SoftCare Subscription Terms

Last updated: 19 October 2026

Version 2.0

These terms are a contract between SoftCare Technologies Ltd, a company registered in Scotland (company number SC895306) whose registered office is at Moffat Business Centre, 96-98 Forrest Street, Clarkston, Airdrie, ML6 7AG ("SoftCare", "we", "us"), and the organisation that subscribes to the Service ("Customer", "you").

By signing an Order Form, creating an account, starting a trial or using the Service, you confirm that you have authority to bind your organisation and you agree to these terms.

1. Definitions

"Authorised User" means an individual you permit to use the Service under your account, such as your staff and any family members or other contacts you invite.

"Customer Data" means data that you or your Authorised Users enter into or generate in the Service, including records relating to the people in your care.

"DPA" means the SoftCare Data Processing Agreement published at softcare.uk/dpa, which forms part of these terms.

"Initial Term" means the subscription period stated in your Order Form.

"Order Form" means an order form, proposal or other document signed or accepted by both parties that refers to these terms and sets out the Service, fees and term.

"Renewal Term" means each period for which a Subscription renews under clause 16.

"Service" means the SoftCare web and mobile applications and related support that we provide to you.

"Subscription" means your paid right to use the Service.

2. The Service

2.1 Subject to these terms and payment of the fees, we grant you a non-exclusive, non-transferable right to use the Service for the internal purposes of your care organisation during your Subscription.

2.2 We host, operate, maintain and update the Service. We may change or add features. We will not make a change that materially reduces the core functionality you subscribe to during your Initial Term or a Renewal Term.

3. Accounts and Authorised Users

3.1 You are responsible for your account, for the acts and omissions of your Authorised Users, and for keeping login credentials secure. You must remove access promptly when a person leaves your organisation.

3.2 Where your fees are based on the number of service users or Authorised Users, the Service counts them automatically. Adding users may increase your fees, subject to any minimum stated in your Order Form.

4. Trials

4.1 Where we offer a free trial, it runs for the period stated when you sign up. You may cancel at any time during the trial and will not be charged.

5. Fees and payment

5.1 Fees. Your fees, billing frequency, minimum charges, onboarding fees and Initial Term are as set out in your Order Form or, if you subscribe without one, the plan you select at sign-up.

5.2 Invoicing. Unless your Order Form says otherwise, fees are invoiced annually in advance and onboarding fees at the start of your Subscription. Invoices are payable within 30 days by bank transfer or through our payment processor.

5.3 Taxes. Fees are exclusive of VAT and other applicable taxes.

5.4 Late payment. If an invoice is overdue, we may charge interest under the Late Payment of Commercial Debts (Interest) Act 1998 and, after giving you 14 days' notice, suspend access to the Service (other than billing and data export) until payment is made.

5.5 Price changes. Fees are fixed for your Initial Term and each Renewal Term. We may change fees for a Renewal Term by giving at least 60 days' notice before the end of the current term. For subscriptions without an Order Form that renew monthly, we will give at least 30 days' notice of a price change.

5.6 No refunds. Fees paid are not refundable, except where these terms or your Order Form expressly provide otherwise.

6. Your responsibilities

6.1 You are responsible for the lawfulness of Customer Data and for your use of the Service. In particular you must:

(a) have a lawful basis, and where required a condition for processing special category data, for the personal data you process using the Service, and give your data subjects the information they are entitled to;

(b) keep your registrations with your regulator current; and

(c) use the Service only for lawful purposes and in accordance with these terms.

6.2 You must not, and must not allow anyone else to: attempt to breach or circumvent the security or customer separation of the Service; access another organisation's data; copy, reverse engineer or resell the Service; upload malicious code; use the Service to send unlawful content; place unreasonable load on the Service; or use the Service to build a competing product.

7. Care records and clinical safety

7.1 SoftCare is a record-keeping and operational management tool. It is not a medical device and does not provide medical, clinical or professional advice.

7.2 You and your staff remain responsible for all care decisions, for the accuracy of the records you enter, and for meeting your professional and regulatory obligations. Output from AI features is a draft or suggestion for review by your staff.

7.3 You must not rely on the Service in an emergency or where a delay could affect a person's safety, and you must maintain your own procedures for periods when the Service is unavailable.

8. Data protection

8.1 Each party will comply with data protection law. You are the controller and we are the processor of personal data in Customer Data, and the DPA governs that processing. We are a controller of the limited data described in our privacy policy.

