Signal over Noise Terms of Service

Last updated 2026-07-04

Signal over Noise is provided by Signal over Noise AI Ltd, a company registered in Scotland under company number SC890775.

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These Terms of Service (the "Terms") govern access to and use of the Signal over Noise platform and services (the "Service") by the organisation named on an Order Form (the "Client", "you"). Together with the Order Form and the Data Processing Addendum (the "DPA"), they form the agreement between you and Signal over Noise AI Ltd, a company registered in Scotland under company number SC890775 with its registered office at ("we", "us") (the "Agreement").

1. The Agreement

1.1. The Agreement consists of the Order Form, the DPA, and these Terms. If they conflict, the Order Form prevails over the DPA, and the DPA prevails over these Terms, in each case only to the extent of the conflict and, for the Order Form, only where it expressly amends the relevant provision.1.2. Fees, billing, subscription scope, term length, and renewal are set out in your Order Form.1.3. We may update these Terms. Material changes take effect at your next renewal or 30 days after we give you written notice, whichever we state in the notice. We will not change the Terms materially mid-term without notice.

2. Access To The Service

2.1. Subject to the Agreement, we grant you a non-exclusive, non-transferable right for you and your Authorised Operators to access and use the Service during the term for your internal business purposes.2.2. You will not, and will not permit anyone else to: resell or sublicense the Service; reverse engineer it except as permitted by law; access or interfere with it without authorisation, or conduct security testing without our prior agreement; use the Service or our Confidential Information to build a competing product; or use the Service in violation of applicable law.2.3. We may update and improve the Service. Updates will not materially degrade its core functionality during a paid term.

3. Authorised Operators

3.1. "Authorised Operators" are the individuals you authorise to use the Service under your workspace. You are responsible for their use of the Service and for anything done through your accounts.3.2. Accounts are individual and must not be shared. You and your Authorised Operators must keep credentials secure and tell us promptly about any suspected compromise.

4. Your Data

4.1. You retain all rights in Client Data (as defined in the DPA) and in the outputs saved to your workspace.4.2. You grant us the licence to host and process Client Data solely to provide the contracted services, as described in the DPA.4.3. You warrant that you have the rights, authority, and any required consents for the Client Data you submit and the Data Sources you connect, and that your use of the Service complies with applicable law.4.4. Special-category or criminal-offence data must not be intentionally submitted to the Service. Handling of inadvertent submissions is described in the DPA.

5. Derived Usage Data

We may create and use Derived Usage Data — de-identified or pseudonymised service signals derived from how the Service is used, such as workflow and action categories, session and feature classifications, quality, reliability, and safety signals, and approval outcomes — to operate, improve, and personalise the Service, including building Signal over Noise-owned service models. Derived Usage Data contains no raw Client Data content, is never exposed to any user of the Service, is never used to share or reveal one client's data to another client, and is not shared with or used to improve third-party AI models. We own Derived Usage Data and the models built from it. The DPA describes this boundary in more detail.

6. AI Features And Approvals

6.1. The Service produces AI-generated recommendations, drafts, and analyses. You review outputs and control approval rules. Actions execute without per-action review only where your authorised operator or workspace admin has configured an approval rule permitting it, and you can change or revoke those rules at any time.6.2. AI outputs may contain errors. The Service is decision support with client-controlled execution; you are responsible for the actions you approve or configure to run under approval rules.

7. Term, Suspension, And Termination

7.1. The term of each subscription is set out in the Order Form.7.2. Either party may terminate the Agreement if the other materially breaches it and does not cure the breach within 30 days of written notice, or if the other becomes insolvent.7.3. We may suspend access only where reasonably necessary — for security, unlawful use, or non-payment after written notice — scoped to the affected workspace or operator where practicable, with notice where practicable, and lifted promptly once the issue is resolved.7.4. After termination or expiry you have at least 30 days to export your Client Data, after which we delete or return it as described in the DPA, subject to the backup-cycle and legal-retention exceptions in DPA section 9.1.

8. Intellectual Property

8.1. We retain all rights in the Service, its software, documentation, and Derived Usage Data. No rights are granted to you other than as expressly set out in the Agreement.8.2. We may identify you as a client and use your name and logo in our marketing only with your prior written approval.8.3. If you give us feedback, we may use it to improve the Service without restriction, but we gain no rights in your Confidential Information through feedback.

9. Confidentiality

Each party will protect the other's Confidential Information with at least reasonable care, use it only to perform the Agreement, and not disclose it except to personnel and advisers who need it and are bound by confidentiality obligations. These obligations do not apply to information that is public, already lawfully known, independently developed, received from a third party without breach, or required to be disclosed by law (with notice where permitted).

10. Warranties And Disclaimers

10.1. We warrant that the Service is provided with reasonable skill and care and materially conforms to its documentation. Each party warrants it has the authority to enter into the Agreement.10.2. Except as expressly set out in the Agreement, all other warranties and conditions, express or implied, are excluded to the fullest extent permitted by law. Nothing in the Agreement excludes liability that cannot lawfully be excluded.

11. Indemnities

11.1. You will defend and indemnify us against third-party claims arising from Client Data you had no right to provide or from your unlawful use of the Service.11.2. We will defend and indemnify you against third-party claims that the Service, as provided by us, infringes that third party's intellectual property rights.11.3. The indemnified party must give prompt notice of the claim, allow the indemnifying party to control the defence and settlement (no settlement that admits fault on behalf of the indemnified party without its approval), and provide reasonable assistance at the indemnifying party's cost.

12. Liability

12.1. Neither party is liable for indirect or consequential loss, loss of profits, revenue, or anticipated savings arising from the Agreement.12.2. Each party's total aggregate liability arising out of or related to the Agreement is limited to the fees paid or payable by you in the 12 months before the event giving rise to the claim.12.3. Nothing in the Agreement limits liability for death or personal injury caused by negligence, for fraud, or for any liability that cannot lawfully be limited.

13. General

13.1. Notices. Notices must be in writing; email with confirmation of transmission is acceptable.13.2. Assignment. Neither party may assign the Agreement without the other's consent, except to a successor in a merger, acquisition, or sale of substantially all relevant assets.13.3. Force majeure. Neither party is liable for delay or failure caused by events beyond its reasonable control, except for payment obligations.13.4. Entire agreement. The Agreement is the entire agreement between the parties on its subject matter and supersedes prior discussions.13.5. Severability and waiver. If a provision is unenforceable, the rest remains in effect; a delay in enforcing a provision is not a waiver of it.13.6. Third-party rights. Except where the DPA provides otherwise, no one other than the parties has rights under the Contracts (Rights of Third Parties) Act 1999 to enforce the Agreement.13.7. Governing law. The Agreement is governed by the laws of England and Wales, and the courts of England and Wales have exclusive jurisdiction.