Last Updated: January 2025

1. AGREEMENT TO TERMS

These Terms and Conditions ("Terms") constitute a legally binding agreement between you ("Client," "you," or "your") and Unskipped Ltd ("Fiscal Flow," "we," "us," or "our"), governing your access to and use of our marketing automation platform and related services (collectively, the "Service").

By subscribing to, accessing, or using the Service, you acknowledge that you have read, understood, and agree to be bound by these Terms. If you do not agree to these Terms, you must not access or use the Service.

2. SERVICE DESCRIPTION

2.1 Service Tiers

Fiscal Flow offers three subscription tiers:

Essentials (£197/month): 300-page SEO website, CRM system, self-booking calendar, email support, DIY Google Ads kit

Growth (£297/month): All Essentials features plus marketing automation, text-back system, email reactivation, review collection, automated follow-up sequences

Premium (£497/month): All Growth features plus quarterly strategy sessions (4x yearly), fast-track onboarding, ongoing SEO optimization, priority support (4-hour response), LinkedIn and social media scheduling

2.2 Service Availability

We strive to maintain 99.5% uptime for the Service, excluding scheduled maintenance. We do not guarantee uninterrupted access and shall not be liable for any unavailability due to circumstances beyond our reasonable control.

2.3 Service Modifications

We reserve the right to modify, suspend, or discontinue any aspect of the Service at any time with reasonable notice. Material changes affecting core functionality will be communicated at least 30 days in advance.

3. ACCOUNT REGISTRATION & ELIGIBILITY

3.1 Eligibility

You must be at least 18 years of age and have the legal capacity to enter into binding contracts. By registering, you represent and warrant that all information provided is accurate and complete.

3.2 Account Security

You are responsible for maintaining the confidentiality of your account credentials. You agree to notify us immediately of any unauthorized access or security breach. You are liable for all activities conducted under your account.

3.3 One Account Per Practice

Each subscription is licensed for use by a single accounting practice or business entity. Multi-practice groups must purchase separate subscriptions for each location.

4. PAYMENT TERMS

4.1 Subscription Fees

Subscription fees are charged monthly in advance on the date you subscribe ("Billing Date"). All fees are stated in British Pounds Sterling (GBP) and are exclusive of applicable taxes.

4.2 Automatic Renewal

Your subscription will automatically renew each month unless cancelled before the next Billing Date. By subscribing, you authorize us to charge your designated payment method automatically each month.

4.3 Payment Methods

We accept major credit cards and direct debit. You must maintain a valid payment method on file. If payment fails, we will attempt to process payment again within 7 days. Failure to complete payment may result in service suspension.

4.4 Price Changes

We reserve the right to modify subscription fees with 30 days' written notice. Price increases will apply to subsequent billing periods. Continued use of the Service after notice constitutes acceptance of new pricing.

4.5 Taxes

You are responsible for all applicable taxes, duties, and governmental charges (collectively, "Taxes"). If we are required to collect or pay Taxes, they will be charged in addition to subscription fees.

4.6 Refund Policy

No refunds or credits will be provided for partial months, unused services, or mid-month cancellations. One-time setup fees and add-on purchases are non-refundable.

Exception: Database reactivation campaigns are guaranteed to generate a minimum of £5,000 in identified opportunities within 90 days, or we will refund one month's subscription fee.

4.7 Late Payments

Overdue invoices will accrue interest at 1.5% per month (18% annually) or the maximum rate permitted by law, whichever is lower. We may suspend access to the Service until payment is received.

UPDATED SECTION 5 - FAIR USAGE POLICY & OVERAGE CHARGES

5. FAIR USAGE POLICY & OVERAGE CHARGES

5.1 Monthly Usage Allowance

Each subscription includes a monthly usage allowance of $30 USD (approximately £25 GBP) to cover infrastructure and communication costs. This allowance covers all platform usage including emails, SMS, phone calls, AI features, and other services detailed below.

Unused allowance rolls over to subsequent months with a maximum rollover cap of $120 USD total.

