GENERAL TERMS AND CONDITIONS

EFFECTIVE: 1 February 2026

These General Terms apply to Your account with Ironquote Limited, our Offerings, and Your use of those Offerings. Capitalised terms used but not otherwise defined herein have the meanings set forth in Section 16 ("Definitions") below.

1. ACCEPTANCE

These General Terms and all other Terms provided in connection with the Services You receive, together constitute a binding contract between You and Ironquote Limited (collectively, the "Agreement"). If You are an Entity, by using any of our Offerings and/or accepting these General Terms, the individual doing so thereby represents and warrants to Ironquote Limited that they are Your employee, are accepting and agreeing to the Terms on Your behalf, and are authorised to legally bind You to the Terms.

By using any of our Offerings, You acknowledge and agree to all of the terms of the Agreement, and that You will only access and use (and permit Your Authorised Users to access and use) the Offerings (i) in accordance with the corresponding Documentation and any applicable Additional Terms, (ii) for Your internal business purposes, and (iii) within the scope and restrictions of Your Subscription. If You do not agree to all of the terms of the Agreement, You do not have the right to access or use our Offerings.

2. ADDITIONAL TERMS

Certain Offerings are subject to additional terms and/or provisions provided from time to time by Ironquote Limited (collectively, "Additional Terms"). Prior to using any such Offering, You or the Authorised User on Your behalf will be required to acknowledge and agree to such Additional Terms. Additional Terms may include the following:

- Marketing Solutions Terms

- Technical Solutions Terms

- Restricted Data Terms

- Beta Terms (for "evaluation", "beta" and similar Offerings ("Beta Versions"))

Additional Terms may apply to one or more specific Offerings or types of Offerings, Offerings involving Plug-in Providers, or particular categories of users. Any express conflict between these General Terms, an Order Form, and/or any Additional Terms will be resolved in favour of the conflicting terms of the applicable Order Form, then the applicable Additional Terms, then these General Terms, in that order of precedence.

3. YOUR ACCOUNT

To access or subscribe to Offerings, it may be necessary to establish an account for You with Ironquote Limited (Your "Account") and/or subaccounts for Your Authorised Users. Your Account includes all such subaccounts, and is designed to be accessible virtually anywhere, anytime via the web at app.ironquote.io or at other successor or alternative Ironquote Limited sites. Depending on Your Subscription, Account features may vary. You are solely responsible for Your Account (including subaccounts), the security of Your Account and all access credentials, all activity associated with Your Account, and Your users' compliance with the Terms. If You suspect unauthorised use of Your Account, please contact support@ironquote.io immediately.

4. YOUR CONTENT

4.1 Ownership and Responsibility

You retain Your ownership rights to Your Content. We will not share any of Your Content with outside parties without Your express permission. We will not use Your Content except (i) as permitted by this Agreement, (ii) at Your request, or with Your consent—for example, when providing You support, or addressing a technical issue or other request; (iii) in connection with providing and improving Offerings (including maintaining, securing, updating or otherwise modifying Offerings); or (iv) in connection with legal-related obligations, enforcement, investigations or proceedings (for example, in response to a valid court order or subpoena). We will not use Your pricing algorithms or formulas, or contact Your customers, without Your permission.

You agree that You will not (and will not permit Your personnel, representatives, contractors or others to) submit any of Your Content to Ironquote Limited or otherwise through Your Account or any Offering unless You have the right to do so.

You (a) are responsible for all of Your Content and for ensuring that Your Content and its use with any Offering comply with all applicable UK laws and regulations and the Terms, and (b) warrant that Your Content and our use thereof in accordance with the Terms will not infringe or misappropriate any Intellectual Property Rights of any person or violate any applicable UK laws or regulations. You acknowledge that online services may suffer occasional disruptions or outages, and You may not be able to retrieve Your Content as a result. Ironquote Limited recommends that You regularly backup Your Content to Your own storage. Whilst we backup Your data regularly, You are at all times ultimately and solely responsible for Your Content, and for storing and maintaining backup copies of all of Your Content.

4.2 Our Use

You hereby grant Ironquote Limited licence to use, reproduce, modify, distribute and make available Your Content (i) as necessary to provide the Services and fulfil its obligations hereunder, (ii) as instructed by You, (iii) with the exception of Your pricing algorithms, in an anonymised fashion for internal business purposes and to improve our systems and Offerings, and/or (iv) as otherwise permitted by the Terms. When You share any of Your Content with anyone else through Your use of the Services, You thereby consent to us contacting them to facilitate such sharing and acknowledge that such sharing may require them to establish their own free user account with us. We reserve the right to screen and review Your Content, and may block or remove content for any reason, including because it is not in compliance with the Terms (for example, illegal, offensive or phishing-related postings or spam).

