Terms & Conditions

Terms of Service

These Terms of Service ("Terms") govern your use of the MetroNexis food waste analytics platform, website, and related services (collectively, the "Services") provided by MetroNexis Ltd, a company registered in England and Wales with company number 95137824 ("metronexis", "we", "us", or "our").

By accessing or using our Services, you agree to be bound by these Terms. If you do not agree to these Terms, you may not access or use our Services.

Acceptance of Terms

By creating an account, accessing our platform, or using any of our Services, you acknowledge that you have read, understood, and agree to be bound by these Terms and our Privacy Policy. These Terms constitute a legally binding agreement between you and metronexis.

If you are entering into these Terms 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" will refer to such entity.

Description of Services

MetroNexis provides a comprehensive food waste analytics platform designed for restaurants and food service businesses. Our Services include:

• Real-time food waste monitoring and tracking systems
• Analytics dashboards and reporting tools
• Inventory optimisation recommendations
• Staff training and support programmes
• Consultation and implementation services

We reserve the right to modify, suspend, or discontinue any part of our Services at any time with reasonable notice to users.

User Accounts and Registration

To access certain features of our Services, you must create an account and provide accurate, complete, and current information. You are responsible for:

• Maintaining the confidentiality of your account credentials
• All activities that occur under your account
• Notifying us immediately of any unauthorised use
• Ensuring your account information remains accurate and up to date

You may not share your account credentials or allow others to access your account without our prior written consent.

User Obligations

When using our Services, you agree to:

• Comply with all applicable laws and regulations
• Use the Services only for legitimate business purposes
• Provide accurate and truthful information
• Respect the rights of other users and third parties
• Not interfere with or disrupt the Services
• Not attempt to gain unauthorised access to our systems
• Not use the Services for any illegal or harmful activities
• Not reverse engineer or attempt to extract source code from our platform

Prohibited Uses

You may not use our Services to:

• Violate any applicable laws, regulations, or third-party rights
• Transmit harmful, offensive, or inappropriate content
• Engage in any form of harassment or abuse
• Distribute malware, viruses, or other malicious code
• Attempt to circumvent security measures
• Collect or harvest user information without consent
• Impersonate others or misrepresent your identity
• Compete with or create derivative works based on our Services

Payment Terms

If you subscribe to our paid Services, you agree to pay all applicable fees as described in your service agreement. Payment terms include:

• Fees are charged in advance on a monthly or annual basis
• All payments are non-refundable except as expressly stated
• You authorise us to charge your designated payment method
• You are responsible for all taxes associated with your use of the Services
• We may suspend or terminate Services for non-payment

Intellectual Property

The Services, including all content, features, functionality, software, and technology, are owned by metronexis and are protected by copyright, trademark, and other intellectual property laws. Our intellectual property rights include:

• All software, algorithms, and technical systems
• User interface designs and visual elements
• Proprietary analytics methodologies and reports
• Trademarks, logos, and brand materials
• Documentation, training materials, and content

You are granted a limited, non-exclusive, non-transferable licence to use the Services in accordance with these Terms. You may not copy, modify, distribute, or create derivative works based on our intellectual property without express written permission.

Data Ownership and Usage

You retain ownership of all data you input into our platform ("Customer Data"). By using our Services, you grant us a licence to:

• Process and analyse your data to provide the Services
• Create aggregated, anonymised insights for service improvement
• Use data as necessary for technical support and maintenance

We will not share your identifiable business data with third parties except as necessary to provide the Services or as required by law.

Service Availability

While we strive to maintain high service availability, we do not guarantee uninterrupted access to our Services. Our platform may be temporarily unavailable due to:

• Scheduled maintenance and updates
• Technical difficulties or system failures
• Third-party service provider issues
• Force majeure events beyond our control

We will provide reasonable notice of planned maintenance whenever possible.

Limitation of Liability

To the maximum extent permitted by law, metronexis shall not be liable for any indirect, incidental, special, consequential, or punitive damages, including but not limited to loss of profits, data, or business opportunities, arising from or relating to your use of the Services.

Our total liability to you for all claims arising from or relating to the Services shall not exceed the amount you paid to us for the Services in the twelve months preceding the claim.

Some jurisdictions do not allow the exclusion or limitation of certain damages, so these limitations may not apply to you.

Disclaimers

The Services are provided "as is" and "as available" without warranties of any kind. We disclaim all warranties, express or implied, including:

• Warranties of merchantability and fitness for a particular purpose
• Warranties of non-infringement or title
• Warranties arising from course of dealing or usage of trade

We do not warrant that the Services will be error-free, secure, or continuously available, or that any defects will be corrected.

Indemnification

You agree to indemnify, defend, and hold harmless metronexis and its officers, directors, employees, and agents from and against any claims, damages, losses, costs, and expenses arising from:

• Your use of the Services in violation of these Terms
• Your violation of any applicable laws or third-party rights
• Any content or data you submit through the Services
• Your negligent or wrongful conduct

Termination

Either party may terminate these Terms and your access to the Services:

• For convenience with 30 days' written notice
• Immediately for material breach of these Terms
• If required by law or regulatory action

Upon termination, your right to access and use the Services will cease immediately. We may delete your data in accordance with our data retention policies, but you remain responsible for any outstanding fees.

Governing Law

These Terms shall be governed by and construed in accordance with the laws of England and Wales, without regard to conflict of law principles. Any disputes arising under these Terms shall be subject to the exclusive jurisdiction of the courts of England and Wales.

If you are a consumer residing in the European Union, you may also have rights under local consumer protection laws that cannot be waived by these Terms.

Changes to Terms

We reserve the right to modify these Terms at any time. When we make material changes, we will:

• Provide notice through the Services or by email
• Update the "Last Updated" date at the top of these Terms
• Give you an opportunity to review the changes before they take effect

Your continued use of the Services after the effective date of any changes constitutes acceptance of the modified Terms.

Severability

If any provision of these Terms is found to be unenforceable or invalid, that provision will be limited or eliminated to the minimum extent necessary so that the remaining Terms will remain in full force and effect.

Entire Agreement

These Terms, together with our Privacy Policy and any applicable service agreements, constitute the entire agreement between you and metronexis regarding the Services and supersede all prior or contemporaneous communications and proposals.

Contact Information

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