Terms of Service

1. Acceptance of Terms

1.1These Terms of Service ("Terms") govern access to and use of the services provided by PuglieseWeb LTD, a company registered in England and Wales (company number 17078772) whose registered office is at 10 Upper Wheatfield, Hook, England, RG27 9YR ("we", "us" or "our"): our websites, including puglieseweb.com, our software products, including SystemDox and the Evrella family, and our consulting services. "You" means the business that accepts these Terms or uses our services or, if you only visit our websites, you as a visitor.

1.2These Terms are a contract between you and us. You accept them by creating an account, by subscribing or by using our services. Where we also ask for them to be accepted explicitly — as the owner of an Evrella organisation does in the console, for the business named there — the contract with that business is made when we record that acceptance, together with, for a business established in Italy, the specific approval of the clauses listed there, which the owner gives in the same step. If you do not agree to these Terms, do not use our services.

1.3Our services are for business use. By accepting these Terms, creating an account or subscribing, you confirm that you are acting for purposes relating to your trade, business, craft or profession and not as a consumer, and that you are entitled to accept these Terms for the business concerned. If you only visit our websites as a consumer, nothing in these Terms limits the rights the law gives you as a consumer. If you are a micro-enterprise, nothing in these Terms limits the protection the law gives you against unfair commercial practices.

2. Service Description

2.1PuglieseWeb LTD provides the following services: (a) SaaS products, including SystemDox (architecture and documentation governance) and the Evrella family (b) Website and mobile app development for businesses (c) AI and architecture consulting services (d) Fractional engineering leadership (e) Compliance implementation (GDPR, PCI DSS)

2.2Where we agree a separate written contract, order or statement of work with you, for example for consulting or development work, it applies together with these Terms and prevails over them where the two conflict.

3. Account Registration

3.1Some of our services require you to create an account. You are responsible for keeping your account credentials confidential and for activity under your account, except to the extent that it results from our breach of these Terms or the Data Processing Agreement.

3.2You agree to provide accurate and complete information when creating an account and to update your information as necessary.

3.3Text messages: if you add a mobile number to your account, as an Evrella account requires, we send text messages (SMS) to it only to keep the account secure: sign-in and verification codes, and help getting back into your account. They come from PUGLIESEWEB LTD under the name of the product you use (for example Evrella), and only when you sign in, verify the number or recover your account, so how many you receive varies. Message and data rates may apply. Where your carrier supports replies (for example in the United States and Canada), reply HELP for help or STOP to stop receiving them, and START to receive them again. Replying STOP also stops your sign-in codes, so switch your account to an authenticator app first. You can change your number in your account at any time, or remove it where your account does not require one, and for help you can contact us at the address in section 16. We use the number for anything else, such as news about our products, only if you separately agree to it. Carriers are not liable for delayed or undelivered messages.

4. Your Content

4.1You retain ownership of any content you submit, upload, or create using our services ("Your Content"). By using our services, you grant us a limited licence to process Your Content solely for the purpose of providing the services to you.

4.2You are responsible for ensuring that Your Content does not violate any applicable laws or infringe on the rights of any third party.

4.3Support access: when you ask us for help, or when we find a fault affecting your service, authorised PuglieseWeb staff may open a support session in your organisation. A session lasts one hour unless extended, is recorded with the staff member's name and the reason given, and your organisation's owner is notified by email. During a session our staff act only to provide that support, and never as the owner of your organisation. You can see every session, end one at any time, or switch support access off in your organisation's settings.

5. Acceptable Use

5.1You agree not to use our services to: (a) Violate any applicable laws or regulations (b) Infringe on the intellectual property rights of others (c) Transmit malicious code, viruses, or harmful content (d) Attempt to gain unauthorised access to our systems or other users' accounts (e) Use our services for any illegal or fraudulent purpose (f) Interfere with or disrupt the operation of our services (g) Present answers generated by our AI services as human-authored, or as professional, legal, medical or financial advice (h) Disable, remove or obscure any notice identifying an assistant as artificial intelligence (i) Submit for crawling, indexing or ingestion any website or domain you do not own or are not authorised to permit us to access

5.2Our AI assistants tell the people who talk to them that they are an artificial intelligence system. As their provider, we design them to do so by default, as Article 50(1) of Regulation (EU) 2024/1689 (the AI Act) requires where it applies. You must not configure, instruct or present an assistant in a way that hides or contradicts this. Any other transparency duty that the law places on you, as the business using an assistant, remains yours.

6. Intellectual Property

6.1Our services, including all software, designs, text, graphics, and other content (excluding Your Content), are owned by PuglieseWeb LTD and are protected by copyright, trademark, and other intellectual property laws.