4.3 Authorised Users

Authorised Users are permitted to submit Your Content to the Services or Ironquote Limited, such as messages or files, and You may provide us with instructions on what to do with it. For example, You may provision or deprovision access to the Services, enable or disable third party integrations, manage permissions, retention and export settings, transfer or assign workspaces, share channels, or consolidate workspaces or channels with other workspaces or channels. Since these choices and instructions may result in the access, use, disclosure, modification or deletion of certain or all of Your Content, please review the Knowledge Base for more information about these choices and instructions. We are not responsible for access, use, disclosure, modification or deletion of Your Content resulting from the use of Your Account or any Offering or Services by You or Your Authorised Users. You agree that You will (a) inform all Authorised Users of all of Your and Ironquote Limited's policies and practices that are relevant to their use of the Offerings and of any settings that may impact the processing of Your Content; and (b) ensure the transfer and processing of Your Content under the Terms is lawful under UK data protection legislation.

4.4 Collaboration and Sharing

Some Offerings permit You to collaborate with others, including the ability for You to share or publish Your Content—for example, sharing among Your Authorised Users or disclosing to Your customers or suppliers. If You choose to share or publish Your Content (whether by collaboration on or sharing files with a project, emailing, messaging, sharing a link), then others may be able to use, sell, reproduce, modify, distribute, make available, display, transmit and communicate Your Content. Once You share or publish Your Content, suspending or terminating access will not delete or inhibit access to any of Your Content that was earlier copied, transferred or otherwise shared or published outside of Ironquote Limited. If You do not want others to have any such access or any of those rights, do not use the sharing, publishing or other collaboration features of the Offerings.

An Offering may feature links to third parties that offer services, software or other materials that complement such Offering. Such links are provided as a convenience to You. Ironquote Limited does not monitor or control what such third parties will do with Your Content. You are responsible for ensuring the appropriate level of access to Your Content by any third party. If You authorise any of Your information or Your Content to be shared with any third party, Ironquote Limited may make available Your information or Your Content to such third party; Ironquote Limited will, however, have no responsibility or liability for the actions of such third party, and all governing terms and conditions regarding Your rights and obligations relative to such third party, including those regarding privacy, are between You and such third party.

5. SUBSCRIPTIONS

5.1 Subscriber Benefits

Offerings are generally made available by subscription pursuant to a corresponding Order Form or other written or electronic agreement based on the specific Offering, duration and associated terms (each a "Subscription"). Each Subscription and Subscription Type entitles You to access specific Services and Benefits.

5.2 Subscribing to an Offering

In order to subscribe for or access certain Offerings, You may be required to provide additional information, and You agree to provide that information. A Subscription is required for each Authorised User, and You agree to permit only Your Authorised Users with corresponding Subscriptions in place to access and use the Services, and then, only in accordance with the applicable Subscription terms and terms of the Agreement. Each Authorised User must agree to all applicable Authorised User terms (if any) designated by Ironquote Limited from time to time ("User Terms") prior to accessing the Services.

We may share information about our future product plans. Our public statements about those product plans are an expression of intent, but do not rely on them when making a purchase. If You decide to buy a Subscription, that decision should be based on the functionality or features of the corresponding Offering made generally available to our customers at the time of the Subscription, and not on statements or expectations regarding future functionality or features.

5.3 Length of Subscription

The Subscription for a given Offering commences when we make the corresponding Services available to You for an ‘initial term’ of twelve months, and may be renewed as specified in the Order Form. Unless otherwise agreed by Ironquote Limited, each Subscription is for the Authorised Users for a specified initial term.

5.4 Renewal or Change of Subscription

You may be able to renew a Subscription to the extent, and on the same terms, that Ironquote Limited then generally makes such Subscription commercially available to other subscribers. Certain Subscriptions may have the option of automatically renewing, or may automatically renew.

If a given Subscription is replaced by a successor or substitute Subscription, the terms of the new Subscription supersede all previously agreed upon terms. If You would like to cancel automatic renewal, please review Your Order Form (if applicable), Offering Identification, Section 14 below, and feel free to contact us at support@ironquote.io with any questions.

6. SECURITY AND DATA PROTECTION

6.1 Security Measures

All SaaS Services are provided using processes and safeguards that are designed to help maintain the security of Your Content. The SaaS Services, all of Your Content, and other aspects of the Services are currently hosted and secured using reputable third-party hosting providers with data centres located within the United Kingdom or the European Economic Area. We expressly reserve the right to utilise one or more other third party hosting providers for the same purpose in the future (each a "Hosting Provider"), upon notice of the corresponding terms and conditions thereof.

