Guidance Gate Ltd Terms of Service

Last Updated: November 2025

Important Notice

This Agreement contains a binding arbitration clause and a class action waiver.
You should read it carefully before using the Platform.

Nothing in this Agreement excludes or limits liability that cannot be excluded or limited under English law.

1. About These Terms

These Terms of Service, together with all Schedules and policies expressly incorporated by reference, form a legally binding agreement between:

  • Guidance Gate Ltd, a company incorporated in England and Wales
  • You, the business user of the Platform

These Terms apply to all services provided by Guidance Gate, including:

  • the Guidance Gate Platform and hosted software
  • Guidance Gate websites and domains
  • digital programs, courses, learning materials, and training
  • templates, content, documentation, and resources
  • any systems, assets, or services provided directly or indirectly by Guidance Gate

References to the Platform or Services include all of the above unless stated otherwise.

These terms of service, in combination with our Privacy Policy, Data Processing Agreement, & Affiliate Agreement (hereinafter referred to collectively, along with this document as the “terms”), become a binding legal commitment between you, or the business entity that you represent, (hereinafter referred to as “You,” “you,” ) and Guidance Gate Ltd and its respective officers, directors, successors and assigns (hereinafter referred to as “Guidance Gate Ltd”, “Guidance Gate”, “we” or “us”) and will govern your access to and use of the Website, Platform and Programs all other interactions with Guidance Gate Ltd.

These Terms apply only to Business Customers. By using the Platform, you confirm that you are acting wholly or mainly for purposes relating to your trade, business, craft, or profession.

Business Use Confirmation
You represent and warrant that you are entering into this Agreement wholly for business purposes and not as a consumer.
You confirm that you are not a “consumer” for the purposes of the Consumer Rights Act 2015 and that the Services are not intended for consumer use.
Where any consumer protection rights would otherwise apply, you agree that such rights are excluded to the fullest extent permitted by law.

Nothing in this Agreement excludes or limits liability that cannot be excluded or limited under English law.

2. Structure of This Agreement

This Agreement consists of:

Together, these documents form the entire agreement between the parties.
No oral statements or marketing materials form part of this Agreement.

All Schedules form part of this Agreement and are legally binding. In the event of conflict, the relevant Schedule prevails in relation to its subject matter.

Where expressly stated in writing, proposals, order forms, statements of work, onboarding documents, or written confirmations issued by Guidance Gate may form part of this Agreement. Marketing materials, demonstrations, sales conversations, or informal communications do not form part of this Agreement.

Guidance Gate may update or amend this Agreement from time to time.
Where changes are material, reasonable notice will be provided by email or via the Platform.

Your continued access to or use of the Platform after updated Terms take effect constitutes acceptance of the revised Agreement.

If you do not agree to the updated Terms, you must cease using the Platform before the changes take effect.

3. Eligibility and Account Responsibility

  • You must be at least 18 years old
  • You are responsible for all activity conducted through your Platform Account
  • Accounts are provided for business use and are non-transferable without written consent
  • You must ensure that your staff, contractors, and customers comply with this Agreement
  • You are responsible for safeguarding Login Credentials and all actions taken using them

3.1 Resale and Access Restrictions

Unless expressly agreed in writing:

  • Platform access may not be resold, sublicensed, or made available to third parties
  • Platform Accounts may not be shared outside your organisation
  • Access may not be provided to competitors or used to create competing services

Guidance Gate may restrict, suspend, or terminate access where resale or misuse is suspected.

4. Use of the Platform

You agree to:

  • Use the Platform only for lawful business purposes
  • Comply with all applicable laws and regulations
  • Comply with the Code of Conduct set out in Schedule 6

Guidance Gate may monitor use of the Platform and may suspend, restrict, or terminate access where use presents legal, technical, financial, or reputational risk.

Guidance Gate may temporarily restrict access or functionality while investigating suspected breaches or compliance risks. You agree to provide reasonable information and cooperation during any investigation.

4.1 Export Controls and Sanctions Compliance

You must not access or use the Platform in violation of applicable export control, trade sanction, or embargo laws, including those of the United Kingdom, United States, or European Union.

