Glix Terms of Service
Last Updated: 30 July 2026
1. About these Terms
1.1 Glix is a workforce management platform provided by Gyzer Technologies Ltd, a private limited company registered in England and Wales under company number 15058377.
1.2 Gyzer Technologies Ltd has its registered office at:
20-22 Wenlock Road
London
England
N1 7GU
United Kingdom
1.3 References to “Glix”, “Gyzer”, “we”, “us” and “our” mean Gyzer Technologies Ltd.
1.4 These Terms of Service govern access to and use of:
- (a) the Glix website
- (b) the Glix web application
- (c) the Glix mobile applications
- (d) Glix application programming interfaces
- (e) Glix integrations
- (f) Glix workforce management, scheduling, time and attendance, task, checkpoint, patrol, communication, reporting, lone-worker and safety features
- (g) related support, onboarding and professional services identified in an Order
These products and services are referred to collectively as the “Service”.
1.5 These Terms form a legally binding agreement between Gyzer and the Customer.
1.6 The agreement starts when the earliest of the following occurs:
- (a) the Customer creates a Glix organisation account
- (b) an authorised representative accepts these Terms electronically
- (c) the Customer signs an Order referring to these Terms
- (d) the Customer starts accessing or using the Service
1.7 Every person accepting these Terms for an organisation confirms:
- (a) the person is at least 18 years old
- (b) the person has authority to bind the organisation
- (c) the organisation agrees to these Terms
Where the person lacks such authority, the person must not accept these Terms or create an organisation account.
1.8 The Service is supplied for business, professional, charitable, governmental and organisational use. The Service is not supplied for personal household or consumer use.
1.9 Mandatory statutory rights remain unaffected where applicable law grants such rights to an individual Authorised User.
2. Definitions
2.1 In these Terms:
“Active Worker” means a worker account which is active within the Customer’s Glix organisation during a Subscription Term.
“Authorised User” means an owner, administrator, manager, worker, contractor, employee, client representative or other individual whom the Customer authorises to access the Service.
“Billable Seat” means one Active Worker account. Owner and manager accounts are not Billable Seats unless an Order expressly states otherwise.
“Business Day” means Monday to Friday, excluding public holidays in England.
“Confidential Information” means non-public business, commercial, financial, security, technical, operational or personal information disclosed by one party to the other.
“Customer” means the organisation which creates a Glix organisation account, purchases a subscription or enters into an Order.
“Customer Data” means data, records, files, messages, documents, photographs, audio, video, forms, signatures, location information, employment information and other content submitted to, generated through or stored within the Service for the Customer.
“Data Processing Addendum” or “DPA” means the Glix data processing agreement forming part of this Agreement whenever Gyzer processes Personal Data for the Customer.
“Documentation” means Glix user guidance, feature descriptions, support materials and technical instructions supplied or published by Gyzer.
“Fees” means subscription, usage, implementation, training, support and other charges payable under an Order or the pricing presented during purchase.
“Order” means an online purchase, order form, proposal, statement of work or other ordering document accepted by the parties.
“Personal Data” has the meaning given under applicable data protection law.
“Subscription Term” means the period for which the Customer subscribes to the Service.
3. The contract documents
3.1 The agreement between Gyzer and the Customer consists of:
- (a) each applicable Order
- (b) these Terms
- (c) the DPA
- (d) any applicable Service Level Agreement
- (e) the Glix Privacy Policy
- (f) the Glix Acceptable Use provisions contained in these Terms
- (g) any product-specific terms expressly incorporated into an Order
3.2 Where documents conflict, the following order applies:
- (a) a signed Order, but only where the Order expressly identifies the clause being changed
- (b) the DPA for data protection matters
- (c) an applicable Service Level Agreement for service-level matters
- (d) these Terms
- (e) the Documentation and other policies
3.3 Terms included in a Customer purchase order, procurement portal or supplier document do not amend this Agreement unless Gyzer expressly accepts those terms in a document signed by an authorised Gyzer representative.
4. Customer accounts and organisations
4.1 A Customer creates a Glix organisation and appoints an organisation owner.
4.2 The organisation owner controls the Customer’s account and is responsible for:
- (a) inviting and removing Authorised Users
- (b) assigning roles and permissions
- (c) configuring locations, teams, sites and clients
- (d) controlling access to Customer Data
- (e) maintaining accurate billing and contact information
- (f) appointing replacement account owners
- (g) reviewing audit and account activity
4.3 The Customer is responsible for every act and omission of its Authorised Users in connection with the Service.
4.4 Each Authorised User must:
- (a) provide accurate account information
- (b) keep login credentials confidential
- (c) use a unique account
- (d) protect authentication devices and codes
- (e) notify the Customer and Gyzer promptly following suspected unauthorised access
- (f) comply with these Terms, the Documentation and Customer policies
4.5 Users must not share accounts or authentication credentials.
4.6 The Customer must deactivate access promptly when an individual leaves, changes role or no longer requires access.
4.7 The Customer is responsible for resolving disputes concerning account ownership, user access, organisational authority and internal permissions.
4.8 Gyzer reserves the right to restrict administrative changes while an ownership or authority dispute is investigated. Gyzer is entitled to request company records, identification or written authority before changing an organisation owner.
4.9 Gyzer does not become an employer, worker, recruitment agency, employment business, manager, principal, agent or representative of the Customer or any Authorised User.
