Service Terms & Conditions

• "SIT", "we", "us" — Sports Impact Technologies Limited (company no. 729544), Unit 1A, Kilcroney Business Park, Kilcroney, Bray, Co. Wicklow, A98 D7N0.
• "Customer", "you" — the business named on the Order or invoice.
• "Equipment" — the hardware devices we supply as part of the Subscription.
• "Software" — the hosted software and any device/embedded software made available as part of the Subscription.
• "Service" — the combined Equipment and Software supplied on subscription.
• "Customer Data" — data you input or that is captured through your use of the Service.
• "Subscription Term" — the period stated on the Order, plus any renewal.

2.1Subject to these terms, we will use commercially reasonable efforts to provide the Service, and reasonable technical support in line with the support terms in Schedule A.

2.2We grant you, for the Subscription Term, a non-exclusive, non-transferable, non-sublicensable right to use the Software solely in connection with the Service and for your internal business purposes.

2.3We may release updates and patches to any device software, which may install automatically at a time we determine, with or without notice. You must keep current with the latest versions we make available.

3.1You will not, and will not permit others to: reverse engineer, decompile or attempt to derive the source code or underlying structure of the Software; copy, modify or create derivative works; use the Service for the benefit of any third party or on a bureau basis; or remove any proprietary notices.

3.2You are responsible for the connectivity, networks and devices needed to access the Service, and for the security of your account, passwords and user access. You are responsible for all activity under your account.

3.3You will use the Service only in compliance with our published policies and all applicable laws, and you will indemnify us against claims arising from your unlawful or unauthorised use of the Service.

4.1Title. The Equipment remains SIT's property at all times. You acquire no ownership interest and hold it as a bailee.

4.2Risk. Risk of loss, theft or damage passes to you on delivery and stays with you until the Equipment is returned to us.

4.3Insurance. You must keep the Equipment insured for its full replacement value against loss and damage throughout the Subscription Term, and show evidence of cover on request.

4.4Care and use. You must keep the Equipment in good condition, use it only as instructed, and not modify, tamper with, repair, relocate beyond your stated site, or attach anything to it without our consent.

4.5No security interests. You must not pledge, charge or grant any security over the Equipment, and must keep it free of third-party claims. If anyone threatens to seize it (for example a creditor or liquidator), you must notify us at once and tell them it belongs to SIT.

5.1Your data. As between us, you own your Customer Data. You grant us the right to host, process and use it to provide and support the Service.

5.2Our IP. We own and retain all right, title and interest in the Software, the Equipment design, the Service, and all improvements, and all intellectual property in them. Except for the limited rights expressly granted here, you receive no rights in our IP.

5.3Derived and aggregated data. We may collect and analyse data relating to the use and performance of the Service. We may use this, during and after the Subscription Term, to develop and improve our products, and may use and disclose it in aggregated or de-identified form (data that does not identify you or any individual) for our business purposes. All analytics, models and insights we create from such data are owned by SIT on creation.

5.4We process personal data in line with our privacy policy, which you confirm you have reviewed.

6.1Each party will protect the other's non-public business, technical and financial information with reasonable care and use it only to perform this agreement. This does not apply to information that is public, already known, independently developed, lawfully received from a third party, or required to be disclosed by law. Our pricing, features and performance data, and your Customer Data, are each treated as confidential.

7.1You will pay the fees stated on the Order or invoice. Fees are billed in advance for each billing period and are exclusive of VAT, charged at the applicable rate (currently 23% for Irish business customers).

7.2Invoices are payable within 30 days of the invoice date unless stated otherwise, in full and without set-off, counterclaim or deduction.

7.3Late payment. Overdue amounts accrue interest at 8 percentage points above the ECB main refinancing rate, plus statutory recovery compensation of at least €40 per invoice, under the European Communities (Late Payment in Commercial Transactions) Regulations 2012. Interest runs daily from the due date. We may also suspend or terminate for non-payment.

7.4Disputed invoices. You must notify us of any billing error or dispute, with reasons, within 14 days of the invoice date, and pay all undisputed amounts by the due date.

7.5Price changes. We may change fees on at least 30 days' written notice, effective from the next renewal period.