You represent and warrant that:

  • you are not located in, organised under, or ordinarily resident in a sanctioned or embargoed jurisdiction
  • you are not listed on any government restricted or prohibited persons list

Guidance Gate may suspend or terminate access immediately where use would breach export control or sanctions laws.

4.2 Third-Party Services and Content

Guidance Gate may use third party software or services to deliver services to you

  • Use of third-party services is subject to their own terms
  • Guidance Gate is not responsible for third-party availability, performance, or data handling
  • Guidance Gate does not control all third-party services or content

You access and use third-party services at your own risk.

4.3 Excessive Use

Guidance Gate may impose limits on usage where activity exceeds reasonable or fair use thresholds, including:

  • excessive messaging or email volume
  • disproportionate API or automation usage
  • activity that risks deliverability, infrastructure stability, or compliance

Guidance Gate may require plan upgrades, impose restrictions, or suspend access to protect the Platform.

5. Intellectual Property and Ownership

5.1 Client-Owned Materials

You retain all right, title, and interest in:

  • All data, content, copy, media, branding, and materials you or your customers provide
  • All contact records, customer information, and communications data
  • Any intellectual property owned prior to entering into this Agreement
  • Any content created independently of Guidance Gate proprietary systems

Nothing in this Agreement transfers ownership of Client-Owned Materials to Guidance Gate.

5.2 Guidance Gate Proprietary Systems

Guidance Gate retains all right, title, and interest in:

  • The Platform infrastructure, architecture, and underlying software
  • Proprietary frameworks, methodologies, workflows, automations, templates, configurations, snapshots, scripts, and system designs
  • All improvements, derivatives, and adaptations of the above

No rights are granted except as expressly stated in this Agreement.

5.3 Unpaid Systems and Assets

Where services or assets are provided without full or any payment:

  • Ownership remains with Guidance Gate
  • You receive a temporary, revocable, non-transferable licence for use during the Agreement
  • The licence terminates automatically upon non-payment or termination
  • You may not export, duplicate, resell, reuse, or authorise third-party access

5.4 Paid Systems and Assets

Upon full payment for specific systems or deliverables:

  • You receive a perpetual, non-exclusive, non-transferable licence for internal business use
  • Ownership of underlying frameworks, methodologies, and system logic remains with Guidance Gate
  • Export or transfer rights apply only where expressly agreed in writing

5.5 Separation of Data and Systems

  • You always own your data
  • Guidance Gate always owns its systems
  • Payment affects licence rights, not ownership

5.6 Effects of Termination

Upon termination:

  • Licences to unpaid systems end immediately
  • Licences to paid systems survive, subject to compliance
  • Data access and retention follow Schedule 1

5.7 Licence to Operate the Platform

You grant Guidance Gate a limited, non-exclusive, royalty-free licence to host, store, process, transmit, display, and use User Content solely to the extent necessary to:

  • provide, operate, and maintain the Platform and Services
  • perform support, troubleshooting, and compliance activities
  • comply with legal or regulatory obligations

This licence does not transfer ownership of User Content and terminates upon deletion of the content or termination of the Agreement, subject to reasonable technical and legal retention requirements.

5.8 Feedback

If you provide a review, feedback, suggestions, case study, ideas, or recommendations regarding the Platform or Services, you grant Guidance Gate a perpetual, irrevocable, worldwide, royalty-free right to use, modify, incorporate, and commercialise such feedback without restriction or obligation.

Providing any of these various kind of feedback does not create any confidentiality, compensation, or ownership rights.

5.9 User Contributions

You must not upload, transmit, or make available content that:

  • infringes intellectual property rights
  • is unlawful, misleading, abusive, or deceptive
  • violates privacy or data protection laws
  • facilitates spam, fraud, or harmful conduct

Guidance Gate may remove content or suspend access without notice where violations occur.

5.10 Copyright Complaints

If you believe content on the Platform infringes copyright, you may submit a written notice identifying:

  • the copyrighted work
  • the allegedly infringing material
  • sufficient contact details
  • a statement of good faith belief

Guidance Gate may remove content and suspend accounts where infringement is substantiated.