5. Access to the Service
5.1 Subject to payment of Fees and compliance with this Agreement, Gyzer grants the Customer a limited, non-exclusive, non-transferable and non-sublicensable right to access and use the Service during the Subscription Term for the Customer’s internal business operations.
5.2 Access is limited to:
- (a) the subscription plan purchased
- (b) the number of Billable Seats purchased
- (c) agreed usage limits
- (d) features identified in the Order
- (e) the Documentation
5.3 The Customer must supply compatible devices, internet connectivity, mobile connectivity, operating systems, browsers and third-party services required to use the Service.
5.4 Gyzer is entitled to update minimum technical requirements for security, compatibility or operational reasons.
5.5 Professional services, configuration, data migration, bespoke development, training or consultancy are included only where an Order expressly includes those services.
6. Free trials
6.1 New eligible Customers receive one 14-day free trial of the Glix Pro plan unless the signup page or an Order identifies a different trial.
6.2 No payment card is required to begin the standard 14-day trial.
6.3 Gyzer will not charge the Customer at the end of the trial unless the Customer has expressly selected a paid subscription and supplied a valid payment method.
6.4 A trial ends on the earliest of:
- (a) expiry of the 14-day trial period
- (b) activation of a paid subscription
- (c) termination by the Customer
- (d) termination by Gyzer following misuse, fraud, security risk or breach of these Terms
6.5 After trial expiry, the organisation enters a restricted or read-only state unless the Customer purchases a subscription.
6.6 The Customer should export required Customer Data before the trial ends.
6.7 Gyzer is entitled to delete trial Customer Data 30 days after trial expiry where the Customer has not purchased a paid subscription, subject to applicable law and the DPA.
6.8 One trial is permitted per Customer unless Gyzer agrees otherwise in writing.
6.9 Trials must not be created through multiple organisations, identities, domains or payment profiles for the purpose of avoiding Fees.
6.10 Trial services are supplied without a service-level commitment.
6.11 Gyzer’s total aggregate liability arising from a free trial is limited to £100, subject to clause 23.2.
7. Beta and preview features
7.1 Gyzer sometimes offers beta, preview, pilot, test or early-access features.
7.2 Beta features remain under development and might contain errors, incomplete functions or material changes.
7.3 Gyzer is entitled to change, restrict or withdraw a beta feature without notice.
7.4 The Customer must not use a beta feature for a critical safety, payroll, legal, safeguarding, clinical or emergency process.
7.5 Beta features are supplied without service-level commitments and should not be treated as production-ready unless Gyzer confirms otherwise in writing.
8. Plans, seats and subscriptions
8.1 Paid plans are priced by Billable Seat unless the Order states another pricing method.
8.2 A Billable Seat is an Active Worker. Owner and manager accounts are not billable unless the Order states otherwise.
8.3 Every paid subscription has a minimum commitment of five Billable Seats.
8.4 The Customer must purchase enough Billable Seats for all Active Workers.
8.5 The Customer is entitled to add Billable Seats during a Subscription Term. Additional seats take effect when activated and Gyzer will charge the applicable prorated amount for the remaining Subscription Term.
8.6 Seat reductions take effect from the next renewal date. Seat reductions do not generate credits or refunds for the current Subscription Term.
8.7 Where the number of Active Workers exceeds the purchased quantity, Gyzer is entitled to:
- (a) charge for the additional seats
- (b) request the Customer to purchase additional seats
- (c) restrict activation of further workers until the subscription is corrected
8.8 Plan upgrades take effect immediately and applicable additional Fees are charged on a prorated basis.
8.9 Plan downgrades take effect at the next renewal date unless Gyzer agrees otherwise in writing.
8.10 Downgrading a plan might remove access to features, storage, reports, integrations or retention options. The Customer must export required information before the downgrade takes effect.
9. Billing and payment
9.1 Monthly subscriptions are billed monthly in advance.
9.2 Annual subscriptions are billed annually in advance.
9.3 Where annual pricing is described as providing two months free, the annual subscription price equals ten months of the applicable monthly subscription price at the time of purchase, before VAT and any additional usage charges.
9.4 Prices are stated in pounds sterling and exclude VAT unless expressly stated otherwise.
9.5 The Customer must pay VAT and other applicable taxes in addition to the Fees.
9.6 Payments are processed through Stripe or another payment provider selected by Gyzer.
9.7 By providing a payment method, the Customer authorises Gyzer and its payment provider to charge:
- (a) recurring subscription Fees
- (b) Billable Seat increases
- (c) usage charges
- (d) applicable taxes
- (e) other charges accepted through an Order
9.8 The Customer must maintain complete and accurate billing information and a valid payment method.
9.9 Except where this Agreement expressly provides otherwise:
- (a) payment obligations are non-cancellable during the current Subscription Term
- (b) Fees paid are non-refundable
- (c) unused seats, features or usage do not generate credits
9.10 The Customer must raise a genuine billing dispute within 30 days after the invoice or charge date.
9.11 A billing dispute does not remove the Customer’s obligation to pay all undisputed amounts.
9.12 Gyzer is entitled to change subscription prices by giving at least 30 days’ notice before the affected renewal date.
9.13 A price change takes effect at the next renewal and does not alter Fees already paid for the current Subscription Term.
10. Failed payments and grace period
10.1 Where a payment fails, Gyzer will notify the Customer through the account, by email or through the payment provider.