9. Confidentiality

9.1 Each party will use the other's confidential information only to perform these terms and will protect it with reasonable care. This does not apply to information that is public through no fault of the recipient, independently developed, or required to be disclosed by law.

10. Intellectual property

10.1 We and our licensors own all intellectual property in the Service. You own Customer Data and grant us a licence to use it only to provide and support the Service and as set out in the DPA. If you give us feedback, we may use it without obligation to you.

11. Availability and support

11.1 We will use reasonable endeavours to keep the Service available and to provide support by email to [email protected] during UK business hours. We do not offer a contractual uptime commitment or service credits unless your Order Form says so.

11.2 We may carry out planned maintenance, giving advance notice where it is likely to cause material disruption, and emergency maintenance at any time.

12. Suspension

12.1 We may suspend the Service, in whole or in part, under clause 5.4, if we reasonably believe it is being used in breach of clause 6 or in a way that threatens the security or operation of the Service, or if required by law. Where practical we will give notice and limit the suspension.

13. Warranties

13.1 We will provide the Service with reasonable skill and care. Except as expressly stated in these terms, all other warranties and conditions are excluded to the extent permitted by law. We do not warrant that the Service will be uninterrupted or error-free.

14. Liability

14.1 Nothing in these terms limits or excludes liability for death or personal injury caused by negligence, for fraud or fraudulent misrepresentation, or for any other liability that cannot be limited or excluded by law.

14.2 Subject to clause 14.1, neither party is liable for any indirect or consequential loss, or for loss of profits, revenue, savings, goodwill or business.

14.3 Subject to clause 14.1, each party's total liability arising out of or in connection with these terms and the DPA, whether in contract, delict, negligence or otherwise, is limited to the fees paid and payable by you in the 12 months before the event giving rise to the liability.

14.4 You can export Customer Data at any time and are responsible for keeping your own copies of data that is important to you.

15. Indemnity

15.1 You will indemnify us against losses, damages and reasonable costs arising from your breach of clause 6 or 7, or from a claim that Customer Data or your use of the Service infringes a third party's rights or breaches the law.

16. Term, renewal and termination

16.1 Term. Your Subscription starts on the date in your Order Form and continues for the Initial Term. It then renews automatically for successive Renewal Terms of 12 months, unless either party gives written notice at least 90 days before the end of the current term.

16.2 Subscriptions without an Order Form run month to month and either party may end them by notice before the next billing date, effective at the end of the current paid period.

16.3 No termination for convenience. Except as set out in clause 16.2, neither party may terminate a Subscription before the end of the Initial Term or a Renewal Term other than under clause 16.4.

16.4 Termination for cause. Either party may terminate by written notice if the other materially breaches these terms and, where the breach can be remedied, fails to remedy it within 30 days of notice, or if the other becomes insolvent or ceases to trade.

16.5 Effect of termination. If you terminate under clause 16.4, we will refund fees paid for any period after termination. If we terminate under clause 16.4, all fees for the remainder of the current term become due immediately. On termination your right to use the Service ends, and the clauses that by their nature should survive termination, including clauses 5, 9, 14, 15 and 17, continue in force.

17. Customer Data on termination

17.1 You can export Customer Data from the Service at any time before termination. After termination we will delete Customer Data in accordance with the DPA.

18. Changes to these terms

18.1 We may update these terms by giving at least 30 days' notice by email. The updated terms apply from the date stated in the notice.

18.2 Where an update materially and adversely affects your rights during an Initial Term or Renewal Term, it applies to you from the start of your next Renewal Term, unless it is required by law or the parties agree otherwise. Fee changes are governed by clause 5.5.

19. Force majeure

19.1 Neither party is liable for failure or delay caused by events beyond its reasonable control, provided it takes reasonable steps to mitigate their effect. This clause does not excuse payment obligations.

20. General

20.1 Order of precedence. If there is a conflict, the Order Form prevails, then the DPA (in relation to personal data), then these terms.

20.2 Entire agreement. These terms, the DPA and any Order Form are the entire agreement between the parties relating to the Service.

20.3 Assignment. You may not assign these terms without our consent. We may assign them to a group company or to a successor to our business, on notice to you.

20.4 Notices. We may give notices by email to your account owner. You may give notices by email to [email protected].

20.5 General. No failure to enforce a term is a waiver of it. If any provision is unenforceable, the rest remain in force. No third party may enforce these terms.

20.6 Law. These terms are governed by the law of Scotland, and the parties submit to the exclusive jurisdiction of the Scottish courts.