5.11 Support Failure – Right to Export and Migrate

If Guidance Gate commits a material breach of its support obligations under this Agreement and, after receiving written notice from you specifying the breach in reasonable detail, fails to remedy that breach within thirty (30) consecutive days, you shall have the right, by further written notice, to terminate this Agreement with immediate effect and to receive a full export of your hosted account.

For the purposes of this clause, a “full export” means a complete copy of your account data and configurations in a standard, machine-readable format, including:

  • all Client-Owned Materials and data
  • all account structures, configurations, and settings
  • all funnels, pages, workflows, automations, templates, and system builds then contained within your account

Notwithstanding clauses 5.2, 5.3, and 5.4:

  • you shall be permitted to retain and continue using the exported systems and assets for your internal business purposes; and
  • Guidance Gate waives any restriction on export or continued use that would otherwise apply solely in connection with this support failure scenario.

This right applies only where the failure to provide support is material, ongoing, and not caused by:

  • your breach of this Agreement
  • non-payment of fees
  • third-party service outages or failures beyond Guidance Gate’s reasonable control

Guidance Gate will use reasonable efforts to provide such export within a reasonable period following termination, subject to any legal or regulatory obligations.

This clause does not affect Guidance Gate’s ownership of its underlying frameworks, methodologies, and intellectual property, but grants you a perpetual, non-exclusive licence to use the exported systems obtained under this clause.

Any export under this clause is limited to data and configurations then available and retained within the Platform at the time of termination. Guidance Gate does not warrant that any data previously deleted, corrupted, or lost will be recoverable or included in the export.

 

6. Fees and Payment

Fees, billing, wallets, usage charges, refunds, and taxes are governed by Schedule 3.

All Fees are non-refundable unless required by law.

7. Communications and Compliance

Messaging and telecom services are governed by Schedule 2.

You are solely responsible for the legality, consent, and compliance of all communications you send using the Platform.

8. Data Protection

  • You act as data controller for all customer and end-user data
  • You must comply with UK GDPR, the Data Protection Act 2018, and all applicable US & EU data protection laws
  • Guidance Gate acts as data processor solely to provide the Services
  • Guidance Gate processes data in accordance with its Privacy Policy

Guidance Gate is not responsible for breaches arising from your configuration, misuse, or unlawful handling of data.

The parties agree that this Data Processing Agreement  is incorporated into this Agreement by reference.

In the event of conflict, the Data Processing Agreement prevails solely in relation to data protection obligations.

9. Artificial Intelligence

Use of AI features is governed by Schedule 5.

AI outputs may be inaccurate and do not constitute professional advice.
You remain fully responsible for reviewing and using all outputs.

10. Disclaimers

  • The Platform is provided on an as-is and as-available basis
  • Guidance Gate makes no guarantees regarding outcomes, income, or business performance

The Platform and Services are provided without warranties of any kind, whether express or implied.

Guidance Gate does not warrant that:

  • the Platform will be uninterrupted or error-free
  • data will be secure, complete, or recoverable
  • results, performance, or outcomes will be achieved
  • the Platform will meet your specific requirements

Use of the Platform is entirely at your own risk.

The Platform, & other services may be delivered using third-party software, infrastructure, and services not owned or operated by Guidance Gate. Guidance Gate is not responsible for outages, failures, limitations, or changes caused by third-party providers.

Guidance Gate may modify, replace, suspend, or discontinue any part of the Platform or Services at any time. Such changes do not constitute breach of contract.

Nothing in this Agreement excludes liability for death or personal injury caused by negligence, fraud, or liability that cannot be excluded under English law.

Guidance Gate does not guarantee uninterrupted, error-free, or continuous availability of the Platform.
Temporary interruptions may occur due to maintenance, updates, third-party failures, or events outside Guidance Gate’s reasonable control.

Such interruptions do not constitute breach of contract and do not entitle you to refunds or compensation.