5.2 Included Services

Your monthly allowance covers usage across the following services:

Email sending

SMS/text messages (outbound and inbound)

Phone calls (outbound and inbound)

Workflow executions

AI content generation

Email verification

Review AI responses

Conversation AI

Voice AI

WhatsApp messaging

Premium workflow features

Other platform infrastructure costs

5.3 Overage Charges

If your monthly usage exceeds your available allowance (including rollover), you will be charged for overages at the following rates:

Communication Services

Outbound SMS/Text Messages: $0.0087 per message segment

Approximate usage: $10 = 1,150 message segments

Standard message = 1 segment (160 characters)

Longer messages = multiple segments

Email Sending: $0.0007 per email sent

Approximate usage: $10 = 14,285 emails

Outbound Phone Calls: $0.0147 per minute

Approximate usage: $10 = 680 minutes

Inbound Phone Calls: $0.0089 per minute

Approximate usage: $10 = 1,125 minutes

WhatsApp Messages: $0.0777 per message sent

Approximate usage: $10 = 130 messages

Automation & Workflow Services

Workflow Premium Features: $0.0105 per execution

Approximate usage: $10 = 950 executions

Email Verification: $0.0026 per email verified

Approximate usage: $10 = 3,845 verifications

AI Services

Content AI:

Text generation: $0.0945 per 1,000 words

Image generation: $0.063 per image

Approximate usage: $10 = 105,820 words or 160 images

Conversation AI: $0.021 per message

Approximate usage: $10 = 475 messages

Voice AI: $0.1365 per minute of voice call

Approximate usage: $10 = 75 minutes of voice calls

Reviews AI: $0.0105 per review response generated

Approximate usage: $10 = 950 review responses

Workflow - External AI Models (GPT-4o Mini):

Input tokens: $0.63 per 750,000 words

Output tokens: $2.52 per 750,000 words

Note: Charges based on actual tokens consumed; word counts are estimates

Rates vary by AI model selected; see provider documentation for details

Agent Studio: $0.2625 per 750,000 words

Approximate usage: $10 = 28,571,430 words

Charges based on actual tokens consumed; word counts are estimates

Funnel AI: $1.0395 per AI-generated funnel

Approximate usage: $10 = 10 funnels

Additional Services

Domain Purchase: $10.50 per domain

For domains purchased through the platform

5.4 Usage Calculation

Usage is calculated based on actual consumption tracked by our platform systems. All rates shown are in United States Dollars (USD).

Example calculations:

If you send 2,000 SMS messages in a month: 2,000 × $0.0087 = $17.40

If you send 50,000 emails in a month: 50,000 × $0.0007 = $35.00

Combined usage: $17.40 + $35.00 = $52.40 total

Less your $30 monthly allowance = $22.40 in overage charges

5.5 Rollover Mechanism

Unused portions of your monthly $30 allowance accumulate for future use:

Month 1: Use $18, rollover $12 → Available balance: $42 for Month 2

Month 2: Use $25, rollover $17 → Available balance: $47 for Month 3

Month 3: Use $35, rollover $12 → Available balance: $42 for Month 4

Maximum rollover cap: $120 total (equivalent to 4 months of unused allowance)

Once you reach the $120 cap, additional unused allowance does not accumulate.

5.6 Overage Billing

Overage charges are calculated at the end of each billing cycle and charged to your payment method on your next Billing Date along with your monthly subscription fee.

Billing example:

Subscription fee: £297/month

Overage charges: $22.40 USD (converted to GBP at current exchange rate)

Total monthly charge: £297 + £18.50 (approx) = £315.50

5.7 Usage Monitoring & Notifications

You can monitor your current usage and remaining allowance in real-time through your account dashboard under Settings>Billing.

Automated notifications:

80% threshold: Email notification when you've used $24 of your allowance

100% threshold: Email notification when you've depleted your allowance and rollover

Weekly digest: Optional weekly usage summary emails

5.8 Usage Controls

You may set optional usage caps to prevent unexpected charges:

Set maximum monthly overage limit (e.g., "Don't exceed $50 in overages")

Enable alerts at custom thresholds

Temporarily disable high-usage features if approaching limits

Usage caps can be configured in your account dashboard under "Usage Controls."

