The rules that apply to using Grovabe

1. About us and these Terms

1.1 Grovabe Ltd is a company registered in England and Wales under company number 17353027. Our registered office is at 66 Paul Street, London, EC2A 4NA. We are registered with the Information Commissioner's Office under registration number ZC207423 ("Grovabe", "we", "us" and "our").

1.2 These Terms govern access to and use of the Service. By creating an account, purchasing a Subscription or otherwise using the Service, you agree to these Terms. If you do not agree, you must not use the Service.

1.3 If you use the Service on behalf of a Business, you confirm that you have authority to bind it. In that case, "you" includes that Business and the Business User provisions apply. If you use the Service wholly or mainly outside your trade, business, craft or profession, you are a Consumer User.

1.4 The Privacy Policy and Cookie Policy explain how we use personal data and storage or access technologies. They do not form part of these Terms unless expressly stated. Any order page or plan description accepted by you forms part of your contract. If there is an inconsistency, the order page takes priority for plan-specific commercial terms, followed by these Terms.

2. Definitions

AI Features: Farma, photo-informed identification, reports, suggestions, schedules and other features generated or assisted by artificial intelligence.

Business User: a person using the Service wholly or mainly for purposes relating to a trade, business, craft or profession.

Consumer User: an individual using the Service wholly or mainly outside a trade, business, craft or profession.

Content: text, photographs, images, records, measurements, prompts, data and other material.

Farma: Grovabe's AI-enabled assistant.

Modules: the Livestock, Crops and Floriculture modules, including cut flowers and ornamental plants.

Service: Grovabe's websites, applications, Modules, software, data, tools, reports, alerts, content and related services.

Subscription: a paid recurring plan for access to specified parts of the Service.

User Content: Content which you or an authorised user submits, uploads, records or generates through the Service.

3. Eligibility, accounts and authorised users

3.1 You must be at least 18 years old and legally capable of entering into a contract. The Service is not directed at children.

3.2 You must provide accurate, current information and keep it updated. You are responsible for keeping login credentials secure, for activity under your account and for notifying us promptly at support@grovabe.com if you suspect unauthorised access.

3.3 A Business User may permit its personnel to use its account only to the extent allowed by its plan. It is responsible for their acts and omissions and must remove access promptly when it is no longer required. Accounts and credentials must not be shared beyond permitted authorised users.

3.4 We may require identity, payment or authority checks where reasonably necessary to protect the Service, comply with law or prevent fraud.

4. The Service

4.1 Grovabe is a record-keeping and management platform for growers of different sizes. Depending on the plan and Module selected, the Service may support records, dashboards, schedules, monitoring, alerts, weather information, disease-zone information, regional insights and AI Features.

4.2 Features differ between free and paid plans and may vary by platform, location, Module, device or technical availability. The description and price shown when you subscribe identify what is included in your plan.

4.3 You remain responsible for your land, plants, crops, flowers, livestock, business, legal compliance and all decisions or actions taken using the Service. Grovabe does not monitor them continuously and is not an emergency, veterinary, agricultural, horticultural, floricultural, food-safety or regulatory service.

5. AI Features and important reliance warning

5.1 AI outputs are probabilistic and may be incomplete, inaccurate, outdated, unsuitable or inconsistent. Similar inputs may produce different outputs. They are general information and decision-support only, not professional advice, diagnosis, treatment, prescription, assurance or a substitute for inspection by a suitably qualified person.

5.2 Before acting, you must check important outputs against reliable sources and your own circumstances. For plant disease, pesticides, fertilisers, food safety, environmental duties, animal health, medicines, welfare, movement restrictions or notifiable disease, obtain advice from an appropriately qualified professional and follow current official guidance.

5.3 Do not use an AI Feature for an emergency or where delay may cause death, injury, suffering, contamination, material crop loss or legal breach. Contact the appropriate veterinary professional, emergency service or regulator.

5.4 You must not submit special category, confidential or third-party personal data to an AI Feature unless necessary, lawful and permitted by these Terms. We do not use your User Content to train an AI model, and our AI provider does not use your User Content to train its models by default (see the Privacy Policy, AI processing).

6. Weather, disease information and regional insights

6.1 Weather forecasts, mapping, soil and environmental information are obtained or derived from third parties. Conditions can change and local conditions may differ. Disease indicators and restriction-zone checks are informational snapshots and may not be complete or current.