11. Limitation of Liability

To the maximum extent permitted by law:

  • Guidance Gate’s total aggregate liability is limited to the Fees paid in the six months preceding the claim
  • Guidance Gate is not liable for indirect, consequential, or economic loss, including loss of revenue, profit, or business interruption

These limitations are reasonable given the nature of the Services and Fees.

Nothing in this Agreement limits or excludes liability for death or personal injury caused by negligence, fraud, fraudulent misrepresentation, or any other liability that cannot lawfully be excluded.

12. Indemnity

You agree to indemnify and hold harmless Guidance Gate against all claims, losses, damages, liabilities, and expenses arising from:

  • Your use of the Platform
  • Your communications and messaging activity
  • Your handling of data
  • Your breach of this Agreement
  • Any regulatory or legal non-compliance

13. Term, Termination, and Suspension

This Agreement remains in effect while your Platform Account is active.

Guidance Gate may suspend, restrict, or terminate access for breach, non-payment, or where continued access presents legal, security, technical, deliverability, or reputational risk.

Suspension for Non-Payment

  • Where Fees are overdue by more than 7 days, Guidance Gate may suspend Platform access
  • Suspension may include restricting logins, pausing automations, disabling outbound communications, or limiting functionality
  • Suspension does not constitute termination
  • Guidance Gate is not liable for any loss arising from suspension due to non-payment

Targeted Risk Mitigation

  • Guidance Gate may disable, restrict, remove, or modify specific features, automations, assets, integrations, or functionality where necessary to manage legal, technical, security, deliverability, or reputational risk
  • Such action may be taken without suspending or terminating the Platform Account
  • Guidance Gate is not liable for any loss arising from targeted risk mitigation actions

Data retention is governed by Schedule 1.

14. Governing Law and Dispute Resolution

This Agreement is governed by the laws of England and Wales.

Disputes shall be resolved by LCIA arbitration seated in London, conducted in English, before a single arbitrator.

  • Arbitration applies to the fullest extent permitted by applicable law
  • Nothing limits mandatory statutory rights 
  • Claims must be brought on an individual basis only.

Courts of England and Wales may grant injunctive relief where appropriate.

14.1 Limitation Period

Any claim, dispute, or cause of action arising out of or relating to this Agreement must be commenced within twelve months of the date the claim first arose.

Claims not brought within this period are permanently barred.

15. General Legal Terms

Independent Relationship

  • Nothing in this Agreement creates any partnership, joint venture, agency, fiduciary, or employment relationship
  • Guidance Gate acts solely as an independent service provider
  • You have no authority to bind Guidance Gate or represent that you do so

Survival

  • Clauses relating to intellectual property, licensing, fees, payment obligations, limitation of liability, indemnities, confidentiality, data protection, governing law, and dispute resolution survive termination or expiry of this Agreement

Confidentiality
Each party agrees to keep confidential all non-public, proprietary, or commercially sensitive information received from the other party in connection with this Agreement and the Services.
Confidential information must not be disclosed to any third party except:

  • to employees, contractors, or advisers who need to know for performance of this Agreement and are bound by confidentiality obligations

  • where required by law or regulation

  • with the other party’s prior written consent

These obligations do not apply to information that:

  • is or becomes public through no breach of this Agreement

  • was lawfully known before disclosure

  • is independently developed without reference to the confidential information

Confidentiality obligations survive termination of this Agreement.

Miscellaneous

  • No waiver is effective unless in writing
  • If any provision is unenforceable, the remainder remains in force
  • Guidance Gate may assign this Agreement
  • Force Majeure
    Neither party shall be liable for any failure or delay in performance of its obligations (other than payment obligations) where such failure results from events beyond its reasonable control, including acts of God, fire, flood, war, terrorism, labour disputes, government action, internet or infrastructure failures, power outages, or failure of third-party providers.
    The affected party shall use reasonable efforts to resume performance as soon as practicable.