Subject to the foregoing, whilst this Agreement is in effect, we will implement and maintain reasonable administrative, physical and technical safeguards which attempt to prevent any collection, use or disclosure of, or access to Your Content that the Terms do not authorise, including, without limitation, an information security programme that meets commercially reasonable industry practice to safeguard Your Content.

6.2 Data Protection Compliance

Ironquote Limited complies with the UK General Data Protection Regulation (UK GDPR) and the Data Protection Act 2018. We process Your personal data in accordance with our Privacy Policy, available at www.ironquote.io/privacy-policy, which forms part of these Terms.

As Your data processor, we will:

(a) Process Your personal data only on Your documented instructions;

(b) Ensure that persons authorised to process the personal data have committed themselves to confidentiality;

(d) Assist You in responding to requests from data subjects exercising their rights under the UK GDPR;

(e) Assist You in ensuring compliance with data security, data breach notification, and data protection impact assessment obligations;

(f) Delete or return all personal data to You after the end of the provision of services, unless UK law requires storage; and

(g) Make available to You all information necessary to demonstrate compliance with data protection obligations.

Your Responsibilities as Data Controller: You acknowledge that You are the data controller for any personal data You process using our Services, and You agree to comply with Your obligations under the UK GDPR and Data Protection Act 2018, including ensuring You have a lawful basis for processing and providing appropriate privacy notices to data subjects.

7. ACCESS TO AND USE OF OFFERINGS

7.1 General Access and Use Conditions

You may be required to log into Your Account to activate, access or use (or to continue accessing or using) certain Offerings. Only You, including Your Authorised Users, may access or use an Offering. Access to and use of all Offerings is contingent on (among other things) Your timely payment of all applicable amounts, including any taxes and other fees, with respect to the Offerings and compliance with the Terms.

Taxes and VAT: Fees are stated exclusive of Value Added Tax (VAT) and any other federal, state, local or other taxes, levies, duties, or similar governmental assessments of any nature, including without limitation, consumption, withholding, and other taxes and duties assessable or imposed by law by any jurisdiction in connection with the Services (collectively, "Taxes"). Taxes do not include taxes based on our net income. Unless You provide us with a valid and applicable VAT exemption certificate or other tax exemption documentation, we will invoice You for, and You agree to pay, all Taxes applicable to Your use or purchase of the Services, including VAT at the prevailing UK rate. Should any payment for the Services be subject to withholding Taxes by any governmental authority, You agree to pay or reimburse us for such withholding tax.

Offerings do not include access to the internet or any other network or to any communications services or any hardware, software, storage, security or other resources necessary for accessing or using the Offerings. You and Your other suppliers and service providers are responsible for acquiring all such items for Your Authorised Users, and for their reliability, security and performance. Not all Offerings, and not all functions of an Offering (including those described in any applicable Additional Terms or Documentation), are available in all locations or languages.

You agree to comply with the Terms and to ensure that Your Authorised Users comply with the Terms and the User Terms. We may review conduct for compliance purposes, but we have no obligation to do so. We are not responsible for any of Your Content or the way You or Your Authorised Users choose to use the Services to store, process or disclose any of Your Content. The Services are not intended for and should not be used by anyone under the age of eighteen. You agree to ensure that all Authorised Users are over eighteen years old.

7.2 Card Payments

To the extent the Services enable You to process payments made by credit or debit card (or associated card account numbers) using or through the Services (each a "Card Payment"), You acknowledge and agree that (i) all Card Payments are processed using a third party payment processing provider authorised and regulated by the Financial Conduct Authority ("Payment Processor"), (ii) all Card Payments are subject to the applicable terms and conditions of the Payment Processor (collectively, "Payment Processor Agreement"), (iii) upon request, we will inform You of the relevant Payment Processor, (iv) we do not receive, store, process or transmit any payment card data, (v) by using the Services to process any Card Payment, You are agreeing to be bound by the Payment Processor Agreement then in effect, and (vi) for and at the time of each Card Payment, we will charge You, and You will pay us, a net transaction service fee stated in the Order Form.

7.3 Ironquote Limited APIs

When You subscribe to an Offering, Ironquote Limited may provide You with access to application programming interfaces, software development kits, tools, libraries, scripts, sample source code and other material specifically for the use of such Offering (collectively, "APIs"). Subject to Your compliance with the Terms and all payment obligations, Ironquote Limited grants to You a non-exclusive, non-sublicensable, non-transferable licence, solely for the applicable Subscription Term, to use the APIs only (i) internally in conjunction with and for Your own authorised internal use of the Offering for which the APIs were made available, and (ii) in accordance with any Documentation for the APIs applicable to Your Subscription.