10.2 The Customer receives a 14-day payment grace period beginning on the failed payment date.
10.3 During the grace period:
- (a) the organisation might enter a read-only or restricted state
- (b) administrators remain able to update billing information
- (c) the Customer remains liable for all outstanding Fees
- (d) Gyzer will not intentionally disable configured lone-worker safety features solely because the payment entered the grace period
10.4 Clause 10.3(d) does not guarantee uninterrupted operation of any safety feature. Safety features remain subject to device, network, configuration, third-party and technical dependencies described in clause 12.
10.5 The Customer must maintain independent welfare and emergency procedures throughout the grace period.
10.6 If payment remains outstanding after 14 days, Gyzer is entitled to suspend the Service, including safety features.
10.7 Gyzer is entitled to charge interest and recovery costs permitted under the Late Payment of Commercial Debts (Interest) Act 1998.
10.8 Statutory interest is calculated at eight percentage points above the Bank of England base rate, subject to any later mandatory statutory rate.
10.9 Gyzer will not suspend the Service solely for an amount disputed reasonably and in good faith where the Customer:
- (a) notified Gyzer within the dispute period
- (b) paid all undisputed amounts
- (c) cooperates promptly in resolving the dispute
11. Customer responsibilities
11.1 The Customer controls how the Service is configured and used within its organisation.
11.2 The Customer is responsible for:
- (a) the accuracy, legality, quality and integrity of Customer Data
- (b) obtaining all required rights, permissions and notices
- (c) configuring roles and access permissions
- (d) selecting suitable retention settings
- (e) reviewing system-generated outputs
- (f) maintaining internal records required by law
- (g) training Authorised Users
- (h) maintaining workplace, safety, safeguarding and emergency procedures
- (i) ensuring use complies with employment and worker-protection requirements
- (j) verifying payroll, attendance, holiday, working-time and payment information before acting on Glix reports
11.3 The Customer must use the Service in compliance with all applicable laws, including laws relating to:
- (a) data protection and privacy
- (b) workforce monitoring
- (c) employment and worker rights
- (d) equality and discrimination
- (e) working time and rest breaks
- (f) minimum wage and holiday pay
- (g) health and safety
- (h) lone working
- (i) safeguarding
- (j) audio, video and communications recording
- (k) electronic communications
- (l) tax and payroll
- (m) record retention
11.4 Glix reports, alerts, calculations and records support the Customer’s processes. They do not replace legal, payroll, employment, health and safety, clinical, accounting or professional advice.
11.5 The Customer must independently verify information before making:
- (a) payroll decisions
- (b) disciplinary decisions
- (c) dismissal decisions
- (d) performance decisions
- (e) safeguarding decisions
- (f) emergency-response decisions
- (g) decisions affecting an individual’s legal rights
11.6 The Customer must not rely on a solely automated Glix output for a decision producing legal or similarly significant effects without appropriate human review.
11.7 The Customer must not use Glix as:
- (a) an emergency service
- (b) a replacement for emergency services
- (c) a primary clinical record
- (d) a medical device
- (e) a substitute for professional care judgement
- (f) a substitute for legally required safety systems
- (g) a guaranteed payroll calculation system
11.8 The Customer must ensure every device used for safety-related functions is:
- (a) compatible with Glix
- (b) adequately charged
- (c) connected where connectivity is required
- (d) updated to a supported operating system
- (e) configured with required permissions
- (f) regularly tested
11.9 The Customer must not permit any person below the lawful working age to use Glix.
11.10 Where an Authorised User is under 18, the Customer must apply age-appropriate safeguards, supervision and privacy information.
12. Lone-worker and safety features
12.1 Glix includes features designed to support lone-worker and workforce-safety procedures. These features include check calls, welfare checks, SOS alerts, duress alerts, escalation workflows, location sharing, checkpoint monitoring, incident records and related notifications.
12.2 Glix is not an emergency service, alarm receiving centre, police service, ambulance service, fire service, medical provider or security response provider.
12.3 Unless an Order expressly includes a monitored alarm receiving centre or response service, Gyzer does not:
- (a) continuously monitor alerts
- (b) provide human emergency monitoring
- (c) contact emergency services for the Customer
- (d) dispatch responders
- (e) guarantee acknowledgment of an alert
12.4 Where an Order includes a third-party monitoring or alarm receiving service, the relevant provider terms and service description also apply.
12.5 Glix safety features support the Customer’s procedures and do not transfer the Customer’s legal duties to Gyzer.
12.6 The Customer remains responsible for:
- (a) lone-worker risk assessments
- (b) health and safety compliance
- (c) identifying hazards and suitable controls
- (d) deciding which workers require monitoring
- (e) setting check-in intervals and escalation rules
- (f) appointing enough trained responders
- (g) maintaining accurate responder and emergency-contact details
- (h) making responders available during relevant working periods
- (i) training workers and responders
- (j) testing devices, alerts and escalation workflows
- (k) investigating missed or failed alerts
- (l) contacting emergency services
- (m) maintaining alternative communication and emergency arrangements
12.7 Safety features depend on factors outside Gyzer’s control, including:
- (a) mobile network coverage
- (b) internet availability
- (c) device battery level
- (d) device power state
- (e) background application restrictions
- (f) operating-system permissions
- (g) GPS availability and accuracy
- (h) Bluetooth availability
- (i) notification settings
- (j) carrier delivery of SMS and telephone calls
- (k) third-party mapping and messaging services
- (l) responder availability and actions
- (m) device damage, loss or misuse
12.8 Gyzer does not guarantee every alert, message, call, recording or location update will be generated, transmitted, delivered, received, reviewed or acted upon.
