Terms of Service

1. Introduction

These Terms of Service ("Terms") govern your access to and use of SimHQ and all related products, services, websites, applications, APIs, modules, and functionality (collectively, the "Services").

SimHQ ("SimHQ", "we", "us", or "our") is currently operated as a sole trader business by its founder.

By accessing, registering for, purchasing, or using the Services, you agree to be legally bound by these Terms.

If you do not agree to these Terms, you must not use the Services.

2. Definitions

Account

A registered user account providing access to the Services.

Customer

An individual, organisation, institution, company, university, healthcare provider, or other entity that purchases, subscribes to, administers, or uses SimHQ.

User

Any individual authorised to access or use the Services.

Customer Data

Any information, content, records, files, text, images, documents, bookings, schedules, configurations, metadata, or other data entered into, uploaded to, stored in, or generated through the Services by a Customer or User.

Services

All SimHQ products, modules, websites, APIs, applications, integrations, and related functionality.

3. Eligibility

You must:

• Be at least 18 years old; or
• Have authority to act on behalf of an organisation authorised to use the Services.

By using SimHQ, you represent and warrant that:

• You have the legal capacity to enter into these Terms.
• Information provided to SimHQ is accurate and complete.
• You will comply with applicable laws and regulations.

4. Organisational Accounts

Many SimHQ Services are designed for organisational use.

Where your account is provided through an organisation:

• The organisation controls access permissions.
• The organisation may administer, suspend, modify, or remove your access.
• The organisation may access Customer Data stored within its workspace.
• SimHQ is not responsible for decisions made by organisation administrators.

5. User Accounts

You are responsible for:

• Maintaining the confidentiality of your credentials.
• All activity conducted under your account.
• Keeping account information accurate and up to date.

You must immediately notify SimHQ of any unauthorised access or security incident involving your account.

6. Acceptable Use

You agree not to:

• Use the Services unlawfully.
• Upload malicious software or code.
• Attempt unauthorised access to any system.
• Interfere with the operation or security of the Services.
• Circumvent security controls.
• Reverse engineer the Services except where expressly permitted by law.
• Conduct automated scraping without written permission.
• Use the Services to violate privacy, intellectual property, employment, healthcare, educational, or regulatory requirements.
• Misrepresent your identity or authority.
• Use the Services for fraudulent, harmful, abusive, or deceptive activities.

7. Healthcare and Educational Use

SimHQ is designed to support operational, educational, simulation, scheduling, and resource management activities.

Unless expressly stated otherwise:

• SimHQ is not an Electronic Health Record (EHR) system.
• SimHQ is not a medical device.
• SimHQ is not intended for clinical diagnosis or treatment.
• SimHQ does not provide medical advice.
• SimHQ should not be used as a substitute for professional clinical judgement.

Users remain solely responsible for decisions made using information stored or generated through the Services.

8. Customer Data

Customers retain ownership of Customer Data.

SimHQ does not acquire ownership rights over Customer Data.

Customers grant SimHQ a limited licence to:

• Host Customer Data.
• Process Customer Data.
• Transmit Customer Data.
• Backup Customer Data.
• Display Customer Data as necessary to provide the Services.

This licence exists solely for the operation of the Services.

9. Customer Responsibilities

Customers are responsible for:

• Ensuring the legality of Customer Data.
• Maintaining appropriate permissions and consents.
• Configuring access controls appropriately.
• Meeting their own compliance obligations.
• Ensuring users are authorised to access Customer Data.

Customers must not upload information they are not legally entitled to process.

10. Prohibited Data

Unless specifically agreed in writing, Customers must not use SimHQ to store:

• Full patient medical records.
• NHS numbers where unnecessary.
• Highly sensitive special category personal data.
• Genetic data.
• Biometric identification data.
• Classified information.
• Illegal content.

Customers remain solely responsible for content entered into the Services.

11. Intellectual Property

SimHQ and all associated intellectual property rights remain the exclusive property of SimHQ and its licensors.

This includes:

• Software
• Source code
• Designs
• User interfaces
• Documentation
• Branding
• Logos
• Trademarks
• Workflows
• Databases
• Features

Except as expressly permitted, no rights are granted beyond the limited right to use the Services.

12. Feedback

If you provide feedback, suggestions, ideas, recommendations, or feature requests:

• SimHQ may use them without restriction.
• SimHQ is not required to compensate you.
• SimHQ is not required to implement any suggestion.

13. Third-Party Services

The Services may integrate with third-party providers, including:

• Microsoft
• Google
• WorkOS
• Calendar providers
• Authentication providers
• Analytics providers

Your use of those services remains subject to their own terms and policies.

SimHQ is not responsible for third-party services or their availability.

14. Availability

We aim to provide reliable access to the Services.