All APIs are owned by Ironquote Limited or its third party licensors, confidential and proprietary to Ironquote Limited, and may not be transferred, assigned, distributed or disclosed to any third party or otherwise used for any purpose other than as permitted by the Documentation for the APIs and the other requirements of the Terms (and any such other use is unauthorised). If You develop any applications, services, modules or components using all or any portion of the APIs (collectively, "Your Development"), You may use Your Development with third-party software or hardware (including porting Your Development to third-party platforms), but only if You remove from Your Development all elements of the APIs (including any elements based on the APIs) and Your Development (a) does not disclose, make available, incorporate or embody any part of the APIs, and (b) does not incorporate or embody any part of the Offerings or other Ironquote Limited proprietary information or technology or associated Intellectual Property Rights. If You wish to use Your Development for any use other than Your internal use with Your Offering (for example, for customers or any users other than You), You will need a separate developer licence with Ironquote Limited.

7.4 Use of Third-Party Material and Services

Ironquote Limited may provide You with access to third-party services, quotes, content and other third-party material (collectively, "Third-Party Material/Services"). For example, You may have access to third-party material quotes, pricing and availability information, or custom tooling. Third-Party Material/Services may be governed by different terms found in such Third-Party Material/Services, or otherwise by the applicable third party (collectively, "Third-Party Terms"). If Third-Party Terms are provided, Your use of the Third-Party Material/Services must comply with such Third-Party Terms. You take sole responsibility for determining, obtaining and complying with all Third-Party Terms. Ironquote Limited will have no responsibility for, and makes no representations and warranties regarding, (a) any Third-Party Material/Services or Your use of such Third-Party Material/Services, and (b) the Third-Party Terms or Your compliance with such Third-Party Terms.

8. FEEDBACK

You have no obligation to provide Ironquote Limited with any ideas, suggestions, comments or other feedback for improvement of or otherwise relating to Ironquote Limited or its products or services (collectively, "Feedback"), unless otherwise specified in the Additional Terms for an Offering. If, however, You provide any Feedback, You hereby grant to Ironquote Limited an unrestricted, non-exclusive, transferable, irrevocable, worldwide, royalty-free, fully paid licence (with rights to sublicense) to make, use, sell, offer to sell, reproduce, modify, distribute, make available, publicly display and perform, reproduce, disclose and otherwise exploit the Feedback and any Offerings using the Feedback.

9. LIMITATIONS ON USE

9.1 Offerings are Tools

The Offerings are tools, intended only to assist you in connection with your interest in obtaining or providing parts, materials, goods, and associated services and information, including price quotes and pricing. The Offerings are not a substitute for Your professional judgement or Your own independent review, analysis, diligence, or other activities. It is solely Your responsibility to determine whether the use of an Offering is appropriate for Your purposes. Ironquote Limited and its Plug-In Providers will not be responsible or liable in any manner whatsoever for the results obtained through use of the Offerings, including any Output. You are solely responsible for Your (including Your Authorised Users') use of the Offerings and any results produced by the Offerings, including any Output. Your responsibilities include, without limitation, the determination of appropriate uses for the Offerings, the selection of the Offerings, and all decisions regarding use and dissemination of Your Content. You are also responsible for establishing the adequacy of independent procedures for testing the reliability, accuracy, completeness, compliance with applicable legal requirements, and other characteristics of any Output and any items designed with the assistance of the Offerings. You further acknowledge that the Offerings and Output may not achieve Your desired results.

9.2 Offerings are Not Designed or Intended for Storage of Special Category Personal Data

The data storage functionality associated with Offerings is NOT suitable for the storage of National Insurance numbers, credit or debit card numbers, financial account numbers, driver's licence numbers, medical information or health insurance information; data about personal characteristics or other personal information, such as race or ethnic origin, religion or philosophical beliefs, political affiliation or opinions, genetic or biometric data, sexual orientation or trade union membership; or other information that may expose, or pose a risk of harm to, an individual if improperly disclosed or used (collectively, "Special Category Personal Data"). This aligns with the definition of special category data under Article 9 of the UK GDPR. Except as expressly required by Ironquote Limited (for example, a credit card number used to purchase a Subscription), You will not upload or otherwise make available to Ironquote Limited any Special Category Personal Data, including any files containing Special Category Personal Data, in connection with Your use of any Offering.