12.9 A worker facing immediate danger should contact the emergency services on 999 or 112 where safe and practicable.
12.10 Users must not delay an emergency call while waiting for Glix, a manager or a responder.
12.11 Users must not operate Glix in a manner which creates danger, including unsafe use while driving or operating machinery.
12.12 The Customer must investigate any safety-feature failure and report suspected Service faults promptly.
13. Location, monitoring and recording
13.1 Glix supports location tracking, geofencing, checkpoints, routes, attendance verification, welfare monitoring and incident evidence.
13.2 The Customer decides which monitoring features to enable.
13.3 Before enabling monitoring, the Customer must:
- (a) identify a lawful basis
- (b) assess necessity and proportionality
- (c) provide clear privacy information
- (d) consult workers where required
- (e) complete a data protection impact assessment where required
- (f) restrict monitoring to legitimate work and safety purposes
- (g) define access and retention rules
- (h) comply with employment and surveillance laws
13.4 Device permission for location, camera, microphone, Bluetooth or notifications provides technical access to the relevant function. Device permission does not, by itself, establish a lawful basis under data protection law.
13.5 The Customer must not use Glix for covert monitoring unless applicable law clearly permits the proposed monitoring and the Customer has completed all required assessments and authorisations.
13.6 The Customer must not track workers outside approved working, travel, incident or safety periods unless lawful, necessary and clearly communicated.
13.7 Where audio, video or image capture is enabled, the Customer is responsible for recording notices, lawful bases, bystander rights, retention and access.
13.8 GPS, geofence and device timestamps are subject to accuracy limitations. The Customer must consider supporting evidence before taking action against an individual.
14. Acceptable use
14.1 The Customer and Authorised Users must not:
- (a) use the Service unlawfully
- (b) infringe another person’s rights
- (c) harass, threaten, discriminate against or endanger any person
- (d) create false emergency or duress events
- (e) use the Service for covert or excessive surveillance
- (f) upload unlawful, defamatory, abusive, obscene or infringing material
- (g) upload malware, harmful code or corrupted files
- (h) attempt unauthorised access
- (i) bypass authentication, permissions, usage limits or payment controls
- (j) probe, scan or test security without Gyzer’s written approval
- (k) interfere with the integrity, availability or performance of the Service
- (l) overload the Service through automated or excessive requests
- (m) scrape, harvest or extract data except through approved export or API functions
- (n) reverse engineer, decompile or disassemble the Service except where law prevents such restriction
- (o) copy Glix features, interfaces or workflows to create a competing product
- (p) benchmark or monitor the Service for competitive purposes without written permission
- (q) resell, rent, lease, sublicense or provide the Service as a bureau service without written permission
- (r) share user accounts
- (s) misrepresent identity, authority, location or attendance
- (t) remove intellectual-property notices
- (u) use the Service to send spam or unlawful marketing
- (v) use Glix for classified information, full payment-card information or primary clinical records unless an Order expressly permits such processing
14.2 Gyzer is entitled to investigate suspected misuse and preserve relevant evidence.
14.3 The Customer must report security vulnerabilities privately to support@glixapp.com and must not disclose a vulnerability publicly before Gyzer has had a reasonable opportunity to investigate and address the issue.
15. Customer Data
15.1 As between Gyzer and the Customer, the Customer retains all rights in Customer Data.
15.2 The Customer grants Gyzer a non-exclusive right to host, copy, transmit, process, display and otherwise use Customer Data only as required to:
- (a) provide the Service
- (b) follow the Customer’s instructions
- (c) protect the Service
- (d) prevent fraud and misuse
- (e) comply with law
- (f) fulfil this Agreement and the DPA
15.3 The Customer warrants:
- (a) the Customer has authority to provide Customer Data
- (b) Customer Data and its use do not infringe third-party rights
- (c) all processing instructions comply with applicable law
- (d) all required privacy information has been provided
- (e) special-category and criminal-offence data is entered only where lawful and necessary
15.4 Gyzer does not acquire ownership of Customer Data.
15.5 The Customer controls access, retention and deletion through available configuration and administration functions.
15.6 The Customer remains responsible for maintaining copies of information which must exist independently of Glix.
16. Data protection
16.1 The Customer normally acts as controller for workforce, employment, scheduling, attendance, location, safety, incident, client and operational Personal Data processed through Glix.
16.2 Gyzer acts as processor for such Personal Data.
16.3 Gyzer acts as an independent controller for its own account administration, billing, security, fraud-prevention, support, legal-compliance and business-relationship processing.
16.4 The DPA forms part of this Agreement whenever Gyzer processes Personal Data on behalf of the Customer.
16.5 The Customer’s acceptance of these Terms also constitutes acceptance of the DPA.
16.6 Gyzer will provide a current copy of the DPA through the contracting process or following a request sent to support@glixapp.com.
16.7 Primary production Customer Data is hosted in the United Kingdom.
16.8 Approved subprocessors might process limited Personal Data outside the United Kingdom where required for communications, support, analytics, security or other Service functions.
16.9 Gyzer will apply transfer safeguards required under applicable data protection law.
16.10 The Privacy Policy explains processing for which Gyzer acts as controller.
17. Information security
17.1 Gyzer maintains an information security management system certified to ISO/IEC 27001:2022 by a UKAS-accredited certification body.