5.9 Abuse Prevention & Fair Use

The Fair Usage Policy is designed to accommodate normal business use. Excessive usage that indicates abuse, spam, violation of anti-spam laws, or improper use may result in:

Immediate service suspension regardless of available allowance

Investigation of account activity

Permanent account termination for serious violations

Referral to law enforcement if illegal activity is detected

Examples of abuse:

Sending unsolicited bulk emails

Mass SMS campaigns to non-consented recipients

Automated robocalling

Using AI features to generate harmful or illegal content

Reselling platform services without authorization

5.10 Regional Rate Variations

Rates shown are primarily based on US/Canada regions. Actual costs may vary for other regions:

International SMS rates may be higher in certain countries

International calling rates vary by destination country

WhatsApp messaging rates may vary by region

AI model pricing may vary based on provider and model selected

You will be notified of higher rates when applicable. Current regional rates are available in your account dashboard.

5.11 Currency & Exchange Rates

All usage charges are calculated in USD. When billed to your payment method:

UK clients: USD charges are converted to GBP at current exchange rates

Other regions: Converted to local currency as applicable

Exchange rates are determined by your payment processor

Small currency conversion fees may apply

5.12 Refunds for Overage Charges

Overage charges are based on actual metered usage and are non-refundable except in cases of:

Demonstrated platform billing errors

Unauthorized access to your account (if reported within 7 days)

Service failures that caused excessive usage

To dispute overage charges, contact [email protected] within 14 days of being charged with detailed usage logs.

5.13 Annual Reviews

We reserve the right to review and adjust usage rates annually to reflect changes in our infrastructure costs. Any rate increases will be communicated 60 days in advance and will not affect your current billing cycle.

QUICK REFERENCE - MOST COMMON USAGE RATES

Service Rate (USD) $10 Gets You (Approx)

Outbound SMS $0.0087/segment 1,150 segments Emails $0.0007/email 14,285 emails

Outbound Calls $0.0147/minute 680 minutes

Inbound Calls $0.0089/minute 1,125 minutes

Content AI (text) $0.0945/1,000 words 105,820 words

Content AI (images) $0.063/image 160 images

Reviews AI $0.0105/response 950 responses

Email Verification $0.0026/verification 3,845 verifications

Monthly allowance: $30 USD (rolls over each month while subscription is continued)

6. DATA OWNERSHIP & PRIVACY

6.1 Your Data Ownership

You retain all rights, title, and interest in and to any data, content, or materials you upload, create, or store using the Service ("Your Data"). We claim no ownership rights over Your Data.

6.2 License to Use Your Data

You grant us a limited, non-exclusive, worldwide license to host, store, process, and display Your Data solely to provide the Service to you. This license terminates when you delete Your Data or terminate your subscription.

6.3 Data Security

We implement industry-standard security measures to protect Your Data, including encryption, access controls, and regular security audits. However, no system is completely secure, and we cannot guarantee absolute security.

6.4 Data Processing

We process Your Data in accordance with applicable data protection laws, including the UK General Data Protection Regulation (UK GDPR). Our Privacy Policy, incorporated by reference, details how we collect, use, and protect personal data.

6.5 Data Backup

We perform regular automated backups of Your Data. However, you are responsible for maintaining your own independent backups. We are not liable for data loss except as expressly stated in Section 10.

6.6 Data Export

You may export Your Data at any time through the Service dashboard in standard formats (CSV, JSON, XML). Upon termination, you have 30 days to export Your Data before it is permanently deleted.

6.7 Data Deletion

We will permanently delete Your Data within 30 days of account termination, except where retention is required by law or for dispute resolution purposes.

7. INTELLECTUAL PROPERTY

7.1 Our Intellectual Property

The Service, including all software, designs, text, graphics, interfaces, and underlying technology, is owned by Fiscal Flow and protected by copyright, trademark, and other intellectual property laws. You are granted a limited, non-exclusive, non-transferable license to use the Service solely for its intended purpose.