9.3 Acceptable Use of Offerings

You will access and use (and permit access to and use of) Offerings only in conformance with (and will comply with) all applicable UK laws and regulations. Except as expressly authorised by the applicable Terms, or as otherwise expressly permitted in writing by Ironquote Limited, You will not:

(a) Reproduce, modify, adapt, translate, port or create derivative works of all or any portion of any Offering, except as expressly permitted by applicable law notwithstanding a contractual prohibition to the contrary;

(b) Sublicence, distribute, transmit, sell, lease, rent, loan or otherwise make available all or any portion of any Offering (including any functionality of any Offering) to a third party or provide any functionality of any Offering to a third party (whether on a service bureau basis or otherwise);

(c) Remove any copyright, trademark, confidentiality or other proprietary rights notice from any Offering, Documentation or related material;

(d) Remove, disable or otherwise limit the effectiveness of any technical protection used by Ironquote Limited to (i) manage, monitor, control or analyse the installation of, access to, or use of any Offering or (ii) protect Ironquote Limited's proprietary information or technology or associated Intellectual Property Rights;

(e) Post, transmit or otherwise make available using the Offerings any information or material that is or may be: (i) false, libellous, defamatory, fraudulent or otherwise unlawful or tortious; (ii) threatening, harassing, degrading, hateful or intimidating, or that otherwise fail to respect the rights and dignity of others; (iii) obscene, indecent, pornographic or otherwise objectionable; (iv) protected by copyright, trademark, design rights, trade secret rights, right of publicity or privacy, or any other proprietary right, without the express prior written consent of the applicable owner; (v) classified information or any other information or material (including any photograph, drawing, plan or model) that is subject to official confidentiality treatment under UK law; (vi) advertising, spam, an offer to sell or buy any goods or services, a "chain letter" or any other form of solicitation; or (vii) any malware (such as a virus, worm, Trojan horse, time bomb or spyware) or other computer code, file or programme that is or is potentially harmful or invasive or intended to damage or hijack the operation of, limit the use of, or monitor the use of, any hardware, software or equipment;

(f) Use the Offerings in any way that is fraudulent or otherwise unlawful or tortious, or has any fraudulent or other unlawful or tortious purpose or effect;

(g) Interfere with or disrupt the operation of any Offering or the servers or networks used to make any Offering available, including by hacking or defacing any portion of an Offering;

(h) Attempt to probe, scan or test the vulnerability of any Offering or to breach or circumvent any security or authentication measures used by any Offering;

(i) Use any Offerings as storage for "remote loading" or as a "door" or "signpost" to other web pages or internet resources, whether inside or beyond the sites through which the Offerings are provided;

(j) Impersonate any other individual or entity or falsely state or otherwise misrepresent Your affiliation with any person or entity;

(k) Use the Offerings in connection with any inherently dangerous application, including any application that could result in death, personal injury, catastrophic damage or mass destruction; or

(l) Use any Offering or Output in connection with the training of a neural network or machine learning, deep learning or artificial intelligence system or software.

10. CONFIDENTIALITY

You or Ironquote Limited (as the "Disclosing Party") may disclose or make available Confidential Information to the other party (as the "Receiving Party") in connection with the Agreement or Offerings. The Receiving Party will use the same degree of care as to the Disclosing Party's Confidential Information that it uses to protect the confidentiality of its own Confidential Information of like kind (but in no event less than reasonable care) and, subject to the Terms, will (i) use the Confidential Information of the Disclosing Party only on an internal basis in connection with Offerings or as otherwise permitted by this Agreement, and (ii) except as otherwise authorised by the Disclosing Party in writing, limit access to the Confidential Information of the Disclosing Party to those of its employees, consultants, contractors, service providers, professional advisers and other individuals who need such access for purposes related to Offerings and who are subject to confidentiality obligations with the Receiving Party no less stringent than those in the Terms.

The Receiving Party may disclose Confidential Information of the Disclosing Party if it is compelled by law to do so. The Receiving Party will give the Disclosing Party prior notice of such compelled disclosure (to the extent legally permitted) and take reasonable steps to limit such disclosure. Ironquote Limited may also disclose Your Confidential Information to comply with any governmental or regulatory body request (including subpoenas or court orders), as part of a legal proceeding involving Ironquote Limited, or at Your request. If disclosure is made at Your request, You may be responsible for the costs of compiling and providing access to Your Confidential Information.

11. IRONQUOTE LIMITED PROPRIETARY RIGHTS

You acknowledge and agree that Ironquote Limited and its licensors and suppliers will have all ownership of and all rights with respect to the following ("Ironquote Limited Property"): (i) the Offerings, Documentation, Metrics and any other information or material, including but not limited to pricing algorithms, provided or made available by Ironquote Limited to You (excluding in each case, portions thereof solely comprising Your Content), (ii) any and all materials or other information based on, derived from or otherwise using any of the foregoing, (iii) the structure and organisation, the underlying algorithms and other internals, the protocols, data structures and other externals, and the source code of any of the foregoing, and (iv) any copies of and/or rights in, under or with respect to any Intellectual Property Rights relating to any of the foregoing.

