Let's start with your coverage

Introduction and Acceptance

1. These Terms and Conditions ("Terms") govern your access to and use of the GapSense platform ("Service", "Platform"), a web-based software-as-a-service application operated by Codified London Ltd, trading as GapSense ("Company", "we", "us", "our").
2. Codified London Ltd is a company registered in England and Wales under company number 08440313, with its registered office at 160 City Road, Kemp House, London, England, EC1V 2NX.
3. By accessing or using the Service, creating an account, or clicking to accept these Terms, you ("User", "you", "your") agree to be bound by these Terms. If you do not agree to these Terms, you must not access or use the Service.
4. If you are using the Service on behalf of an organisation, you represent and warrant that you have the authority to bind that organisation to these Terms, and references to "you" shall include that organisation.
5. We reserve the right to modify these Terms at any time. We will notify you of material changes by email or through the Platform. Your continued use of the Service after such notification constitutes acceptance of the modified Terms.

Definitions

"Account"

means your registered user account on the Platform, created automatically upon your first use of the Service.

"Analysis" or "Report"

means the gap analysis report generated by the Service comparing your uploaded Contracts against your PI Policy.

"Contract(s)"

means any commercial contract, service agreement, master service agreement, or similar document uploaded by you for analysis.

"Credits"

means the units of payment required to generate Analyses on the Platform after any Free Trial period.

"Free Trial"

means the initial trial period during which you may generate one or more Analyses without purchasing Credits.

"PI Policy"

means a Professional Indemnity insurance policy document uploaded by you to the Platform.

"User Content"

means all documents, data, and information uploaded to or processed through the Platform by you.

Description of Service

1. GapSense is a web-based tool that analyses commercial contracts against Professional Indemnity insurance policies to identify potential coverage gaps and uninsured liabilities.
2. The Service provides the following core functionality:
   1. Document upload capability for PI insurance policies and commercial contracts in PDF format;
   2. AI-powered analysis using third-party artificial intelligence technology to extract and compare document contents;
   3. Generation of structured risk reports identifying potential gaps between contractual obligations and insurance coverage; and
   4. Risk scoring and recommendations based on the analysis.
3. The Service is provided via the website located at gapsensehq.com and any associated subdomains.

Account Registration and Security

1. To use the Service, you must provide a valid email address. Account creation occurs automatically upon your first submission for analysis.
2. We use passwordless authentication via email magic links. You are responsible for:
   1. Maintaining the security and confidentiality of your email account;
   2. All activities that occur under your Account; and
   3. Notifying us immediately of any unauthorised use of your Account.
3. We record your acceptance of these Terms together with a timestamp and your IP address for our records.
4. You must not share your Account access with any third party or allow multiple individuals to use a single Account unless expressly permitted.

Free Trial

1. New users may be entitled to a Free Trial which permits the generation of one or more Analyses without purchasing Credits, as specified on the Platform at the time of registration.
2. The Free Trial is limited to one trial per person, company, or organisation. We reserve the right to refuse or terminate Free Trial access if we reasonably believe you are attempting to obtain multiple trials.
3. During the Free Trial:
   1. All provisions of these Terms apply in full;
   2. The Service is provided on an "as is" basis;
   3. We may limit or modify the features available; and
   4. We may terminate or modify the Free Trial at any time without notice.
4. At the end of the Free Trial, you will need to purchase Credits to continue generating Analyses.
5. Any User Content uploaded during the Free Trial will be retained in accordance with Section 10 of these Terms.

Credits, Fees, and Payment

1. After the Free Trial, you must purchase Credits to generate Analyses. The current pricing for Credits is displayed on the Platform and may be updated from time to time.
2. Credits:
   1. Are non-refundable once purchased, except as required by applicable law;
   2. Expire twelve (12) months from the date of purchase if unused;
   3. Are non-transferable between Accounts; and
   4. Have no cash value and cannot be exchanged for currency.
3. All fees are stated exclusive of VAT or other applicable taxes, which will be added where required by law.
4. We reserve the right to change our pricing at any time. Price changes will not affect Credits already purchased.
5. Payment is processed through our third-party payment provider. By making a purchase, you also agree to the payment provider's terms of service.

Licence and Permitted Use

1. Subject to your compliance with these Terms, we grant you a limited, non-exclusive, non-transferable, revocable licence to access and use the Service for your internal business purposes.
2. You may use the Service only for lawful purposes and in accordance with these Terms. You agree not to:
   1. Use the Service in any way that violates any applicable law or regulation;
   2. Upload any documents that you do not have the legal right to upload or process;
   3. Upload any documents containing illegal, harmful, threatening, abusive, defamatory, or otherwise objectionable content;
   4. Attempt to gain unauthorised access to the Service, other user accounts, or our systems;
   5. Interfere with or disrupt the Service or servers or networks connected to the Service;
   6. Reverse engineer, decompile, disassemble, or otherwise attempt to derive the source code of the Service;
   7. Use any automated means to access the Service or collect data from it;
   8. Resell, sublicence, or provide access to the Service to third parties; or
   9. Use the Service to develop a competing product or service.
3. You represent and warrant that you have the necessary rights, permissions, and authority to upload all documents to the Platform and to permit us to process them as described in these Terms.