6.2 Official notices, legal restrictions and instructions from competent authorities take priority over the Service. You must carry out any checks required by law and must not rely on Grovabe as the sole source for disease, movement, welfare, environmental or safety decisions.

6.3 Regional insights may be created from pooled data. We apply safeguards intended to reduce identification risk, but do not promise that a particular aggregation threshold alone makes data anonymous in every context. Further detail appears in the Privacy Policy.

7. Subscriptions, charges and payment

7.1 Prices, billing intervals, included Modules, usage limits and applicable taxes are shown before purchase. Prices are stated inclusive of any applicable taxes. Grovabe is not VAT-registered, so no VAT is charged and no VAT invoice is issued. You authorise Grovabe or the relevant payment provider or app store to charge the selected payment method.

7.2 Payments may be processed by a third-party payment gateway or app store. Its terms and privacy notice may also apply. We do not normally receive or store full payment card details.

7.3 Unless stated otherwise, a Subscription renews automatically for successive periods equal to the initial billing period until cancelled. We will provide any notices and renewal reminders required by applicable law. You can cancel through your account settings. Cancellation stops future renewal but does not normally refund the current paid period, subject to clauses 8 and 9 and your statutory rights.

7.4 If payment fails, we may retry it, ask you to update payment details, restrict paid features or suspend the Subscription after giving reasonable notice. You remain liable for properly incurred charges.

7.5 We may change Subscription prices by giving at least 30 days' notice. A change will take effect on the next renewal after the notice period. You may cancel before then. For a Consumer User, we will not make a detrimental change during a paid fixed period unless required by law or clearly permitted by the contract and fair in the circumstances.

7.6 Each paid Subscription includes a free 14-day trial. Unless you cancel through your account settings before the trial ends, payment will be taken automatically at the end of the trial for your chosen monthly or annual plan.

8. Consumer cancellation rights

8.1 This clause applies only to Consumer Users. If you buy a Subscription at a distance, you will normally have 14 days from the day after the contract is made to cancel without giving a reason, subject to applicable law.

8.2 If you ask us to begin supplying the Service during that period, you expressly request early performance. If you then cancel within the period, we may charge a proportionate amount for the Service supplied before cancellation where the law permits. Access to any separately supplied digital content may begin only after any acknowledgement and consent required by law.

8.3 To cancel, use the cancellation option in your account settings, email support@grovabe.com, or make any other clear statement identifying you and your decision. A model cancellation form appears in Schedule 1, but its use is optional.

8.4 We will reimburse payments due following a valid statutory cancellation within the time and by the method required by law. Nothing in these Terms affects rights under the Consumer Rights Act 2015 or other mandatory consumer law.

9. Refunds, upgrades and downgrades

9.1 Outside your statutory rights, refunds are offered only in the circumstances stated in these Terms. Any published refund commitment forms part of the contract.

9.2 An upgrade may take effect immediately with a pro-rated charge or credit. A downgrade normally takes effect at the next renewal. The checkout or account page will display the applicable effect before confirmation. App-store purchases remain subject to the store's billing and refund process where it controls the transaction.

10. Free plan

We may provide a free plan with limited features or usage. We may change, suspend or withdraw it on reasonable notice, but this will not remove paid rights already purchased. Free access is personal to the account and may not be used to circumvent plan limits.

11. Acceptable use

You must use the Service lawfully and responsibly. You must not:

• infringe intellectual property, privacy, confidentiality or other rights, or upload unlawful, harmful, misleading or defamatory Content;
• seek or facilitate unlawful activity, including unlawful pesticides, medicines, slaughter, wildlife activity, animal-welfare breaches, food-safety breaches or evasion of official restrictions;
• introduce malware, probe security, bypass access controls, interfere with the Service, scrape it at scale or impose an unreasonable load;
• reverse engineer, decompile, copy, frame, resell or commercially exploit the Service except where law expressly permits or we agree in writing;
• use automated means to create accounts, harvest data, evade usage limits or generate abusive or deceptive content;
• submit data you have no right or lawful basis to use; or
• use outputs to train, develop or validate a competing model or service, except with our written permission.

We may investigate suspected misuse and preserve or disclose information where reasonably necessary to enforce these Terms, protect users or comply with law.