The Ironquote Limited Property and each element thereof constitute proprietary and confidential information of Ironquote Limited, and You will not disclose any of the foregoing to third parties, or use such information for any purpose other than as required for ordinary-course access to and use of the Offerings as set forth in the Terms, without Ironquote Limited's prior written consent. Also, You agree not to access or attempt to access the Offerings by any means other than the interface Ironquote Limited provides or authorises. In addition, You agree not to engage in any decompiling, disassembling or other reverse engineering or otherwise attempting to discover, learn or study the structure or organisation, underlying algorithms or other internals, the protocols, data structures or other externals, or the source code of the Offerings, APIs or other Ironquote Limited Property, except as expressly permitted under applicable UK law notwithstanding a contractual prohibition to the contrary.

Ironquote Limited may make available or provide access to other confidential and proprietary information (either marked as such or understood to be such under the circumstances). If You receive such information, You will not disclose it to any third party, or use such information for any purpose other than as required for access to and use of the Offerings as set forth in the Terms, without Ironquote Limited's prior written consent.

You have only the rights expressly granted to You under the applicable Terms. All rights not expressly granted are reserved by Ironquote Limited and its licensors and suppliers; Ironquote Limited and its licensors and suppliers expressly disclaim (and You agree not to assert) any grant of other rights.

You agree not to take any action, or to authorise or encourage any third party to take any action (or cooperate with any third party in taking any action), inconsistent with the foregoing.

12. WARRANTY, DISCLAIMERS, LIMITATIONS ON LIABILITY

12.1 Limited Warranty

Ironquote Limited will make the SaaS Services available to You consistent with the manner in which Ironquote Limited makes such SaaS Services generally commercially available to users with the same Subscription as You (including level, geography and other attributes).

Ironquote Limited warrants that, for any paid Subscription, during the corresponding Subscription Term, the Offering covered by that Subscription will provide the general technical features and functions described in the end-user Documentation for the Offering. Ironquote Limited's entire obligation and liability, and Your sole and exclusive remedy, for Ironquote Limited's breach of this warranty will be for Ironquote Limited, at its option, solely with respect to warranty claims of which You have notified us within the applicable Subscription Term, to either: (i) attempt reasonably to remedy the breach or (ii) refund amounts received for the affected Subscription and Offering, as applicable, and terminate the corresponding Subscription. You must bring any warranty claim for any Offering within its applicable Subscription Term.

12.2 Disclaimers

EXCEPT FOR THE EXPRESS LIMITED WARRANTY SET FORTH IN SECTION 12.1 ABOVE, AND ANY EXPRESS WARRANTIES SET FORTH AS SUCH IN ANY CORRESPONDING ADDITIONAL AGREEMENT OR SPECIAL TERMS, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE UK LAW, (i) ALL OFFERINGS, APIS, OUTPUT AND OTHER SERVICES ARE PROVIDED "AS IS," AND (ii) IRONQUOTE LIMITED AND ITS LICENSORS, SUPPLIERS, AND PLUG-IN PROVIDERS MAKE, AND YOU RECEIVE, NO WARRANTIES, REPRESENTATIONS, CONDITIONS OR COMMITMENTS OF ANY KIND, EXPRESS OR IMPLIED, WITH RESPECT TO ANY OF THE FOREGOING, INCLUDING BUT NOT LIMITED TO ANY IMPLIED WARRANTIES OF MERCHANTABILITY, SATISFACTORY QUALITY, FITNESS FOR A PARTICULAR PURPOSE OR NON INFRINGEMENT OR OTHER WARRANTIES OR CONDITIONS IMPLIED BY STATUTE, OR ANY WARRANTIES OR CONDITIONS BASED ON A COURSE OF DEALING, USAGE OF TRADE OR INDUSTRY STANDARDS.

Any statements about any of the Offerings, APIs, Output or Services (including any statements about the functionality or performance of any of the foregoing), or other communications with You, that are not contained in the applicable Terms, are for information purposes only and do not constitute a warranty, representation, condition or other commitment. Without limitation as to the generality of the foregoing, Ironquote Limited does not warrant or otherwise commit that (i) any of the Offerings, APIs, Output or Services, or the access thereto or use thereof, will be available, uninterrupted, error-free, secure, accurate, reliable or complete, (ii) any of the Offerings, APIs, Output or Services will meet any particular performance or availability criteria, produce any particular Output, or generate or improve business, (iii) any third party products or services ordered or procured using any Offering will be available, defect or error-free, or meet any particular performance, (iv) Your Content will not be lost or damaged, or (v) errors will be corrected or any particular support requests will be resolved to meet Your needs. Any reference to "unlimited" access, use, storage or otherwise with respect to any Offering is subject to the technical limitations of the Offering.