17.2 Gyzer applies technical and organisational controls appropriate to the risks associated with the Service.
17.3 Controls include, where appropriate:
- (a) access control
- (b) role-based permissions
- (c) authentication controls
- (d) encryption
- (e) logging and monitoring
- (f) secure software development
- (g) vulnerability management
- (h) backup and recovery procedures
- (i) incident management
- (j) supplier assurance
- (k) staff security training
17.4 No internet-based service provides absolute security.
17.5 The Customer must:
- (a) protect administrative credentials
- (b) use multifactor authentication where available
- (c) restrict privileged access
- (d) review permissions regularly
- (e) secure devices used to access Glix
- (f) notify Gyzer promptly following suspected compromise
17.6 Gyzer will manage Personal Data breaches in accordance with the DPA and applicable law.
18. Evidence, records and retention
18.1 Glix generates operational records from recorded events, device information and user actions.
18.2 Operational records include:
- (a) attendance records
- (b) shift status
- (c) clock-in and clock-out events
- (d) checkpoints
- (e) welfare checks
- (f) alerts
- (g) task completion
- (h) forms
- (i) communications
- (j) audit records
18.3 Counts, dashboards and reports derive from available recorded events and configured rules.
18.4 Glix records do not provide a guarantee of legal proof, attendance, identity, location, payroll accuracy or regulatory compliance.
18.5 The Customer must assess record reliability in context, including device accuracy, connectivity, user actions and supporting evidence.
18.6 Digital acknowledgements and signatures recorded through Glix evidence an interaction within the Service. They do not constitute qualified electronic signatures unless the relevant feature expressly states otherwise.
18.7 The Customer selects retention settings available within its plan.
18.8 Where a configured retention rule expires:
- (a) the underlying evidence file is deleted or placed beyond normal operational use
- (b) the associated record might retain a removed-state marker
- (c) the record might retain the deletion or expiry date
- (d) audit information might remain where required for security, integrity or legal purposes
18.9 The Customer is responsible for configuring retention in line with employment, tax, health and safety, safeguarding, contractual and regulatory requirements.
18.10 Gyzer is not responsible for loss resulting from a retention setting selected by the Customer.
19. Third-party services and integrations
19.1 The Service relies on or connects with third-party products, including payment, hosting, mapping, messaging, identity, analytics, mobile operating-system and notification providers.
19.2 A Customer-selected integration creates a direct relationship between the Customer and the relevant third-party provider.
19.3 The Customer authorises Gyzer to exchange Customer Data with an enabled integration as required for its operation.
19.4 The Customer is responsible for:
- (a) selecting integrations
- (b) obtaining licences
- (c) reviewing third-party terms
- (d) configuring access
- (e) instructing Gyzer to connect or disconnect the integration
19.5 Gyzer is not responsible for:
- (a) third-party service availability
- (b) changes made by a third-party provider
- (c) third-party processing outside Gyzer’s control
- (d) loss caused by Customer configuration of an integration
- (e) withdrawal of a third-party application programming interface
19.6 Gyzer is entitled to disable an integration which creates a security, legal, technical or third-party rights risk.
19.7 Where a third-party dependency ends, Gyzer will use reasonable efforts to provide notice where the change materially affects the Service.
20. Mobile application stores
20.1 Where an Authorised User downloads Glix from Apple App Store, Google Play or another application marketplace, the marketplace terms also apply.
20.2 The agreement governing Glix remains between Gyzer and the Customer or Authorised User, not the application marketplace.
20.3 The application marketplace has no responsibility for Glix support, maintenance, warranties or claims, except where mandatory marketplace terms state otherwise.
20.4 Apple and its subsidiaries are third-party beneficiaries of this clause for Glix applications downloaded through Apple App Store and are entitled to enforce the applicable marketplace provisions.
21. Confidentiality
21.1 Each receiving party must:
- (a) protect the disclosing party’s Confidential Information using at least reasonable care
- (b) use Confidential Information only for this Agreement
- (c) disclose Confidential Information only to personnel, contractors, advisers and subprocessors with a genuine need to know
- (d) ensure recipients remain subject to confidentiality obligations
21.2 Confidential Information does not include information which the receiving party proves:
- (a) is publicly available without breach
- (b) was already lawfully known
- (c) was received lawfully from an independent third party
- (d) was developed independently without use of the disclosed information
21.3 A receiving party is entitled to disclose Confidential Information where required by law, court or regulator.
21.4 Where legally permitted, the receiving party will provide advance notice and disclose only the required information.
21.5 Confidentiality obligations continue for five years after termination.
21.6 Obligations concerning trade secrets continue while the information remains a trade secret.
21.7 Obligations concerning Personal Data continue for as long as required by applicable law and the DPA.
22. Intellectual property
22.1 Gyzer and its licensors own all intellectual-property rights in:
- (a) the Service
- (b) Glix software
- (c) source code
- (d) databases and structures
- (e) interfaces
- (f) designs
- (g) Documentation
- (h) branding
- (i) reports and templates supplied by Gyzer
- (j) improvements and derivative works
22.2 No intellectual-property rights transfer to the Customer except the limited access right in clause 5.
22.3 The Customer must not copy, modify, distribute or create derivative works from Glix except where the Documentation or law expressly permits.