12. User Content, feedback and permissions

12.1 You retain ownership of User Content. You grant Grovabe a worldwide, non-exclusive, royalty-free licence to host, copy, transmit, adapt, analyse and otherwise use it only as necessary to provide, secure, maintain and improve the Service, comply with law and exercise our rights under these Terms. The licence ends when the Content is deleted, except to the extent it remains in lawful backups, records required by law or genuinely anonymised outputs.

12.2 You confirm that you have all rights, permissions and lawful bases necessary for User Content and that our permitted use will not infringe another person's rights. You remain responsible for its accuracy, legality and backup.

12.3 If you provide ideas or feedback, we may use them without restriction or payment, provided this does not identify you or disclose your confidential information.

13. Intellectual property

Grovabe and its licensors own all intellectual property rights in the Service, including its software, design, databases, trade marks, documentation and content, excluding User Content. Subject to these Terms, we grant you a limited, non-exclusive, non-transferable, revocable right to access and use the Service during your account or Subscription for its intended purpose. No other rights are granted.

14. Third-party services and app stores

14.1 The Service may use or link to third-party data, APIs, hosting, mapping, weather, AI, payments, notifications and app stores. We do not control their independent services or content and do not guarantee uninterrupted availability. Third-party terms may apply.

14.2 For an app obtained from Apple's App Store, the licence is limited to Apple-branded products controlled by you as permitted by the Usage Rules. Apple is not responsible for maintenance, support or claims relating to the app and, to the extent permitted by law, has no warranty obligation. Apple and its subsidiaries are third-party beneficiaries of this clause and may enforce it.

14.3 Equivalent mandatory app-store terms apply to downloads through other stores, and prevail to the minimum extent necessary if inconsistent with these Terms.

15. Privacy and business-user data processing

15.1 Our Privacy Policy explains processing for which Grovabe is controller.

15.2 Where a Business User enters personal data about buyers, personnel or other third parties and determines the purposes and means of that processing, the Business User is controller and Grovabe is processor. Schedule 2 applies to that processing. The Business User must give required notices, establish a lawful basis and provide only data necessary for its use of the Service.

16. Confidentiality (Business Users)

Each party must keep the other's confidential information confidential and use it only to perform or receive the Service. This does not apply to information which is public other than through breach, lawfully known without restriction, independently developed, or lawfully received from a third party. Disclosure is permitted to personnel and advisers who need to know and are bound by confidentiality, and where required by law. On request or termination, confidential information must be returned or deleted where reasonably practicable, subject to lawful retention. This clause survives termination.

17. Availability, maintenance and changes

17.1 We aim to keep the Service available but do not guarantee uninterrupted or error-free operation. We may carry out maintenance, remedy security issues, update dependencies and change features. Where reasonably possible, we will give notice of material planned disruption or a material detrimental change to paid functionality.

17.2 We may change the Service to comply with law, improve security or performance, respond to third-party changes, or develop the product. If a material change substantially reduces a Consumer User's paid Service during a billing period, we will provide an appropriate remedy required by law. For a Business User, our sole obligation for a material permanent reduction is to provide a pro-rata credit for the affected portion of the paid Subscription.

18. Suspension and termination

18.1 You may stop using the Service and close your account through your account settings. Closing an account does not automatically obtain a refund or cancel a Subscription managed by an app store; follow the relevant cancellation process.

18.2 We may suspend or terminate access immediately where reasonably necessary for security, fraud prevention, unlawful or harmful conduct, material breach, non-payment, legal or regulatory requirements, or protection of the Service or others. Where the issue can be remedied, we will normally give notice and a reasonable opportunity to do so.

18.3 We may discontinue the Service or a paid plan by giving at least 30 days' notice. If we end a prepaid paid Service for convenience, we will refund the unused proportion, except where termination results from your breach.

18.4 On termination, access ends and accrued rights remain. Clauses intended by their nature to survive do so, including intellectual property, confidentiality, payment, liability, data processing, disputes and general provisions. You should export your data before closure. There is no post-termination export window: once your account is deleted, its data cannot be retrieved.

19. Complaints and support

Contact support@grovabe.com with support requests or complaints. Please include sufficient information for us to investigate. We will acknowledge and respond within a reasonable time. Consumer Users may obtain independent advice from Citizens Advice. We are not required or committed to use a named alternative dispute resolution provider.