6.2You may not copy, modify, distribute or reverse-engineer any part of our services without our prior written consent, except to the extent that the law allows you to do so despite this restriction.

7. Subscription and Billing

7.1Some of our services are offered on a subscription basis. By subscribing, you agree to pay the fees for your plan shown on our pricing pages when you subscribe, as they may change under section 7.3. PuglieseWeb LTD is not currently registered for VAT, so no VAT is charged on our prices. Our prices are exclusive of VAT and any similar tax: if we register for VAT, or such a tax otherwise becomes due on our services, we add it at the applicable rate or, if you are a business established outside the United Kingdom, you account for it under the reverse-charge rules. We treat adding it to your subscription as a price change under section 7.3.

7.2Renewal and minimum term: subscriptions renew automatically at the end of each billing period, for a period of the same length, unless cancelled before the renewal date. You may cancel at any time in your account settings or by contacting us: cancelling stops the next renewal, and your subscription continues until the end of the period you have paid for. If your plan, order or separate contract states a minimum term, cancelling takes effect at the end of that term and not before, and the fees for the whole term are payable.

7.3Price changes: we may change our prices. We tell your organisation's owner by email at least 30 days before a new price applies to your subscription, and it applies only from your first renewal after that notice period. If you do not want to pay the new price, you can cancel before that renewal, as section 7.2 describes.

7.4Except where these Terms say otherwise, refunds are handled case by case. Please contact us if you believe you are entitled to one.

7.5Free trial: every Evrella plan starts with a 30-day free trial, and no card is needed to start it. If you add a card before day 30, we take the first payment on day 30, and your subscription then renews monthly, or yearly if you chose annual billing, as section 7.2 describes. If no card has been added by day 30, we pause your account: nothing is deleted, and you can resume at any time by adding a card. Evrella prices are those shown on our pricing pages. No VAT is added to them, because PuglieseWeb LTD is not currently registered for VAT.

8. Privacy

8.1Our Privacy Policy explains how we use the personal data for which we are the controller, such as your account, sign-in and billing details, and the rights people have over that data. It is information we give you, not part of these Terms, and you are not asked to agree to it. It is always available on our website (https://www.puglieseweb.com/privacy).

8.2Where we process personal data on your behalf in providing our services — for example the messages your website's visitors send your Evrella assistant — you are the controller of that data and we are your processor. That processing is governed by the version of our Data Processing Agreement accepted with these Terms, which is incorporated into them and stays available at its own permanent address; section 1.2 of the Data Processing Agreement says which version applies before one has been accepted. The current version is always available here: Data Processing Agreement (https://www.puglieseweb.com/dpa).

9. Disclaimers

9.1We provide our services with reasonable care and skill. Apart from that, and from the commitments that these Terms and the Data Processing Agreement set out expressly, our services are provided "as is" and "as available", and all other warranties, conditions and terms, whether express or implied by statute, common law or otherwise, including as to satisfactory quality and fitness for a particular purpose, are excluded to the fullest extent the law allows.

9.2We do not warrant that our services will be uninterrupted or error-free. Our security commitments are those set out in the Data Processing Agreement; beyond them, we do not warrant that our services will be free of every security risk.

9.3Our AI services, including Evrella, generate responses automatically from the material you provide and from the websites you authorise us to read. Those responses may be incomplete, out of date or wrong. They are not professional, legal, medical or financial advice and must not be relied upon as a substitute for it. We do not warrant the accuracy of any AI-generated output.

9.4As between you and us, you decide whether and how to use your assistant, and you are responsible for the answers it gives your customers on your behalf. You should review the material it draws on, monitor the conversations it has and correct anything inaccurate. This paragraph does not reduce our own obligations under these Terms and the Data Processing Agreement.

10. Limitation of Liability

10.1Liability we do not limit: nothing in these Terms or the Data Processing Agreement limits or excludes liability for death or personal injury caused by negligence, for fraud or fraudulent misrepresentation, or for any other matter for which liability cannot be limited or excluded under the law that applies, including, where that law so provides, gross negligence. The rest of this section, and every other limitation or exclusion of liability in these Terms and the Data Processing Agreement, is subject to this paragraph.

10.2Loss of profits: we are not liable to you, whether in contract, tort (including negligence), breach of statutory duty or otherwise, for any loss of profits, revenue, business, contracts or anticipated savings, whether direct or indirect.

10.3Goodwill and indirect loss: we are not liable to you, on any of the bases in section 10.2, for any loss of goodwill or damage to reputation, whether direct or indirect, or for any indirect or consequential loss.

