Terms of Service

These Terms govern access to and use of Letsy's websites, APIs, SDKs, dashboard, webhooks, and related services (the "Services"). By creating an account, requesting API credentials, or using the Services, you agree to these Terms.

1. Definitions

• Customer / Partner / you: the business entity registering for and using the Services.
• API: Letsy's programmatic interfaces and documentation.
• Formation: a Companies House filing to incorporate a UK company limited by shares (and any add-ons you select).
• VO Services: registered office / service address and mail handling services.
• Webhooks: HTTPS callbacks from Letsy to your endpoints.
• Sandbox: non-production environment; no real filings are made.

2. Business Use Only

You warrant you are acting in the course of business (not as a consumer) and have authority to bind your organisation.

3. Account, Authentication & Security

You must maintain accurate account details, implement reasonable security (incl. API key secrecy, TLS, access controls), and promptly notify us of any compromise. You are responsible for activity under your account.

4. Access; Sandbox vs Production

We may provide Sandbox access for development. Production access is at our discretion and may require verification/KYC and successful technical tests.

5. API Keys & Credentials

API keys are confidential. Do not hard-code keys in client apps. Rotate keys regularly. We may revoke keys for breach, risk, or abuse.

6. Acceptable Use

You will not:

• (a) reverse engineer the Services;
• (b) overload or attempt to bypass rate limits;
• (c) use the Services for unlawful activity;
• (d) interfere with security or integrity;
• (e) misrepresent data to Companies House.

7. Your Responsibilities

8. Identity Verification & Reporting

Where required by law, directors, PSCs, and other relevant officers must be verified before incorporation. Letsy (or our providers) may perform checks and must be able to report verification to Companies House. We may refuse, suspend, or cancel a Formation if verification fails or risk is detected. We may contact you up to two times to remediate failed checks; if unresolved within 30 days, we will reject.

9. VO Services & Mail Handling (optional)

If you select VO Services:

• Service/registered office: You grant us authority to use our address as service/registered office.
• Mail handling: Your partner-facing mail events may be provided via API/webhooks. Undeliverable or prohibited items may be refused or destroyed per policy.
• Prohibited use: No illegal or high-risk use of our address. We may withdraw VO Services at our discretion.

10. Pricing, Billing & Taxes

• Per-formation fee: £129 per formation (includes £50 Companies House fee and £49.99 address service allocation) unless otherwise agreed.
• Platform fee: £499 per partner per month (if applicable).
• Prices exclude VAT. You authorise us to charge your card or invoice you. Late amounts may incur interest or suspension.
• We may change pricing with notice; new pricing applies to future usage.

11. SLAs & Support

We target 99.9% monthly uptime for the API (excluding Sandbox). Planned maintenance and third-party downtime are excluded. Support is provided via [support email/portal]. SLA credits (if any) are your sole remedy for availability issues.

12. Webhooks; Idempotency

We'll attempt deliveries with exponential backoff. After N failures (default 3–6), the event is marked undeliverable. Use Idempotency-Keys (if exposed) to safely retry requests.

13. Trials & Beta Features

Trials/betas are provided "as is" without warranty or SLA and may change or be withdrawn at any time.

14. Data Protection; Confidentiality

• Each party will protect the other's Confidential Information.
• Data protection: See our Privacy Policy and any applicable Data Processing Addendum (DPA) where we act as processor for your end-user data. You must have a lawful basis to share personal data with us and to file with Companies House.
• AML/ECCTA: We may retain IDV/ KYC records for at least 5 years as required by law and may be prohibited from "tipping off".

15. Intellectual Property; Feedback

We retain all IP in the Services and documentation. You retain IP in your content. You grant us a non-exclusive licence to process your data to provide the Services. Feedback may be used without restriction.

16. Third-Party Services & Subprocessors

We rely on third-party providers (e.g., cloud, IDV, payment processors). Use of those services may be subject to their terms. A current list of subprocessors is available at: [Insert URL to subprocessor list].

17. Suspension & Termination

We may suspend or terminate access for breach, fraud, risk, non-payment, or legal requirement. You may terminate with 30 days' notice. On termination, we will disable keys; you should export your data before termination. Certain provisions survive (e.g., IP, confidentiality, limitations).

18. Disclaimers

Except as expressly stated, the Services are provided "as is" and "as available". We do not warrant uninterrupted or error-free operation or that filings will be accepted by Companies House (which may reject for reasons outside our control).

19. Indemnities

You will indemnify and hold us harmless against third-party claims arising from:

• (a) your misuse of the Services;
• (b) data you provide;
• (c) your breach of law or these Terms;
• (d) your failure to obtain necessary consents/ notices.

20. Liability Cap

To the maximum extent permitted by law, our aggregate liability arising out of or related to the Services is limited to the fees paid by you to Letsy in the 12 months preceding the event giving rise to liability. We exclude indirect, consequential, special, punitive, and loss of profits/revenue, except for liability that cannot be excluded by law.

21. Force Majeure

Neither party is liable for delays or failures caused by events beyond reasonable control (e.g., network/ provider outages, legal/regulatory changes, disasters).

22. Changes

We may update these Terms; changes take effect upon posting. Continued use constitutes acceptance.

23. Notices

Notices to Letsy: [Insert legal email] and [Insert postal address].
Notices to you: to the email/address on your account.

24. Assignment; Subcontracting

You may not assign without our consent. We may assign or subcontract, including to affiliates and subprocessors, provided we remain responsible for obligations.

25. Governing Law; Jurisdiction

These Terms are governed by English law. The courts of England and Wales have exclusive jurisdiction.

26. Miscellaneous

Entire agreement; no third-party rights (Contracts (Rights of Third Parties) Act 1999 excluded); severability; no waiver by inaction.