8.1The initial term is as stated on the Order (default 12 months). It renews automatically for successive periods of the same length unless either party gives written notice of non-renewal at least 30 days before the end of the current term.

8.2Minimum commitment. Where fees are paid monthly, the minimum commitment is 12 months. If you cancel before completing 12 monthly payments, we may invoice you at cancellation for the outstanding balance of that 12-month term.

8.3Either party may terminate for material breach not remedied within 30 days of notice, or immediately for insolvency, or (by us) immediately for non-payment after a suspension notice.

8.4Return of Equipment. On termination or expiry you must stop using the Service and return all Equipment to us within 14 days, at your cost, in good condition (fair wear and tear excepted). If you do not, we may charge the full replacement value and recover the Equipment, and you grant us access to your premises for that purpose on reasonable notice.

8.5Your data on exit. We will make your Customer Data available for export for 30 days after termination, after which we may delete it.

8.6Clauses that by their nature should survive termination (including accrued payment rights, confidentiality, IP, warranty disclaimers and liability limits) survive.

9.1We may suspend access to the Software and/or use of the Equipment if any amount is more than 14 days overdue or if you breach these terms, on notice. Suspension does not relieve you of payment obligations.

10.1During the Subscription Term we will repair or replace Equipment that is defective due to a design or manufacturing fault, or that fails through fair wear and tear from normal use ("Warranted Equipment").

10.2If you think Equipment needs repair or replacement, you must send it, at your risk and cost, to the location we nominate, for our assessment.

10.3If we determine it is Warranted Equipment, we will repair or replace it (our choice) and return it at our cost, and reimburse your delivery cost. If it is not Warranted Equipment (for example, damage from misuse), we will, at your cost and our then-current rates, repair or replace it and apply our standard inspection fee, parts, labour and return delivery, invoiced to you.

11.1We will use reasonable efforts consistent with industry standards to keep the Service available, but do not warrant it will be uninterrupted or error-free. The Service may be unavailable for scheduled or emergency maintenance; we will try to give advance notice of scheduled disruption.

11.2Except as expressly stated, the Service is provided "as is" and we disclaim all other warranties, including implied warranties of merchantability, fitness for a particular purpose and non-infringement.

11.3Intended use. The Service is for sports performance assessment, training and tracking. It is not a medical device and must not be relied on for medical diagnosis, prevention, monitoring, treatment or alleviation of any disease, injury or condition.

11.4You are responsible for maintaining adequate back-up of your own data.

11.5We do not exclude liability for death or personal injury caused by our negligence, for fraud, or for anything that cannot lawfully be excluded.

12.1Neither party is liable for failure or delay in performing its obligations (other than payment) caused by an event outside its reasonable control that it did not cause and could not reasonably have prevented, for as long as that event continues. The affected party must take reasonable steps to resume performance promptly.

13.1Subject to clause 11.5, neither party is liable for indirect, special or consequential loss, loss of profit, loss of business, or loss or corruption of data.

13.2Subject to clause 11.5, our total aggregate liability under this agreement is limited to the fees you paid in the 12 months before the event giving rise to the claim.

14.1If any provision is unenforceable, it is limited or removed to the minimum extent necessary and the rest remains in force.

14.2You may not assign or transfer this agreement without our consent. We may assign our rights and obligations.

14.3These terms, the Order and the invoice are the entire agreement and supersede prior discussions. Variations must be in writing, except changes we make under clause 7.5 or to these terms on notice at renewal.

14.4Nothing here creates a partnership, agency or joint venture.

14.5Governing law. Irish law governs this agreement, and the Irish courts have exclusive jurisdiction.

• We aim to provide support by email between 9:00 and 17:00, Monday to Friday, excluding Irish public holidays.
• Contact support at [email protected].
• Before raising a request, please work through the troubleshooting guidance we provide.
• We will acknowledge requests as soon as practicable and aim to respond within one business day during support hours, with an outline of the issue, proposed corrective action, and an indicative timeframe.
• Excluded from support: superseded software versions; errors from use outside the documentation; training and consulting; new functionality not in the documentation; and maintenance of your own networks, devices and connectivity.