10.4Loss of data: if Your Content or Customer Personal Data (as the Data Processing Agreement defines it) is lost or corrupted because of our breach of these Terms or the Data Processing Agreement, we restore it at our own cost, as far as our most recent backup holds it, and we are also liable for the reasonable costs you incur in re-creating or restoring what the backup does not hold, within the limits in sections 10.5 and 10.6.

10.5Overall limit: subject to section 10.6, our total liability to you for all claims arising out of or in connection with these Terms and the Data Processing Agreement, whether in contract, tort (including negligence), breach of statutory duty or otherwise, will not exceed the greater of £1,000 and the total fees paid and payable by you for our services in the 12 months before the event giving rise to the first claim. If you use our services free of charge, that limit is £1,000.

10.6Data protection limit: for claims arising from our breach of the Data Processing Agreement or of Data Protection Law (as the Data Processing Agreement defines it), our total liability to you is limited separately, in place of the limit in section 10.5, to the greater of £5,000 and twice the total fees paid and payable by you for our services in the 12 months before the event giving rise to the first such claim.

10.7Separate terms: each of sections 10.2 to 10.6 is a separate term, and each continues to apply even if another is held to be unenforceable or unreasonable.

11. Indemnification

11.1Your indemnity: you will indemnify us, and our directors, officers and employees, against any claim that a third party makes against us or any of them, and against the losses, damages, costs and expenses (including reasonable legal fees) that result from it, to the extent that the claim arises from: (a) your breach of section 5 of these Terms or of section 3.3 of the Data Processing Agreement; (b) Your Content, including the content of any website or document you ask us to read, infringing a third party's rights or being unlawful; (c) instructions you give us or settings you choose, such as what your assistant is set up to say, ask for or offer, where the claim results from our following them; or (d) your use of our services in breach of the law, including the consumer protection, advertising, data protection and electronic communications laws that apply to your business.

11.2Your warranty about websites: you warrant that you own, or are authorised by the owner to permit us to access, crawl and ingest the content of, every website and domain you connect to our services, and that our doing so will not infringe the rights of any third party.

11.3Limits of your indemnity: the indemnity in section 11.1 does not cover a claim to the extent that it results from our breach of these Terms or the Data Processing Agreement, from our negligence, or from a defect in our services, including an answer generated by our AI services, that was not caused by Your Content, your instructions or your settings.

11.4Conduct of claims: whichever of us wishes to rely on an indemnity in this section (the indemnified party) will tell the other (the indemnifying party) about the claim promptly, let the indemnifying party conduct the defence of the claim and any settlement at its own expense (but the indemnifying party may not admit anything or settle on the indemnified party's behalf without its consent, which will not be unreasonably withheld), give the indemnifying party, at the indemnifying party's expense, the reasonable help it asks for, and take reasonable steps to limit its own losses.

11.5Our indemnity: we will indemnify you against any claim that a third party makes against you that your use of our services in accordance with these Terms infringes that third party's intellectual property rights, and against the losses, damages, costs and expenses (including reasonable legal fees) that result from it, except to the extent that the claim results from Your Content, your instructions or your settings. This indemnity is subject to section 10.

12. Suspension and Termination

12.1Ending by you: you may end your agreement with us at any time by closing your account, in your account settings or by writing to us. A paid subscription is governed by section 7: cancelling stops its renewal, a minimum term under section 7.2 still runs to its end, and fees already paid are not refunded, except where these Terms say otherwise or the law requires it.

12.2Ending for our breach: you may also end your agreement with us immediately, even during a minimum term, by notice to us, if we commit a material breach of these Terms or the Data Processing Agreement that cannot be remedied, or that we have not remedied within 14 days of your asking us to. If you do, we refund any fees you have paid in advance for the period after it ends.

12.3Ending by us on notice: we may end our agreement with you, or stop providing a service to you, for any reason by giving at least 30 days' notice by email to your organisation's owner. If we do, we refund any fees you have paid in advance for the period after it ends.

12.4Suspension: we may suspend all or part of our services for you, with as much notice as the circumstances reasonably allow (which may be none), only where it is reasonably necessary because: (a) you are in material breach of these Terms or the Data Processing Agreement, including section 5; (b) your use of our services puts at risk their security, integrity or availability, or other customers' data; (c) a payment due from you is more than 14 days overdue and we have reminded you of it; (d) the law, a court or a regulator requires it; or (e) a material change to these Terms or the Data Processing Agreement has taken effect under section 13 and your organisation's owner has not yet accepted it, in which case we suspend only the owner's use of the console, other than to accept the change, and Evrella's reading of new content for you.