12.3 Limitations on Liability

To the maximum extent permitted by applicable UK law: (i) neither Ironquote Limited nor any of its licensors, suppliers, or Plug-In Providers will have any liability (directly or indirectly) to You or others claiming by or through You or on Your behalf in connection with these Terms or any Offering, APIs, Output or other Services for any (a) incidental, special, indirect, consequential or punitive damages; (b) loss of profits, business or revenue; (c) business interruption or loss of use; (d) cost of procurement of substitute goods or services or other cover; (e) failure of or defects in any Offering, APIs, Output or other Services; (f) loss, corruption or deletion of (or failure to delete) data or Your Content; or (g) damages resulting from Force Majeure (in each case, regardless of the legal theory for seeking such damages or other liability), and (ii) the aggregate liability of Ironquote Limited and its licensors, suppliers and Plug-In Providers with respect to any Offering, APIs, Output or other Services will in no event, in the aggregate, exceed the amount paid or payable by You for the corresponding Offering in the one-year period before the events or circumstances giving rise to the liability first occurred.

The limitations on liability in the Terms will apply to the maximum extent permitted by applicable UK law to any damages or other liability, however caused and regardless of the theory of liability, whether based on contract, tort (including negligence and strict liability), indemnification, recourse, statute or otherwise, even if Ironquote Limited has been advised of the possibility of the liability and regardless of whether the limited remedies in the Terms fail of their essential purpose.

You acknowledge that the amounts payable for the Offerings are based in part on and reflective of the disclaimers of warranties and limitations on liability in the Terms and that such disclaimers and limitations are an essential element of the bargain between You and Ironquote Limited.

Nothing in the Terms purports to limit, restrict or exclude Ironquote Limited's liability for (i) death or personal injury caused by Ironquote Limited's negligence, (ii) Your damages or losses caused by Ironquote Limited's fraud or fraudulent misrepresentation, or (iii) Your damages or losses that cannot be excluded or otherwise modified under applicable UK law notwithstanding a contractual restriction to the contrary.

The Terms give You specific legal rights, and You may also have other legal rights, which vary from jurisdiction to jurisdiction.

13. INDEMNITY

You will indemnify and hold harmless (and, at Ironquote Limited's request, defend) Ironquote Limited and its Plug-In Providers against any and all losses, liabilities, expenses (including reasonable solicitors' fees) suffered or incurred by Ironquote Limited by reason of any claim, suit or proceeding ("Claim") arising out of or relating to (i) Your Content; (ii) Your (including Your Authorised Users') use of Offerings; and (iii) Your (including Your Authorised Users') breach of the Terms.

14. TERM, TERMINATION, SUSPENSION

The Agreement is effective on the date You first accept the General Terms or execute an Order Form. The Agreement and Your Subscriptions will continue in effect indefinitely, unless earlier terminated in accordance with Your Order Form, Offering Identification or this Section 14.

14.1 Your Right to Terminate

You may terminate Your Subscriptions and the Agreement if Ironquote Limited is in material breach of the applicable Terms and fails to cure such breach within thirty days after written notice of the breach.

Subscription Cancellation: You may cancel Your Subscription after the initial term by contacting support@ironquote.io or through Your Account settings. If You wish to terminate the Agreement You must do so by giving the Supplier twelve months’ written notice commencing at the expiry of the Initial Term. Cancellation requests prior to the initial term completion, will incur a cancellation fee which will equal the remainder of the term of your contracted length up to a maximum of twelve months. We are committed to making cancellation straightforward and will not require You to contact us multiple times to cancel.

14.2 Ironquote Limited's Right to Terminate

Ironquote Limited may terminate any or all of Your Subscriptions or other Offerings, the Agreement and/or Your Account, if (i) You have no current paid Subscriptions; (ii) You have failed to timely pay any amounts (including fees and taxes) owing to Ironquote Limited; (iii) You (including any of Your Authorised Users) are in material breach of any applicable Terms and fail to cure such breach within thirty days after written notice of the breach; or (iv) You become subject to bankruptcy or insolvency proceedings, become insolvent, make an arrangement with or affecting Your creditors (including an assignment for the benefit of creditor) or commence a process of liquidation.

14.3 Effect of Termination of Subscription

Upon expiration or termination of a Subscription for any reason, Your rights with respect to the associated Offerings and Services, including any related Subscription Benefits, will end. At that time, You will stop all access to and use of such Offerings and Services (including all access and use by Your Authorised Users) (including any related Documentation, APIs or other material from Ironquote Limited). In addition, at Ironquote Limited's request, You will destroy any copies of the foregoing in Your possession or return them to Ironquote Limited. You will retain proof that You returned or destroyed all such copies.