However, SimHQ does not guarantee:

• Continuous availability.
• Error-free operation.
• Uninterrupted service.
• Specific uptime levels unless separately agreed.

Maintenance, upgrades, security events, internet failures, and third-party outages may affect availability.

15. Alpha, Beta, Preview and Early Access Services

Certain features may be designated as:

• Alpha
• Beta
• Preview
• Experimental
• Early Access

Such features may:

• Contain defects
• Change significantly
• Be withdrawn without notice
• Have reduced support

Use of such features is at your own risk.

16. Subscription and Fees

Where fees apply:

• Prices will be communicated before purchase.
• Fees are payable in the stated currency.
• Taxes may be added where required.
• Failure to pay may result in suspension or termination.

Unless otherwise stated:

• Fees are non-refundable.
• Subscriptions renew automatically until cancelled.

17. Suspension

SimHQ may suspend access immediately if:

• These Terms are breached.
• Security risks are identified.
• Payment obligations are not met.
• Required by law.
• Necessary to protect users, Customers, or the Services.

18. Termination

You may stop using the Services at any time.

SimHQ may terminate access where:

• These Terms are violated.
• Continued use presents risk.
• Required by law.
• Services are discontinued.

Upon termination:

• Access rights cease.
• Certain Customer Data may be retained as required by law or legitimate business needs.
• Sections intended to survive termination will remain effective.

19. Data Protection

Personal information is handled in accordance with the SimHQ Privacy Policy.

Where SimHQ acts as a Data Processor, Customers remain responsible for:

• Lawful processing.
• Data subject rights.
• Governance requirements.
• Regulatory compliance.

20. Security

SimHQ implements reasonable technical and organisational security measures.

However, no system can guarantee absolute security.

To the fullest extent permitted by law, SimHQ does not guarantee protection against every cyber threat, breach, or security incident.

21. Disclaimers

The Services are provided on an "as is" and "as available" basis.

To the fullest extent permitted by law, SimHQ disclaims all warranties, whether express, implied, statutory, or otherwise, including:

• Merchantability
• Fitness for a particular purpose
• Non-infringement
• Availability
• Accuracy
• Reliability

Nothing in these Terms excludes rights that cannot legally be excluded.

22. Limitation of Liability

To the fullest extent permitted by law:

SimHQ shall not be liable for:

• Indirect losses
• Consequential losses
• Special damages
• Incidental damages
• Loss of profits
• Loss of revenue
• Loss of business
• Loss of goodwill
• Loss of data
• Loss of opportunity

Where liability cannot be excluded, SimHQ's total aggregate liability arising from the Services shall not exceed:

The greater of:

• £100 GBP; or
• The amount paid by the Customer to SimHQ during the twelve (12) months preceding the claim.

23. Exceptions

Nothing in these Terms excludes or limits liability for:

• Fraud
• Fraudulent misrepresentation
• Death or personal injury caused by negligence
• Any liability that cannot lawfully be excluded

24. Indemnity

You agree to indemnify and hold harmless SimHQ from claims, losses, liabilities, damages, costs, and expenses arising from:

• Your use of the Services.
• Breach of these Terms.
• Violation of applicable laws.
• Infringement of third-party rights.
• Customer Data uploaded by you or your organisation.

25. Force Majeure

SimHQ shall not be liable for delays or failures caused by circumstances beyond reasonable control, including:

• Natural disasters
• Government action
• Internet outages
• Cyber attacks
• Power failures
• Labour disputes
• Third-party service failures

26. Export Controls and Sanctions

You must not use the Services in violation of applicable export control, sanctions, or trade laws.

You represent that you are not subject to applicable sanctions restrictions.

27. Changes to the Services

SimHQ may:

• Add features
• Modify features
• Remove features
• Change functionality
• Update interfaces

We may do so without liability provided changes are made in good faith to improve, secure, or maintain the Services.

28. Changes to These Terms

We may update these Terms from time to time.

Updated Terms become effective when published unless otherwise stated.

Continued use of the Services after changes take effect constitutes acceptance of the updated Terms.

29. Governing Law

These Terms are governed by the laws of England and Wales.

30. Dispute Resolution

The parties agree to attempt to resolve disputes informally before commencing legal proceedings.

If a dispute cannot be resolved informally, the courts of England and Wales shall have exclusive jurisdiction except where mandatory consumer protection laws provide otherwise.

31. Severability

If any provision of these Terms is found unenforceable, the remaining provisions shall remain in full force and effect.

32. Entire Agreement

These Terms, together with the Privacy Policy and any written agreements expressly incorporated by reference, constitute the entire agreement between the parties regarding the Services.

33. Contact

For legal, contractual, or service-related enquiries:

Email: hello@simhq.app

Website: https://simhq.app

By using SimHQ, you acknowledge that you have read, understood, and agreed to these Terms of Service.