22.4 Where the Customer supplies branding, templates, forms or other Customer materials, the Customer retains ownership and grants Gyzer the rights required to provide the Service.
22.5 Gyzer will not use the Customer’s name or logo in public marketing without written permission.
22.6 Third-party and open-source components remain subject to their applicable licences.
23. Feedback and aggregated data
23.1 Where the Customer or an Authorised User provides suggestions, ideas or feedback, Gyzer receives a perpetual, worldwide, royalty-free right to use the feedback without identifying the person or Customer.
23.2 Gyzer is entitled to create and use aggregated or anonymised information which no longer identifies the Customer, an Authorised User or another individual.
23.3 Gyzer uses aggregated or anonymised information for:
- (a) service improvement
- (b) security
- (c) performance analysis
- (d) capacity planning
- (e) statistical reporting
- (f) product research
23.4 Gyzer will not attempt to re-identify anonymised information.
24. Availability, support and service changes
24.1 Gyzer will provide the paid Service with reasonable skill and care.
24.2 Gyzer aims to maintain reliable availability but does not guarantee uninterrupted, error-free or delay-free operation.
24.3 The Service might become unavailable because of:
- (a) planned maintenance
- (b) emergency maintenance
- (c) security incidents
- (d) internet or telecommunications failures
- (e) third-party provider failures
- (f) software defects
- (g) events outside reasonable control
24.4 Gyzer is entitled to conduct maintenance required for security, stability and performance.
24.5 Gyzer will give advance notice of planned maintenance where reasonably practicable.
24.6 Support is provided through the channels and service levels included in the Customer’s plan or Order.
24.7 Specific uptime commitments, response times and service credits apply only where an Order incorporates a Service Level Agreement.
24.8 Gyzer is entitled to improve, replace or modify features over time.
24.9 Gyzer will provide at least 30 days’ notice before a planned change which materially reduces core paid functionality, except where urgent legal, security or third-party requirements prevent advance notice.
24.10 Where a change materially removes core functionality purchased by the Customer and no reasonably equivalent replacement is provided, the Customer is entitled to terminate the affected Service within 30 days after the change takes effect.
24.11 Following termination under clause 24.10, Gyzer will refund prepaid Fees covering the unused period of the terminated Service.
25. Warranties and disclaimers
25.1 Each party warrants it has authority to enter into this Agreement.
25.2 Gyzer warrants:
- (a) the paid Service will substantially conform to the applicable Documentation
- (b) Gyzer will provide paid services with reasonable skill and care
- (c) Gyzer has authority to grant the rights described in this Agreement
25.3 Where Gyzer breaches clause 25.2, Gyzer will use reasonable efforts to correct or reperform the affected Service.
25.4 Where Gyzer fails to correct a material breach within a reasonable period, the Customer is entitled to terminate the affected Service and receive a refund of prepaid Fees covering the unused period.
25.5 Except for express commitments in this Agreement:
- (a) the Service is provided on an “as available” basis
- (b) Gyzer does not warrant uninterrupted or error-free operation
- (c) Gyzer does not warrant every defect will be corrected
- (d) Gyzer does not warrant the Service will meet every Customer requirement
- (e) Gyzer does not warrant outputs will be complete or accurate where they depend on Customer Data, devices, users or third parties
- (f) Gyzer does not guarantee compliance with laws specific to the Customer’s organisation or sector
25.6 The Customer accepts responsibility for selecting, configuring and supervising the Service.
25.7 All terms implied by law are excluded to the fullest extent permitted by law.
26. Intellectual-property indemnity from Gyzer
26.1 Gyzer will defend the Customer against a third-party claim alleging the paid Service, when used as permitted, infringes a United Kingdom intellectual-property right.
26.2 Gyzer will pay damages and reasonable legal costs finally awarded against the Customer or included in a settlement approved by Gyzer.
26.3 This indemnity does not apply where the claim arises from:
- (a) Customer Data
- (b) Customer instructions
- (c) modification not performed by Gyzer
- (d) combination with products not supplied by Gyzer
- (e) use contrary to this Agreement or the Documentation
- (f) continued use after Gyzer supplied a non-infringing replacement or instructed the Customer to stop
- (g) free, beta or trial services
26.4 Where an infringement claim arises, Gyzer is entitled to:
- (a) secure continued use rights
- (b) modify the Service
- (c) replace the affected function
- (d) terminate the affected Service and refund prepaid Fees for the unused period
26.5 Clause 26 states Gyzer’s entire liability and the Customer’s exclusive contractual remedy for third-party intellectual-property infringement claims.
27. Customer indemnity
27.1 The Customer will defend and indemnify Gyzer, its officers, employees and contractors against third-party claims arising from:
- (a) Customer Data infringing another person’s rights
- (b) unlawful workforce monitoring
- (c) unlawful location, audio, video or communications recording
- (d) the Customer’s employment, payroll, disciplinary or dismissal decisions
- (e) the Customer’s breach of health and safety or lone-worker duties
- (f) safeguarding failures attributable to the Customer
- (g) unlawful or unauthorised use of the Service
- (h) breach of clause 14
- (i) Customer-selected integrations
27.2 The indemnity covers damages, settlements and reasonable legal costs, excluding any fine or penalty which applicable law prohibits Gyzer from recovering.
27.3 An indemnified party must:
- (a) notify the indemnifying party promptly
- (b) provide reasonable cooperation
- (c) allow the indemnifying party to control the defence and settlement
27.4 No settlement is permitted where the settlement admits fault by, imposes obligations on or fails to release the indemnified party without its written approval.