7.2 Client-Generated Content

Website content, pages, and materials created by us specifically for your practice ("Client Content") are licensed to you for use during your subscription. Upon termination, you retain a perpetual, non-exclusive license to Client Content for your own use, but may not resell or redistribute it.

7.3 Templates & Pre-Built Assets

Email templates, automation workflows, social media posts, and other pre-built assets provided as part of the Service remain our intellectual property. You may use them during your subscription but may not extract or redistribute them independently.

7.4 Trademarks

"Fiscal Flow," our logo, and other brand identifiers are trademarks of Fiscal Flow Solutions Ltd. You may not use our trademarks without prior written permission, except as necessary to identify us as your service provider.

8. ACCEPTABLE USE POLICY

8.1 Prohibited Activities

You agree not to use the Service to:

Send spam, unsolicited communications, or violate anti-spam laws (CAN-SPAM, UK PECR, GDPR, CASL)

Transmit malware, viruses, or harmful code

Engage in fraudulent, deceptive, or illegal activities

Harass, abuse, or harm others

Infringe intellectual property rights

Attempt to gain unauthorized access to systems or data

Scrape, mine, or harvest data from the Service

Resell or redistribute the Service without authorization

Impersonate any person or entity

Interfere with Service operation or other users' access

8.2 Compliance with Laws

You are responsible for ensuring your use of the Service complies with all applicable laws, including data protection regulations (GDPR, UK PECR), marketing laws (CAN-SPAM, CASL), and professional regulations governing accounting practices.

8.3 Email & SMS Marketing Compliance

You represent and warrant that:

You have obtained proper consent to contact recipients

You maintain opt-out/unsubscribe mechanisms

You comply with all applicable email and SMS marketing laws

You will not send unsolicited commercial messages without lawful basis

8.4 Enforcement

We reserve the right to investigate suspected violations and take appropriate action, including suspension or termination of Service, removal of content, and cooperation with law enforcement.

9. TERM & TERMINATION

9.1 Subscription Term

Your subscription begins on the date you first subscribe and continues on a month-to-month basis until terminated by either party.

9.2 Cancellation by Client

You may cancel your subscription at any time by providing notice through your account dashboard or by emailing [email protected]. Cancellation must be submitted before your next Billing Date to avoid charges for the subsequent month.

Effect of Cancellation:

Access continues until the end of your current paid period

No refunds for unused time in the current period

Auto-renewal is disabled

You have 30 days to export Your Data

9.3 Termination by Fiscal Flow

We may suspend or terminate your account immediately if:

You breach these Terms

Your payment fails and is not remedied within 7 days

You engage in prohibited activities under Section 8

We are required to do so by law

We discontinue the Service entirely (with 60 days' notice)

9.4 Effect of Termination

Upon termination:

Your access to the Service is immediately revoked

You remain liable for all fees incurred prior to termination

Sections 6 (Data Ownership), 7 (Intellectual Property), 10 (Limitation of Liability), 11 (Indemnification), and 13 (Dispute Resolution) survive termination

We will delete Your Data after 30 days unless you export it first

10. WARRANTIES & LIMITATION OF LIABILITY

10.1 Service Warranty

We warrant that the Service will perform substantially in accordance with the Service Description in Section 2. This warranty does not cover issues caused by misuse, modifications, or third-party services.

10.2 Disclaimer of Warranties

EXCEPT AS EXPRESSLY STATED IN SECTION 10.1, THE SERVICE IS PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT.

WE DO NOT WARRANT THAT:

The Service will be uninterrupted, error-free, or secure

Results obtained from the Service will be accurate or reliable

Any errors will be corrected

The Service will meet your specific requirements

10.3 Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, FISCAL FLOW SHALL NOT BE LIABLE FOR:

INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES

LOSS OF PROFITS, REVENUE, DATA, GOODWILL, OR BUSINESS OPPORTUNITIES

SERVICE INTERRUPTIONS OR DATA LOSS

THIRD-PARTY CLAIMS ARISING FROM YOUR USE OF THE SERVICE

10.4 Cap on Liability

OUR TOTAL AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THESE TERMS SHALL NOT EXCEED THE TOTAL FEES PAID BY YOU IN THE 12 MONTHS PRECEDING THE CLAIM, OR £1,000, WHICHEVER IS GREATER.