In connection with such expiration or termination and any outstanding balances are paid in full, (i) as a convenience to You for some SaaS Services, Ironquote Limited may provide You with a brief period (typically thirty days) following termination during which You may export Your Content, and (ii) subject to applicable data protection requirements, Ironquote Limited may delete Your Content after such period. Ironquote Limited will have no liability for any deletion of Your Content following termination.

15. GOVERNING LAW AND JURISDICTION

These Terms and any dispute or claim arising out of or in connection with them or their subject matter or formation (including non-contractual disputes or claims) shall be governed by and construed in accordance with the law of England and Wales.

Each party irrevocably agrees that the courts of England and Wales shall have exclusive jurisdiction to settle any dispute or claim arising out of or in connection with these Terms or their subject matter or formation (including non-contractual disputes or claims).

16. DEFINITIONS

"Additional Terms" means additional terms and/or provisions provided from time to time by Ironquote Limited that apply to certain Offerings.

"Agreement" means these General Terms and all other Terms provided in connection with the Services You receive.

"APIs" means application programming interfaces, software development kits, tools, libraries, scripts, sample source code and other material provided by Ironquote Limited specifically for use with an Offering.

"Authorised User" means an individual who is authorised by You to access and use the Offerings under Your Account and Subscription.

"Confidential Information" means all information disclosed by one party to the other party, whether orally or in writing, that is designated as confidential or that reasonably should be understood to be confidential given the nature of the information and the circumstances of disclosure.

"Documentation" means user guides, manuals, technical documentation and other materials provided by Ironquote Limited describing the features, functionality and use of an Offering.

"Entity" means a company, partnership, limited liability partnership, or other legal entity.

"Force Majeure" means any event beyond a party's reasonable control, including but not limited to acts of God, war, riot, civil commotion, malicious damage, compliance with any UK law or governmental order, accident, breakdown of plant or machinery, fire, flood, storm, or default of suppliers or subcontractors.

"Intellectual Property Rights" means all patents, rights to inventions, utility models, copyright and related rights, trade marks, service marks, trade, business and domain names, rights in trade dress or get-up, rights in goodwill or to sue for passing off, unfair competition rights, rights in designs, rights in computer software, database rights, topography rights, moral rights, rights in confidential information (including know-how and trade secrets) and any other intellectual property rights, in each case whether registered or unregistered and including all applications for and renewals or extensions of such rights, and all similar or equivalent rights or forms of protection in any part of the world.

"Ironquote Limited" means Ironquote Limited, a company registered in England and Wales with company number 16573721, whose registered office is at Flint, Wales, United Kingdom.

"Metrics" means statistical and performance data collected by Ironquote Limited regarding the use and operation of the Offerings.

"Offering" means any service, software, application, content or other material made available by Ironquote Limited.

"Offering Identification" means information provided by Ironquote Limited identifying the specific Offering(s) to which a Subscription applies.

"Order Form" means a written or electronic agreement between You and Ironquote Limited specifying the Offerings, Subscription Term, fees and other terms applicable to a Subscription.

"Output" means information, data, reports, analyses, quotes, recommendations or other results produced by or through an Offering.

"Plug-In Provider" means a third party whose services, software or other materials are integrated with or made available through an Offering.

"SaaS Services" means software-as-a-service offerings provided by Ironquote Limited on a hosted basis.

"Services" means the Offerings and any other services provided by Ironquote Limited under these Terms.

"Special Category Personal Data" has the meaning set forth in Section 9.2.

"Subscription" means Your right to access and use specified Offerings for a specified term pursuant to an Order Form or other agreement.

"Subscription Term" means the period during which a Subscription is in effect.

"Subscription Type" means a category of Subscription with specified features, limitations and pricing.

"Terms" means these General Terms, any Additional Terms, Order Forms, and any other terms and conditions applicable to Your use of the Offerings.

"Third-Party Material/Services" means services, quotes, content and other material provided by third parties and made available through an Offering.

"Third-Party Terms" means terms and conditions governing Third-Party Material/Services.

"UK GDPR" means the UK General Data Protection Regulation, as incorporated into UK law by the Data Protection Act 2018.

"User Terms" means terms and conditions designated by Ironquote Limited that Authorised Users must agree to prior to accessing the Services.

"You" or "Your" means the individual or Entity that has agreed to these Terms and is using the Offerings.

"Your Content" means all data, information, files, materials and other content that You or Your Authorised Users submit to, upload to, or make available through the Offerings.

END OF GENERAL TERMS AND CONDITIONS

Ironquote Limited

Company Number:16573721

Registered Office: Flint, Wales, United Kingdom

Email: support@ironquote.io

Website: www.ironquote.io