Intellectual Property

1. The Service, including all software, algorithms, designs, text, graphics, logos, and other content (excluding User Content), is owned by or licensed to us and is protected by copyright, trademark, and other intellectual property laws.
2. You retain all ownership rights in your User Content. By uploading User Content to the Platform, you grant us a limited, non-exclusive licence to process your User Content solely for the purpose of providing the Service to you.
3. The Analyses generated by the Service are provided to you for your use. However, the underlying methodology, algorithms, and AI models used to generate Analyses remain our property or that of our licensors.
4. You may not use our trademarks, logos, or brand names without our prior written consent.

Third-Party Services

1. The Service utilises the following third-party services to operate:

   Service Provider	Purpose
   Anthropic (Claude API)	AI-powered document analysis
   Resend	Transactional emails (magic links)
   Sentry	Error monitoring and diagnostics
   Cloudflare	Content delivery and security

2. Your use of the Service is subject to the terms and privacy policies of these third-party providers. In particular, documents uploaded for analysis are transmitted to Anthropic's API for processing.
3. We are not responsible for any acts or omissions of third-party service providers, including any interruption or degradation of service caused by them.

Data Protection and Privacy

1. We collect and process the following personal data:
   • Email address (for authentication and communication);
   • IP address (logged with terms acceptance and for security purposes); and
   • Usage data and analytics.
2. User Content (including uploaded PI Policies and Contracts) is:
   1. Stored as encrypted data in our database;
   2. Transmitted to Anthropic's Claude API for AI analysis;
   3. Processed in isolated containers with restricted network access; and
   4. Kept separate from other users' data through multi-tenant isolation.
3. We process personal data in accordance with the UK General Data Protection Regulation (UK GDPR) and the Data Protection Act 2018. Our full Privacy Policy is available on our website.
4. You acknowledge that the documents you upload may contain sensitive commercial information. You are responsible for ensuring you have the authority to share such information with us and our third-party service providers.
5. We retain User Content and generated Analyses until you request deletion or close your Account. You may request deletion of your data by contacting us at the address provided in Section 19.

Disclaimers

1. No Professional Advice: The Service provides informational analysis only. The Analyses and Reports generated do NOT constitute legal advice, insurance advice, insurance broking services, or financial advice. They should NOT be relied upon as a substitute for professional advice from qualified lawyers, insurance brokers, or other professionals.
2. Verification Required: You should always verify the findings in any Analysis with appropriately qualified professionals before making any decisions or taking any action based on such findings.
3. "As Is" Basis: THE SERVICE IS PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, ACCURACY, COMPLETENESS, AND NON-INFRINGEMENT.
4. We do not warrant that:
   1. The Service will meet your specific requirements;
   2. The Service will be uninterrupted, timely, secure, or error-free;
   3. The results obtained from the Service will be accurate, reliable, or complete;
   4. Any errors in the Service will be corrected; or
   5. The Service will identify all gaps, risks, or issues in your documents.

Limitation of Liability

AI Technology and Output Limitations

1. The Service uses artificial intelligence technology to analyse documents and generate Analyses. You acknowledge and agree that:
   1. The Analyses and any other outcomes or content provided by the Service are provided for general information only and are generated in an automated manner based on the documents and data you provide;
   2. AI technology has inherent limitations, including the potential to generate inaccurate information, miss important details, or misinterpret context (sometimes referred to as "hallucinations");
   3. The quality of any Analysis depends on factors including document quality, formatting, and completeness, which are beyond our control;
   4. The Analyses are not intended to meet any individual, specific, or professional requirements;
   5. The content is not intended to amount to legal, insurance, financial, or other professional advice on which you should rely, and no professional-client relationship is formed through use of the Service; and
   6. You must obtain professional or specialist advice before taking, or refraining from, any action on the basis of any Analysis or other content obtained from the Service.
2. Although we make reasonable efforts to monitor and improve the accuracy of the Service, we make no representations, warranties or guarantees, whether express or implied, that any Analysis or other content you receive from the Service is accurate, complete, or up to date. You assume sole responsibility for any conclusions drawn from using the Service and for verifying all outputs with qualified professionals.