20. Warranties

20.1 We will provide the Service with reasonable care and skill. Consumer Users also have statutory rights, including that digital content and services must conform to the contract where applicable.

20.2 For Business Users only, except as expressly stated, the Service is provided "as available". All implied conditions, warranties and representations are excluded to the fullest extent permitted by law, including as to fitness for a particular purpose, merchantability, accuracy, results and non-infringement.

21. Liability

21.1 Nothing excludes or limits liability for death or personal injury caused by negligence; fraud or fraudulent misrepresentation; breach of terms implied by section 12 Sale of Goods Act 1979 or section 2 Supply of Goods and Services Act 1982 where applicable; a Consumer User's statutory rights; or any liability which cannot lawfully be excluded or limited.

21.2 Consumer Users. We are responsible for loss or damage that is a foreseeable result of our breach or failure to use reasonable care and skill. We are not responsible for unforeseeable loss, business loss, or loss caused by your failure to follow these Terms or reasonable instructions. If defective digital content supplied by us damages a device or other digital content belonging to you and this results from our failure to use reasonable care and skill, we will repair the damage or pay compensation as required by law.

21.3 Business Users. Subject to clause 21.1, Grovabe is not liable for loss of profit, revenue, business, opportunity, anticipated savings, goodwill, reputation or data; loss of or damage to crops, plants, flowers or livestock; regulatory penalties arising from the Business User's acts or omissions; or indirect or consequential loss. Grovabe's total aggregate liability arising in each 12-month period is limited to the greater of (a) fees paid or payable by the Business User in that period and (b) £1,000.

21.4 The exclusions for AI, weather, disease and regional information in clauses 5 and 6 describe the allocation of responsibility but do not exclude liability which law does not permit us to exclude.

22. Business User indemnity

A Business User must indemnify Grovabe against third-party claims, losses, liabilities and reasonable costs arising from (a) unlawful User Content; (b) infringement of third-party rights by User Content; (c) personal data supplied without a lawful basis or required notice; or (d) unlawful use of the Service, except to the extent caused by Grovabe's breach, negligence or wilful misconduct. Grovabe must notify the Business User promptly, allow reasonable control of the defence and settlement, and provide reasonable cooperation. No settlement may admit Grovabe's liability or impose a non-monetary obligation on it without consent. This clause does not apply to Consumer Users.

23. Events outside reasonable control

Neither party is liable for delay or failure caused by an event beyond its reasonable control, including failure of telecommunications, hosting, utilities or third-party platforms, cyberattack despite reasonable safeguards, natural disaster, epidemic, industrial dispute, civil disorder or governmental action. The affected party must take reasonable steps to mitigate the effect. This clause does not excuse payment already due and does not limit a Consumer User's mandatory rights.

24. Changes to these Terms

We may amend these Terms for legal, regulatory, security, technical or reasonable business reasons. We will notify you of material changes before they take effect. If a change materially disadvantages you, you may cancel before it takes effect. Changes will not retrospectively alter accrued rights. Continued use after the effective date constitutes acceptance where permitted by law.

25. General

25.1 Assignment. You may not assign or transfer the contract without our written consent. We may assign it to an affiliate or in connection with a restructuring, financing, sale or transfer of the business, provided this does not reduce a Consumer User's rights. Otherwise, we will obtain consent where required by law.

25.2 Subcontracting. We may use subcontractors to provide the Service but remain responsible for our obligations under these Terms. Data processors are addressed in the Privacy Policy and Schedule 2.

25.3 No partnership or agency. Nothing creates a partnership, joint venture, fiduciary relationship, employment or agency relationship between the parties.

25.4 Entire agreement and non-reliance. For Business Users only, these Terms, the order and any document expressly incorporated constitute the entire agreement concerning the Service. Each party acknowledges that it has not relied on a statement not set out in them, but nothing excludes liability for fraud. This clause does not restrict consumer rights or pre-contract information binding under consumer law.

25.5 Waiver. A delay or failure to exercise a right is not a waiver. A waiver is effective only if in writing and only for the specific circumstances stated.

25.6 Severance. If a provision is invalid or unenforceable, it will be treated as modified to the minimum extent necessary, or deleted if modification is not possible. The remainder continues in effect.