16. Definitions

For the purposes of these Terms of Service, the following definitions apply:

  • “Agreement” means these Terms of Service together with all Schedules, policies, and documents expressly incorporated by reference.
  • “Business Customer” means a person or legal entity acting wholly or mainly for purposes relating to their trade, business, craft, or profession.
  • “Client” means the individual or entity accessing or using the Service
  • “Code of Conduct” means the acceptable use and behavioural standards set out in Schedule 6.
  • “Communication Services” means messaging, email, voice, SMS, MMS, or similar communication functionality made available through the Platform, whether provided directly or via third-party providers.
  • “Communication Surcharges” means third-party carrier, telecommunications, or messaging fees incurred through use of the Communication Services.
  • “Customer” means an end user, client, or contact of the User to whom the User provides access, communications, services, or materials using the Platform.
  • “Data Protection Laws” means all applicable data protection and privacy legislation, including the UK GDPR, the Data Protection Act 2018, and any successor or replacement legislation.
  • “Fees” means all amounts payable for access to or use of the Platform or related services, including subscription fees, usage-based fees, Communication Surcharges, add-on services, and taxes where applicable.
  • “Guidance Gate”, “we”, “us”, or “our” means Guidance Gate Ltd, a company incorporated in England and Wales.
  • “Information” means data provided by or on behalf of the User, including personal data relating to the User or their Customers, processed through the Platform.
  • “Login Credentials” means usernames, passwords, access tokens, API keys, or other credentials used to access the Platform.
  • “Materials” means content, data, media, copy, branding, software configurations, workflows, or other assets provided, uploaded, or created by or on behalf of the User through the Platform.
  • “Platform” means the Guidance Gate Platform, being the hosted business systems, software, tools, communication functionality, and related services made available by Guidance Gate.
  • “Platform Account” means the account established by or for the User to access and use the Platform.
  • “Platform Content” means content, documentation, templates, interfaces, and materials made available by Guidance Gate as part of the Platform, excluding User-provided Materials.
  • “Prohibited Uses” means the activities described in the Code of Conduct and elsewhere in the Agreement.
  • “Provider” means Guidance Gate Ltd
  • “Schedule” means a schedule attached to and forming part of this Agreement.
  • “Services” means the Platform and any services provided by Guidance Gate, including hosting, access, support, automation tools, and optional features.
  • “Sub-Account” means a separate workspace, instance, or business environment operated under a single Platform Account.
  • “Systems” means funnels, templates, snapshots, workflows, automations, scripts, and system architectures
  • “Third-Party Services” means services, software, or functionality provided by third parties and integrated with or accessible through the Platform or made available to you by Guidance Gate.
  • “Training” means guidance, documentation, tutorials, or informational material provided by Guidance Gate relating to use of the Platform.
  • “User”, “you”, or “your” means the individual or legal entity entering into this Agreement with Guidance Gate.
  • “User Content” means any Materials, data, or information submitted, uploaded, or transmitted by the User through the Platform.

SCHEDULE 1

Platform Hosting and Use

  • Platform Accounts operate within Guidance Gate’s managed environment
  • Guidance Gate retains administrative control for security, maintenance, and stability
  • Sub-Accounts may be created for separate businesses
  • Not all users receive the same features
  • Feature availability may depend on plan, usage profile, risk level, or infrastructure limits
  • Fair use applies to protect system performance
  • Guidance Gate may update or modify the Platform

Fair Use Enforcement

  • Fair use limits are determined and enforced at Guidance Gate’s reasonable discretion
  • Restrictions, rate limits, or usage controls may be applied to protect platform stability
  • Enforcement does not constitute breach or termination
  • By using the service you acknowledge that use of the Platform is also subject to acceptable use and restrictions imposed by upstream infrastructure providers
  • Breach of upstream rules may require immediate suspension without notice

Support Scope and Limits

  • Hosting includes reasonable technical support relating to platform access and hosted-environment errors
  • Hosting does not include strategic consulting, marketing advice, funnel optimisation, copywriting, custom development, training, or coaching
  • Support is provided on a best-effort basis during normal business hours
  • No service-level agreements apply unless expressly agreed in writing
  • Guidance Gate may limit or refuse excessive, abusive, or out-of-scope requests

