying on it, particularly in safety-critical, regulatory, or compliance contexts.

(c) FieldPal does not warrant that the outputs of the Service will meet the Customer’s specific requirements or that they will be error-free.

8. Service Availability

FieldPal will use commercially reasonable efforts to maintain the availability of the Service. However, FieldPal does not guarantee uninterrupted or error-free access to the Service.

The Service may be temporarily unavailable due to scheduled maintenance, updates, or circumstances beyond FieldPal’s reasonable control, including but not limited to third-party infrastructure failures, force majeure events, or network outages.

FieldPal shall not be liable for any losses arising from the unavailability of the Service.

9. Fees and Payment

Fees for the Service are as set out in the Customer’s commercial agreement, whether entered into directly with FieldPal or through an authorised channel partner.

All fees are exclusive of applicable taxes unless otherwise stated. FieldPal reserves the right to suspend the Service in the event of non-payment.

10. Confidentiality

Each party agrees to keep confidential any information that is identified as confidential or that ought reasonably to be considered confidential given the nature of the information or the circumstances of disclosure (“Confidential Information”).

Confidential Information shall not include information that: (a) is or becomes publicly available through no fault of the receiving party; (b) was known to the receiving party prior to disclosure; (c) is independently developed without reference to the disclosing party’s Confidential Information; or (d) is required to be disclosed by law or regulation.

This obligation of confidentiality shall survive the termination of these Terms for a period of three (3) years.

11. Limitation of Liability

11.1 To the maximum extent permitted by law, FieldPal’s total aggregate liability under or in connection with these Terms, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, shall not exceed the total fees paid by the Customer to FieldPal in the twelve (12) months immediately preceding the event giving rise to the claim.

11.2 FieldPal shall not be liable for any indirect, incidental, special, consequential, or punitive damages, including but not limited to loss of profits, revenue, data, business opportunities, or goodwill, even if advised of the possibility of such damages.

11.3 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.

12. Indemnification

The Customer shall indemnify and hold harmless FieldPal and its officers, directors, employees, and agents from and against any claims, losses, damages, liabilities, costs, and expenses (including reasonable legal fees) arising out of or in connection with: (a) the Customer’s breach of these Terms, including any breach of the warranties in Section 5.2; (b) the Customer’s use of the Service; (c) any Customer Data that infringes the intellectual property rights, confidentiality obligations, or other rights of a third party, including but not limited to claims by manufacturers, OEMs, or other rights holders in respect of documentation, manuals, or proprietary content uploaded by the Customer; or (d) any third-party claim arising from the Customer’s failure to obtain necessary rights, licences, or permissions for Customer Data.

13. Term and Termination

13.1 Term. These Terms commence on the date the Customer first accesses the Service and continue for the duration of the Customer’s commercial agreement with FieldPal or its channel partner.

13.2 Termination for Cause. Either party may terminate these Terms immediately upon written notice if the other party commits a material breach of these Terms and, where such breach is capable of remedy, fails to remedy it within thirty (30) days of receiving written notice of the breach.

13.3 Effect of Termination. Upon termination: (a) the Customer’s and all Users’ right to access the Service shall cease immediately; (b) FieldPal shall, upon written request made within thirty (30) days of termination, make Customer Data available for export in a standard format; and (c) after such period, FieldPal may delete Customer Data in accordance with its data retention practices.

13.4 Survival. Sections 5.5 (FieldPal IP), 10 (Confidentiality), 11 (Limitation of Liability), 12 (Indemnification), and 15 (Governing Law) shall survive termination of these Terms.

14. Data Protection

FieldPal processes personal data in accordance with its Privacy Policy, which is available at fieldpal.ai/privacy and is incorporated into these Terms by reference.

Where FieldPal processes personal data on behalf of the Customer, the parties shall enter into a Data Processing Agreement as required by applicable data protection legislation, including the UK General Data Protection Regulation (UK GDPR) and the Data Protection Act 2018.

15. 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.

16. General

16.1 Entire Agreement. These Terms, together with the applicable commercial agreement and the Privacy Policy, constitute the entire agreement between the parties with respect to the subject matter hereof.

16.2 Amendments. FieldPal may update these Terms from time to time. Material changes will be communicated to the Customer with reasonable notice. Continued use of the Service following any such changes constitutes acceptance of the updated Terms.

16.3 Severability. If any provision of these Terms is held to be invalid or unenforceable, the remaining provisions shall continue in full force and effect.

16.4 Waiver. No failure or delay by either party in exercising any right under these Terms shall constitute a waiver of that right.

16.5 Assignment. The Customer may not assign or transfer its rights under these Terms without FieldPal’s prior written consent. FieldPal may assign these Terms to any affiliate or successor entity.

16.6 Marketing and Publicity. The Customer grants FieldPal a non-exclusive, royalty-free licence to use the Customer’s name, logo, and trademarks for the purpose of identifying the Customer as a user of the Service in FieldPal’s marketing materials, website, presentations, and investor communications. The Customer may revoke this licence at any time by providing written notice to FieldPal, and FieldPal shall remove the Customer’s name and logo from its marketing materials within a reasonable period of receiving such notice.

16.7 Notices. Any notices under these Terms shall be in writing and sent to the registered office address of the relevant party or such other address as may be notified in writing from time to time.

Contact

For questions about these Terms, please contact us at:

SightLine AI Limited

Building 1000 Beach Drive, Waterbeach, Cambridge, England, CB25 9PD

legal@fieldpal.ai