Exclusions and Limitations

1. To the fullest extent permitted by applicable law:
   1. We shall not be liable for any indirect, incidental, special, consequential, or punitive damages, including but not limited to loss of profits, revenue, business, goodwill, data, or other intangible losses;
   2. We shall not be liable for any damages arising from your reliance on any Analysis or Report;
   3. We shall not be liable for any uninsured losses, claims, or liabilities you may incur as a result of gaps not identified by the Service;
   4. We shall not be liable for any actions or decisions you take based on the Service;
   5. Our liability for any single claim or series of connected claims arising from or related to the Service shall not exceed the greater of: (a) the total fees paid by you to us in the twelve (12) months preceding the claim; or (b) one hundred pounds sterling (£100); and
   6. Our total aggregate liability to you for all claims arising from or related to the Service in any twelve (12) month period shall not exceed the greater of: (a) three times (3x) the total fees paid by you to us in the twelve (12) months preceding the first such claim; or (b) two hundred and fifty pounds sterling (£250).
2. Free Trial Liability: If you are using the Service under a Free Trial and have not purchased any Credits:
   1. You acknowledge that the Service is provided to you free of charge for evaluation purposes and entirely at your own risk;
   2. Our total aggregate liability to you for all claims arising from or related to your use of the Service during the Free Trial shall not exceed twenty-five pounds sterling (£25); and
   3. You agree that this limitation is fair and reasonable given that no fees have been paid.
3. Nothing in these Terms excludes or limits our liability for:
   1. Death or personal injury caused by our negligence;
   2. Fraud or fraudulent misrepresentation; or
   3. Any other liability that cannot be excluded or limited by applicable law.
4. You acknowledge that:
   1. The Service is an AI-powered informational tool and is not a substitute for professional advice;
   2. You are responsible for verifying all Analyses with qualified professionals before relying on them;
   3. The limitations in this Section reflect the allocation of risk between you and us, the nature of the Service, and the fees charged; and
   4. These limitations are a fundamental element of the basis of the bargain between us, without which we would not provide the Service at the current pricing.

Indemnification

1. You agree to indemnify, defend, and hold harmless the Company and its officers, directors, employees, agents, and successors from and against any claims, liabilities, damages, losses, costs, and expenses (including reasonable legal fees) arising out of or relating to:
   1. Your use of the Service;
   2. Your breach of these Terms;
   3. Your violation of any applicable law or regulation;
   4. Your User Content, including any claim that your User Content infringes the intellectual property or other rights of any third party; or
   5. Your uploading of documents that you did not have authority to upload.

Termination

1. You may terminate your Account at any time by contacting us at the address provided in Section 19.
2. We may suspend or terminate your access to the Service immediately, without prior notice or liability, if:
   1. You breach any provision of these Terms;
   2. We are required to do so by law;
   3. We reasonably believe your use of the Service poses a security risk; or
   4. We decide to discontinue the Service (with reasonable notice where practicable).
3. Upon termination:
   1. Your right to access and use the Service will cease immediately;
   2. Any unused Credits will be forfeited and are non-refundable;
   3. We may delete your User Content and Account data, subject to any legal retention requirements; and
   4. Provisions of these Terms that by their nature should survive termination shall survive, including Sections 8, 11, 12, 13, 15, 16, and 17.

Changes to the Service

1. We reserve the right to modify, suspend, or discontinue the Service (or any part thereof) at any time, with or without notice.
2. We may update, enhance, or change the features and functionality of the Service without prior notice.
3. We shall not be liable to you or any third party for any modification, suspension, or discontinuation of the Service.

Governing Law and Jurisdiction

1. These Terms shall be governed by and construed in accordance with the laws of England and Wales.
2. Any dispute arising out of or in connection with these Terms, including any question regarding their existence, validity, or termination, shall be subject to the exclusive jurisdiction of the courts of England and Wales.
3. If you are a consumer, you may also be entitled to bring proceedings in the courts of your country of residence, and nothing in these Terms affects your statutory rights as a consumer.

General Provisions

1. Entire Agreement: These Terms, together with our Privacy Policy, constitute the entire agreement between you and us regarding the Service and supersede all prior agreements and understandings.
2. Severability: If any provision of these Terms is found to be invalid or unenforceable, that provision shall be limited or eliminated to the minimum extent necessary, and the remaining provisions shall remain in full force and effect.
3. Waiver: Our failure to enforce any right or provision of these Terms shall not constitute a waiver of such right or provision.
4. Assignment: You may not assign or transfer these Terms or your rights hereunder without our prior written consent. We may assign these Terms without restriction.
5. Force Majeure: We shall not be liable for any failure or delay in performing our obligations where such failure or delay results from circumstances beyond our reasonable control.
6. Third-Party Rights: These Terms do not confer any rights on any third party under the Contracts (Rights of Third Parties) Act 1999.
7. Notices: We may provide notices to you via email to the address associated with your Account. You may provide notices to us at the contact details in Section 19.

Contact Information