Backups and Data Retention

  • Guidance Gate does not guarantee backups, redundancy, or recovery of data
  • Any backups are maintained on a best-effort basis only
  • Upon termination, access is revoked and data retention is not guaranteed
  • Data may be permanently deleted and cannot be recovered
  • You are responsible for exporting your data prior to termination

Migration and Offboarding

  • Migration services are discretionary and without guarantee
  • Guidance Gate may charge reasonable offboarding or data extraction fees
  • No obligation exists beyond export of User Content

SCHEDULE 2

Communications and Messaging Compliance

  • Includes SMS, MMS, email, voice, and messaging services
  • You are the sender for all legal purposes
  • You must obtain valid consent before sending communications
  • You must comply with GDPR, PECR, carrier rules, and applicable regulations
  • Phone numbers and messaging resources may be released on termination
  • Guidance Gate is not liable for content or compliance failures

SCHEDULE 3

Payments, Wallets, and Taxes

  • Subscription fees are billed in advance
  • Auto-renewal applies unless cancelled
  • Wallets may be used for usage-based charges
  • Communication surcharges apply
  • Fees are exclusive of VAT and taxes, which are your responsibility
  • Fees are non-refundable unless required by law

Billing Disputes and Chargebacks

  • Billing disputes must be raised within 60 days of the charge
  • Failure to notify within this period waives the right to dispute
  • You are responsible for all chargebacks, reversals, and payment disputes initiated by your customers
  • Excessive chargebacks may result in suspension or termination

You must not mark up, surcharge, or misrepresent Guidance Gate fees, communication costs, or platform charges when passing costs to customers unless expressly agreed in writing.

Subscription Terms and Cancellation

Subscriptions renew automatically for successive billing periods unless cancelled before the renewal date.

Cancellation:

  • must be submitted in writing or via the Platform
  • takes effect at the end of the current billing period
  • does not entitle you to refunds for unused time

Minimum subscription terms apply where specified at purchase and are binding.

SCHEDULE 4

Affiliate Program

  • Participation is subject to approval
  • Commissions may be withheld or forfeited for breach
  • No guaranteed payouts
  • Guidance Gate may modify or terminate the program at any time

Participation in the Affiliate Program does not create any partnership, employment, or agency relationship.

This  Affiliate Program Agreement & Code of Conduct applies to all affiliates and is incorporated here by reference

  • affiliates must maintain accurate payment details
  • commissions may be delayed, adjusted, or withheld
  • self-referrals and abusive practices are prohibited
  • Guidance Gate’s tracking and reporting is final

Participation creates no partnership or employment relationship.

Guidance Gate may:

  • modify commission structures
  • withhold or reverse commissions for fraud, abuse, or policy breach
  • terminate participation at any time
  • modify the Affiliate Program Agreement & Code of Conduct at any time – continued participation in the Program shall be deemed acceptance of any new versions of the Agreement. 

Decisions relating to affiliate eligibility and payouts are final.

SCHEDULE 5

Artificial Intelligence Acceptable Use Policy

  • AI outputs may be inaccurate or incomplete
  • No professional advice is provided
  • You must review all outputs before use
  • Sensitive or regulated data must not be submitted
  • Prohibited uses apply

SCHEDULE 6

Code of Conduct

Prohibited uses include:

  • Illegal activity
  • Abuse, harassment, or fraud
  • Misuse of communications
  • Security breaches
  • Misrepresentation
  • Harmful or deceptive conduct

Platform Integrity and Infrastructure Protection

  • You must not use the Platform in a manner that risks deliverability, IP reputation, blacklisting, infrastructure stability, or legal compliance
  • Guidance Gate may immediately suspend or terminate access where such risk exists
  • Suspension or termination may occur without refund

We may:

Investigate suspected breaches

Temporarily restrict access during investigation

Request reasonable information to verify compliance

SCHEDULE 7

Done-For-You Services

This Schedule applies where Guidance Gate provides implementation, configuration, build, or advisory services.