28. Limitation of liability
28.1 Nothing in this Agreement excludes or limits liability for:
- (a) death or personal injury caused by negligence
- (b) fraud or fraudulent misrepresentation
- (c) wilful misconduct
- (d) any liability which law does not permit a party to exclude or limit
28.2 Subject to clause 28.1, neither party is liable for:
- (a) indirect or consequential loss
- (b) loss of profit
- (c) loss of revenue
- (d) loss of anticipated savings
- (e) loss of business opportunity
- (f) loss of goodwill
- (g) loss of contracts
- (h) business interruption
where such loss does not arise as a direct and reasonably foreseeable consequence of the breach.
28.3 Subject to clauses 28.1 and 28.5, Gyzer’s total aggregate liability arising in connection with the Service during any rolling 12-month period is limited to 100 per cent of the Fees paid or payable for the Service during the 12 months immediately preceding the event giving rise to the claim.
28.4 Where the Customer has used the paid Service for less than 12 months, the general liability cap equals the Fees paid or payable for the first 12 months of the applicable subscription.
28.5 Gyzer’s total aggregate liability for:
- (a) breach of confidentiality
- (b) breach of the DPA
- (c) a Personal Data breach caused by Gyzer’s failure to comply with the DPA
- (d) Gyzer’s indemnity under clause 26
is limited to 200 per cent of the Fees paid or payable for the Service during the 12 months immediately preceding the event giving rise to the claim.
28.6 Multiple claims arising from the same event or series of connected events count as one claim.
28.7 Gyzer is not liable for loss caused by:
- (a) Customer Data which is inaccurate, incomplete, unlawful or corrupted before submission
- (b) Customer configuration
- (c) an Authorised User’s act or omission
- (d) Customer-selected retention or deletion settings
- (e) Customer-selected third-party integrations
- (f) unsupported devices or software
- (g) failure to follow the Documentation
- (h) suspension permitted under this Agreement
- (i) circumstances described in clause 12.7
except to the extent Gyzer’s breach materially caused the loss.
28.8 The liability limits do not reduce the Customer’s obligation to pay Fees.
28.9 The liability limits do not limit the Customer’s liability arising from:
- (a) infringement or misuse of Gyzer’s intellectual-property rights
- (b) unlawful Customer Data processing
- (c) unlawful workforce monitoring
- (d) deliberate misuse of the Service
- (e) the Customer indemnity in clause 27
28.10 Each party must take reasonable steps to reduce avoidable loss.
29. Suspension
29.1 Gyzer is entitled to suspend all or part of the Service where:
- (a) Fees remain unpaid after the grace period
- (b) the Customer breaches these Terms
- (c) use creates a security risk
- (d) use threatens a person’s safety
- (e) use risks damage to the Service or another customer
- (f) law, court or regulator requires suspension
- (g) Gyzer reasonably suspects fraud, misuse or unauthorised access
29.2 Gyzer will limit suspension to the affected account, user, feature or data where reasonably practicable.
29.3 Gyzer will give advance notice where reasonably practicable.
29.4 Immediate suspension is permitted where delay creates legal, security, operational or safety risk.
29.5 Gyzer will restore access after the cause of suspension is resolved, subject to payment of outstanding Fees and reasonable restoration requirements.
29.6 Lone-worker and safety features might stop during suspension or termination.
29.7 The Customer must maintain alternative welfare and emergency arrangements and must not rely on continued operation after suspension rights arise.
30. Subscription term and automatic renewal
30.1 A paid subscription starts on the date identified during purchase or in the Order.
30.2 Monthly subscriptions renew automatically for successive one-month periods.
30.3 Annual subscriptions renew automatically for successive 12-month periods.
30.4 Renewal continues until either party gives valid notice of cancellation.
30.5 The Customer is entitled to cancel through the Glix billing portal or by contacting support.
30.6 Cancellation takes effect at the end of the current Subscription Term.
30.7 Cancellation does not create a refund for the remaining current Subscription Term.
30.8 Gyzer will send renewal or billing notices where required by law or identified in the applicable plan.
30.9 Enterprise Orders might specify different renewal and notice periods.
31. Termination
31.1 Either party is entitled to terminate the Agreement where the other party:
- (a) commits a material breach
- (b) receives written notice describing the breach
- (c) fails to remedy the breach within 30 days after receiving notice
31.2 No remedy period is required where:
- (a) the breach is incapable of remedy
- (b) unlawful conduct creates immediate risk
- (c) fraud occurs
- (d) deliberate security abuse occurs
- (e) continued access threatens a person’s safety
31.3 Either party is entitled to terminate immediately where the other party enters liquidation, administration or another insolvency process, except where law restricts termination.
31.4 Gyzer is entitled to terminate a free trial, beta feature or free service at any time.
31.5 Gyzer is entitled to discontinue the entire paid Service by providing at least 90 days’ notice.
31.6 Where Gyzer discontinues the entire paid Service before the end of a prepaid Subscription Term, Gyzer will refund prepaid Fees covering the unused period.
31.7 The Customer is entitled to terminate for an unremedied material breach by Gyzer and receive a refund of prepaid Fees covering the unused period after termination.