25.7 Third-party rights. Except for clause 14.2, no person other than the parties may enforce these Terms under the Contracts (Rights of Third Parties) Act 1999. The parties may vary or end the contract without a third party's consent.

25.8 Notices. Notices to Grovabe must be sent to support@grovabe.com and 66 Paul Street, London, EC2A 4NA. We may send notices to the email or in-app contact linked to your account. A notice is deemed received when delivered, or for email, at 9:00am on the next Business Day after transmission unless a delivery failure is received. This does not govern service of legal proceedings.

25.9 Counterparts and electronic acceptance. Where a separate order is signed, it may be executed in counterparts and by electronic signature. Clicking acceptance, creating an account or completing an online purchase may form a binding contract.

26. Governing law and jurisdiction

26.1 Consumer Users. These Terms are governed by the laws of England and Wales. The courts of England and Wales have exclusive jurisdiction.

26.2 Business Users. These Terms and any non-contractual obligations arising from them are governed by the law of England and Wales. The courts of England and Wales have exclusive jurisdiction.

27. Contact

Grovabe Ltd, 66 Paul Street, London, EC2A 4NA | Company number 17353027 | Email: support@grovabe.com

Schedule 1 — Model consumer cancellation form

To: Grovabe Ltd, 66 Paul Street, London, EC2A 4NA; support@grovabe.com

I/We give notice that I/We cancel my/our contract for the supply of the following service: [DESCRIPTION].

Ordered on: [DATE] | Consumer name: [NAME] | Consumer address: [ADDRESS] | Signature (only if sent on paper): [SIGNATURE] | Date: [DATE]

Schedule 2 — Data processing terms for Business Users

1. Scope and roles. This Schedule applies where Grovabe processes personal data on behalf of a Business User. The Business User is controller and Grovabe is processor. The subject matter is provision of the Service; duration is the contract plus lawful deletion/return; nature and purpose are hosting, organising, retrieving, transmitting, supporting, securing and deleting data as instructed through use of the Service. Data subjects may include buyers, customers, workers, suppliers and contacts. Data may include names, contact details, sales records and other data entered by the Business User. Special category and criminal-offence data must not be submitted unless expressly agreed in writing.

2. Instructions and compliance. Grovabe will process such personal data only on documented instructions, including these Terms and the Business User's use of the Service, unless UK law requires otherwise, in which case Grovabe will inform the Business User before processing unless prohibited. Grovabe will notify the Business User if an instruction appears to infringe applicable data protection law.

3. Confidentiality and security. Grovabe will ensure authorised persons are subject to confidentiality and implement appropriate technical and organisational measures under Article 32 UK GDPR, taking account of risk, including access controls, encryption in transit and at rest where supported, backup, monitoring and incident management.

4. Sub-processors. The Business User gives general written authorisation for the sub-processors identified in the Privacy Policy or sub-processor register. Grovabe will impose materially equivalent data protection obligations and remain responsible for their performance. Grovabe will give 15–30 days' notice of a new or replacement sub-processor where practicable. The Business User may object on reasonable data-protection grounds; the parties will seek a reasonable solution, failing which the affected Service may be terminated.

5. International transfers. Grovabe will not transfer personal data outside the UK except under applicable adequacy regulations or appropriate safeguards and supplementary measures where required.

6. Assistance. Taking account of the nature of processing and information available, Grovabe will reasonably assist the Business User with data-subject requests, security, breach notification, DPIAs and prior consultation. Grovabe will notify the Business User without undue delay after becoming aware of a personal data breach affecting this data and provide available relevant information. Additional assistance beyond standard functionality may be charged at reasonable rates where the need was not caused by Grovabe's breach.

7. Return and deletion. At the Business User's choice and subject to available functionality, Grovabe will delete or return personal data at the end of the Service and delete copies, unless law requires retention. Data may remain temporarily in protected backups until overwritten and will not be restored except for disaster recovery.

8. Audit. Grovabe will provide information reasonably necessary to demonstrate compliance. No more than once annually, unless a breach or regulator requires otherwise, the Business User may audit on reasonable notice, during business hours and without accessing other customers' data or compromising security. Independent reports or questionnaires may satisfy the request where reasonable. The Business User bears its audit costs unless material non-compliance is found.