SMART CARE INTEL PORTAL
Enterprise Terms and Conditions of Subscription and Use
Last Updated: 27 February 2026
1. DEFINITIONS
In these Terms:
“Agreement” means these Terms together with any Order Form, Privacy Policy, Cookie Policy, Disclaimer and any agreed Statement of Work.
“Customer” means the subscribing organisation.
“Fees” means the subscription charges payable under this Agreement.
“Subscription” means the licence granted under this Agreement.
“Subscription Term” means the initial minimum term and any renewal term.
“Portal” means the SMART Care Intel software platform and associated systems.
“User” means authorised personnel of the Customer.
2. ACCEPTANCE
By accessing or using the Portal, the Customer agrees to be bound by this Agreement.
3. GRANT OF LICENCE
Subject to payment of Fees and compliance with this Agreement, Jaguar grants a non-exclusive, non-transferable, non-sublicensable licence to use the Portal for internal business purposes only.
4. MINIMUM TERM
Monthly plans: minimum six (6) months.
Annual plans: minimum twelve (12) months.
Monthly subscriptions may not be cancelled within the first six (6) months unless agreed in writing by Jaguar.
5. RENEWAL
Subscriptions renew automatically unless terminated in accordance with Clause 7.
6. FEES AND PAYMENT
Invoices are issued in advance.
Payment terms are 30 days from invoice date.
No system access will be granted or continued unless Fees for the invoiced period are paid in advance.
Jaguar may suspend access immediately for non-payment.
Fees are exclusive of VAT.
7. CANCELLATION
The Customer must give not less than 60 days’ written notice prior to the end of the calendar month in which the current invoiced period expires.
No refunds shall be provided.
Fees remain payable for the full minimum term.
8. BESPOKE SERVICES
Any bespoke development, consultancy, integrations, reports or configurations shall be agreed separately in writing and are not included within the standard Subscription unless expressly stated.
Such services may be charged separately.
Intellectual property in bespoke work remains vested in Jaguar unless otherwise agreed.
9. TOKENS AND PREPAID CREDITS
Tokens are non-refundable and non-transferable.
Tokens may only be used during an active Subscription Term.
All Tokens expire automatically upon termination or expiry of the Agreement, whether used or unused.
No refunds or carry-forward apply.
10. CUSTOMER OBLIGATIONS
The Customer shall ensure Users comply with this Agreement.
The Customer shall not reverse engineer, copy, resell or misuse the Portal.
The Customer remains responsible for all account activity.
11. INTELLECTUAL PROPERTY
All intellectual property rights in the Portal, software, databases, algorithms and AI systems remain the property of Jaguar.
12. DATA PROTECTION
Data shall be processed in accordance with UK GDPR and Jaguar’s Privacy Policy.
The Customer warrants it has authority to upload any data provided.
13. AI OUTPUT DISCLAIMER
AI-generated outputs are probabilistic and may contain inaccuracies.
Outputs are provided for informational purposes only.
The Customer is responsible for verification before reliance.
14. AVAILABILITY
Jaguar shall use reasonable endeavours to maintain availability but provides no guaranteed uptime unless separately agreed.
15. CONFIDENTIALITY
Each party shall keep confidential all proprietary information disclosed under this Agreement for a period of five (5) years following termination.
16. INDEMNITY
The Customer shall indemnify Jaguar against claims arising from misuse, unlawful data, or reliance on AI output without verification.
17. LIMITATION OF LIABILITY
Jaguar shall not be liable for indirect or consequential loss.
Total aggregate liability in any 12-month period shall not exceed the Fees paid in that period.
Nothing excludes liability for death, personal injury, fraud, or liability that cannot lawfully be excluded.
18. FORCE MAJEURE
Jaguar shall not be liable for delay or failure caused by events beyond reasonable control.
19. TERMINATION FOR BREACH
Jaguar may suspend or terminate access immediately for material breach or non-payment.
20. VARIATION OF TERMS
Jaguar reserves the right to update, amend or replace these Terms at any time.
Updated Terms shall take effect upon publication on the Portal or written notification to the Customer.
Continued use of the Portal constitutes acceptance of the updated Terms.
21. ASSIGNMENT
The Customer may not assign this Agreement without Jaguar’s prior written consent.
22. SEVERABILITY
If any provision is found invalid, the remaining provisions shall remain in force.
23. NO WAIVER
Failure to enforce any provision shall not constitute waiver.
24. ENTIRE AGREEMENT
This Agreement constitutes the entire agreement between the parties.
25. GOVERNING LAW
This Agreement is governed by the laws of England and Wales.
The courts of England and Wales shall have exclusive jurisdiction.