1 Scope

Done-For-You Services may include, without limitation:

  • Offer clarification and strategic advisory sessions
  • System architecture and workflow design
  • Funnel, website, landing page, and asset setup
  • Automation, CRM, and pipeline configuration
  • Email, messaging, and notification setup
  • AI tooling configuration and AI prompt deployment
  • Integration with third-party tools
  • Migration assistance
  • Copy, templates, scripts, or structural content created as part of implementation

The precise scope of Done-For-You Services will be defined in writing, which may include proposals, order forms, statements of work, onboarding documents, or written confirmations.

2 No Guarantee

Done-For-You Services are provided on a best-endeavours basis.

Guidance Gate does not guarantee:

  • Business results
  • Revenue outcomes
  • Lead volume
  • Conversion rates
  • Performance improvements

You remain solely responsible for how systems are used once delivered.

3 Client Responsibilities

You agree to:

  • Provide accurate, complete, and timely information
  • Respond reasonably to requests for approvals, access, or feedback
  • Maintain appropriate licences, permissions, and consents
  • Ensure lawful use of delivered systems

4 Ownership and Licensing

4.1 Client Data and Inputs

You retain ownership of:

  • All data, content, copy, branding, and materials you provide
  • All your customers information and communications data

4.2 Guidance Gate Systems

Guidance Gate retains ownership of:

All proprietary systems, frameworks, workflows, templates, automations, methodologies, and technical logic used to deliver the Done-For-You Services remain the property of Guidance Gate, subject to the licensing provisions below.

  • All proprietary systems and methodologies
  • Unpaid deliverables remain licensed only
  • Paid deliverables receive a perpetual internal-use licence

4.3 Unpaid Deliverables

Where Done-For-You deliverables have not been provided free, at no charge, or have not been paid for in full:

  • Ownership remains with Guidance Gate
  • You receive a temporary, revocable licence solely for use during the Agreement
  • Access may be restricted, disabled, or removed upon non-payment
  • You may not export, reuse, replicate, or deploy such deliverables elsewhere

4.4 Paid Deliverables

Upon full payment for specific Done-For-You deliverables:

  • You receive a perpetual, non-exclusive, non-transferable licence to use those deliverables for your internal business purposes
  • Underlying frameworks, methods, and system logic remain the intellectual property of Guidance Gate
  • Export or reuse outside the Platform is permitted only where expressly agreed in writing
  • Exports may be  limited to raw User Content
  • No obligation to provide exports in native, reusable, or competitor-compatible formats
  • No obligation to export proprietary logic, relationships, or configurations

No exclusivity or ownership transfer is granted unless explicitly stated.

  1. Iterations, Revisions, and Change Requests

Unless otherwise agreed in writing:

  • Paid for Done-For-You Services include reasonable iterations required to complete the agreed scope
  • Additional revisions, scope changes, or new requests may require additional fees
  • Guidance Gate is not obliged to perform work outside the agreed scope
  1. Timelines and Dependencies

Any timelines provided are estimates only.

Guidance Gate is not responsible for any delays, including delays caused by:

  • Client inaction or late responses
  • Third-party platforms or providers
  • Technical limitations outside Guidance Gate’s control
  • Regulatory or compliance requirements

 

  1. Suspension or Termination of Services

Guidance Gate may suspend or terminate Done-For-You Services where:

  • Fees are unpaid
  • There is material breach of the Agreement
  • Continued delivery would create legal, compliance, or reputational risk

Suspension or termination does not affect outstanding payment obligations.

 

  1. Relationship to the Platform

Done-For-You Services:

  • Do not create any partnership, employment, or agency relationship
  • Do not alter your responsibilities as Platform user
  • May rely on continued Platform access

If Platform access is suspended or terminated, Done-For-You Services may also cease.

 

  1. No Professional Advice

Done-For-You Services may include strategic or technical guidance but do not constitute legal, financial, tax, medical, or regulated professional advice.

You remain responsible for obtaining appropriate professional advice where required.

10. Survival

Sections relating to:

  • Intellectual property
  • Licensing
  • Fees
  • Liability
  • Indemnities

survive termination of the Agreement.

Final Statement

This Agreement represents the entire understanding between you and Guidance Gate Ltd regarding use of the Platform and Services.