10.5 Exceptions

Nothing in these Terms excludes or limits our liability for:

Death or personal injury caused by negligence

Fraud or fraudulent misrepresentation

Gross negligence or willful misconduct

Any liability that cannot be excluded by law

10.6 Basis of Bargain

You acknowledge that these limitations of liability are fundamental elements of the agreement between us and that we would not provide the Service at the stated pricing without such limitations.

11. INDEMNIFICATION

You agree to indemnify, defend, and hold harmless Fiscal Flow, its affiliates, officers, directors, employees, and agents from and against any claims, liabilities, damages, losses, costs, or expenses (including reasonable attorneys' fees) arising from:

Your use or misuse of the Service

Your violation of these Terms

Your violation of any laws or third-party rights

Your Data or content you submit

Your marketing activities using the Service

We reserve the right to assume exclusive defense and control of any matter subject to indemnification, and you agree to cooperate with our defense.

12. THIRD-PARTY SERVICES

12.1 Integrations

The Service may integrate with third-party platforms (Google, Facebook, LinkedIn, etc.). Your use of third-party services is governed by their respective terms and privacy policies. We are not responsible for third-party services or their performance.

12.2 Third-Party Links

The Service may contain links to third-party websites. We do not endorse or control third-party sites and are not liable for their content or practices.

12.3 Add-On Services

Optional add-on services (website migration, LinkedIn automation, etc.) may be subject to additional terms provided at time of purchase.

13. DISPUTE RESOLUTION

13.1 Governing Law

These Terms are governed by the laws of England and Wales, without regard to conflict of law principles.

13.2 Jurisdiction

Any disputes arising from these Terms or the Service shall be subject to the exclusive jurisdiction of the courts of England and Wales.

13.3 Informal Resolution

Before initiating formal proceedings, you agree to contact us at [email protected] to attempt informal resolution. We will make good-faith efforts to resolve disputes amicably.

13.4 Arbitration (Optional)

Parties may mutually agree to submit disputes to binding arbitration under the rules of the London Court of International Arbitration (LCIA). Arbitration will be conducted in English in London, England.

13.5 Class Action Waiver

You agree to resolve disputes individually and waive any right to participate in class actions or collective proceedings.

14. GENERAL PROVISIONS

14.1 Entire Agreement

These Terms, together with our Privacy Policy and any order forms, constitute the entire agreement between you and Fiscal Flow regarding the Service and supersede all prior agreements.

14.2 Amendments

We may modify these Terms at any time by posting updated Terms on our website. Material changes will be notified via email 30 days in advance. Continued use after changes take effect constitutes acceptance.

14.3 Assignment

You may not assign or transfer your rights under these Terms without our written consent. We may assign our rights and obligations to any affiliate or successor without restriction.

14.4 Force Majeure

Neither party shall be liable for failure to perform due to circumstances beyond reasonable control, including natural disasters, war, strikes, internet failures, or government actions.

14.5 Severability

If any provision of these Terms is found invalid or unenforceable, the remaining provisions will continue in full force and effect, and the invalid provision will be modified to the minimum extent necessary to make it enforceable.

14.6 Waiver

Failure to enforce any provision of these Terms does not constitute a waiver of that provision or our right to enforce it later.

14.7 Notices

Legal notices must be sent to:

Fiscal Flow: [email protected] or Fiscal Flow Solutions Ltd, [Your Registered Address]

You: The email address associated with your account

Notices are deemed received when sent to the specified email address.

14.8 Relationship

Nothing in these Terms creates a partnership, joint venture, employment, or agency relationship between you and Fiscal Flow.

14.9 Export Compliance

You agree to comply with all export and import laws and regulations. You represent that you are not located in a country subject to embargo and are not on any prohibited parties list.