12.5Limits on suspension: when we suspend, we tell your organisation's owner why, we limit the suspension to what that reason requires, and we lift it as soon as the reason no longer applies.

12.6Ending by us immediately: we may also end our agreement with you immediately, by notice by email to your organisation's owner, if: (a) you commit a material breach of these Terms or the Data Processing Agreement that cannot be remedied, or that you have not remedied within 14 days of our asking you to; (b) a payment due from you is more than 30 days overdue and we have reminded you of it; or (c) continuing to provide our services to you would breach the law or an order of a court or regulator.

12.7After the end: when our agreement ends, your right to use our services ends. We keep Your Content and the personal data we process on your behalf for 30 days after the end, and then delete them within a further 30 days, unless the law requires us to keep them, as section 12 of the Data Processing Agreement describes. Until they are deleted, you may ask us for a copy. The end of the agreement does not affect rights and obligations that arose before it, or the sections that by their nature continue to apply, including sections 9, 10, 11, 14 and 15.

13. Modifications to Terms

13.1We may change these Terms. Each version has a version identifier and the date it takes effect, both shown at the top of this page, and every version we have published remains available at its own permanent address. Where two versions show the same effective date, the one with the later version identifier replaces the other from that date. The Data Processing Agreement changes in the same way, as section 14 of the Data Processing Agreement describes.

13.2Before a material change takes effect, we email your organisation's owner at least 30 days in advance, saying what is changing and where to read the new version. Any change that reduces your rights or adds to your obligations is material, and so is any change to sections 7, 9, 10, 11, 12, 13, 14 or 15. If the law or a regulator requires a change that cannot wait 30 days, we give as much notice as we reasonably can.

13.3A material change applies to you only once your organisation's owner has accepted the new version, in the console where you use one or otherwise in writing, and never before the date it takes effect. Continuing to use our services is not acceptance of a material change. Until the owner accepts, the version you last accepted continues to apply. Once the new version has taken effect, the console asks the owner to accept it, and until the owner does, we may suspend only what section 12.4(e) describes. If you do not want to accept the change, you may end your agreement under section 12.1, and we then refund any fees you have paid in advance for the period after it ends, whatever any minimum term says; we may end it under section 12.3.

13.4Other changes, such as a correction, a clarification or new contact details, are not material and take effect when we publish them as a new version. We may still ask your organisation's owner to confirm them in the console.

14. Governing Law and Jurisdiction

14.1These Terms, and any dispute or claim (including a non-contractual one, to the extent the law allows the parties to choose the law that governs it) arising out of or in connection with them, are governed by the law of England and Wales.

14.2The courts of England and Wales have exclusive jurisdiction over any dispute or claim (including a non-contractual one) arising out of or in connection with these Terms.

15. General

15.1Notices: we send notices under these Terms and the Data Processing Agreement by email to your organisation's owner, meaning the person who holds the owner role for your organisation in our services, or, where there is no organisation, to the email address of your account. A notice counts as received when we send it, unless we learn that it could not be delivered. Please keep that address up to date. You can send notices to us at legal@puglieseweb.com or by post to our registered office.

15.2Language: these Terms and the Data Processing Agreement are published in English and in Italian. The language version you accepted, as shown by the record of your acceptance, is the authoritative text of your agreement; the other is a translation provided for information. If it cannot be shown which version you accepted, the English text prevails. Both versions record an agreement governed by the law of England and Wales: where the Italian text gives an English expression in brackets after an Italian one, the Italian expression has the meaning that the English expression has under that law. A specific approval of clauses under articles 1341 and 1342 of the Italian Civil Code is given on the language version you accepted.

15.3Transfer: we may transfer our rights and obligations under these Terms to a company that takes over all or part of our business, and we will tell you if we do; your rights under these Terms will not be reduced as a result. You may transfer yours only with our written consent, which we will not unreasonably withhold.

15.4Third parties: only you and we may enforce these Terms, except that our directors, officers and employees may enforce section 11.1. Their consent is not needed to change or end these Terms.

15.5Severability: if a court or other authority decides that any part of these Terms is invalid or unenforceable, the rest of these Terms remains in force.

15.6Entire agreement: these Terms, the Data Processing Agreement and any separate contract under section 2.2 are the whole agreement between you and us about their subject matter. If we do not enforce a right straight away, we may still enforce it later.

16. Contact Information

16.1If you have any questions about these Terms, please contact us:

16.2PUGLIESEWEB LTD Registered office: 10 Upper Wheatfield, Hook, England, RG27 9YR Email: legal@puglieseweb.com Company No. 17078772, registered in England and Wales