31.8 Termination does not remove payment obligations which arose before the termination date.
32. Effect of termination
32.1 On termination or expiry:
- (a) access rights end
- (b) the Customer and Authorised Users must stop using the Service
- (c) unpaid Fees become due
- (d) safety and monitoring functions might stop
- (e) the Customer must activate alternative operational and safety arrangements
32.2 Subject to payment of outstanding Fees, Gyzer will provide the Customer with a reasonable opportunity to export available Customer Data for 30 days after termination.
32.3 Gyzer is not required to retain Customer Data after the 30-day export period, except where law or the DPA requires retention.
32.4 After the export period, Gyzer is entitled to delete Customer Data from active systems.
32.5 Backup copies expire through routine secure backup cycles.
32.6 The DPA governs return, deletion and retention of Personal Data.
32.7 Clauses intended by their nature to survive termination remain effective, including clauses concerning payment, confidentiality, intellectual property, indemnities, liability, data deletion, governing law and disputes.
33. Changes to these Terms
33.1 Gyzer is entitled to update these Terms to reflect:
- (a) legal or regulatory changes
- (b) security requirements
- (c) Service changes
- (d) new features
- (e) changes in business operations
- (f) corrections or clarifications
33.2 Gyzer will provide at least 30 days’ notice before a material change takes effect.
33.3 Gyzer is entitled to make an urgent change sooner where required by law, regulation, security or a third-party dependency.
33.4 Price changes follow clause 9.12.
33.5 Where a material change substantially disadvantages a Customer during a prepaid Subscription Term, the Customer is entitled to reject the change by terminating before its effective date.
33.6 Gyzer will refund prepaid Fees covering the unused period following a valid termination under clause 33.5.
33.7 Continued use after the effective date constitutes acceptance of the updated Terms.
34. Notices
34.1 Gyzer will send operational, billing and contractual notices to:
- (a) the organisation owner
- (b) the billing contact
- (c) an administrator
- (d) another contact identified in the Order
34.2 Gyzer is entitled to deliver notices by email, through the Service or by post.
34.3 The Customer must keep contact details current.
34.4 Legal notices to Gyzer must be sent:
By email: support@glixapp.com
The email subject must state: “Legal Notice”
By post:
Legal Notices
Gyzer Technologies Ltd
20-22 Wenlock Road
London
England
N1 7GU
United Kingdom
34.5 An email notice is treated as received on the next Business Day after sending, unless the sender receives a delivery-failure notification.
34.6 A posted notice is treated as received two Business Days after posting within the United Kingdom.
35. General provisions
35.1 Entire agreement
This Agreement contains the entire agreement concerning the Service and replaces prior discussions, proposals and representations concerning the same subject.
35.2 Non-reliance
Each party confirms it has not relied on a statement which is not included in this Agreement. This clause does not restrict liability for fraud or fraudulent misrepresentation.
35.3 Assignment
The Customer must not assign or transfer this Agreement without Gyzer’s written consent. Gyzer will not withhold consent unreasonably.
Gyzer is entitled to assign this Agreement to an affiliate or as part of a merger, restructuring, financing, sale of business or transfer of relevant assets.
35.4 Subcontracting
Gyzer is entitled to use subcontractors and subprocessors while remaining responsible for contractual obligations assigned to them.
35.5 Force majeure
Neither party is liable for delay or failure caused by circumstances outside reasonable control, excluding payment obligations.
Such circumstances include natural disasters, war, terrorism, civil unrest, industrial disputes, epidemic, government action, utility failure, telecommunications failure, cloud-provider failure and cyberattack not caused by a failure to maintain reasonable security.
The affected party must use reasonable efforts to reduce the impact.
35.6 Independent parties
The parties act as independent contractors. This Agreement does not create a partnership, joint venture, agency, fiduciary or employment relationship.
35.7 No waiver
Failure or delay in exercising a right does not waive the right.
35.8 Severability
Where a court finds a provision invalid or unenforceable, the provision will be adjusted or removed only to the minimum extent required. The remaining provisions continue in effect.
35.9 Third-party rights
Except for persons expressly protected under clauses 20, 26 and 27, no person who is not a party has a right to enforce this Agreement under the Contracts (Rights of Third Parties) Act 1999.
35.10 Anti-bribery
Each party must comply with applicable anti-bribery and anti-corruption laws.
35.11 Export and sanctions compliance
The Customer must not use or provide the Service in breach of applicable trade sanctions, export controls or restrictions.
35.12 Electronic acceptance
Electronic acceptance, electronic signatures and electronically signed Orders have the same contractual effect as paper acceptance and handwritten signatures.
35.13 Headings
Headings support readability and do not affect interpretation.
35.14 Language
The English-language version controls where a translated version conflicts with the English version.
36. Dispute resolution
36.1 Before starting court proceedings, each party must give written notice describing the dispute.
36.2 Senior representatives from both parties must attempt in good faith to resolve the dispute for at least 30 days.
36.3 Clause 36.2 does not prevent either party from seeking urgent injunctive relief, protecting intellectual-property rights, preserving evidence or recovering an undisputed debt.
37. Governing law and jurisdiction
37.1 The laws of England and Wales govern this Agreement and every non-contractual obligation arising from or connected with the Service.
37.2 The courts of England and Wales have exclusive jurisdiction over disputes arising from or connected with this Agreement.
38. Contact
Questions about these Terms should be sent to:
Gyzer Technologies Ltd
20-22 Wenlock Road
London
England
N1 7GU
United Kingdom
Email: support@glixapp.com
Telephone: +44 020 8243 8601