Terms & conditions

These terms set out how you may use ACTIVE CRM, what we provide, how your data isprotected and what happens when either of us ends the agreement. Please read themcarefully, particularly clauses 5 (Prohibited Data), 12 (Liability) and Schedule 1 if your firmis regulated by the FCA.

Last updated: 11 October 2026

1. About these terms

1.1 Who we are.
ACTIVE CRM is a trading name of Gary Das Ltd, also trading as Systemise& Scale Consulting, a company registered in England and Wales under company number11072529. Our registered office is 4 The Capricorn Centre, Cranes Farm Road, BasildonSS14 3JJ. We are registered with the Information Commissioner’s Office underregistration number ZA776121. In these terms, “we”, “us” and “our” mean Gary Das Ltd.

1.2 Who you are.
“You” and “your” mean the business that subscribes to ACTIVE CRM. Ifyou accept these terms on behalf of a company or other organisation, you confirm youhave authority to bind it.

1.3 Business use only.
ACTIVE CRM is supplied to businesses only, for use in the course ofa trade, business, craft or profession. It is not supplied to consumers. You confirm you arenot acting as a consumer.

1.4 How the agreement is formed.
The agreement between us starts when you tick toaccept these terms at sign-up, sign an order form, or make your first subscriptionpayment, whichever happens first.

1.5 What makes up the agreement.
The agreement consists of:

1. these terms;
2. the Data Processing Agreement (the “DPA”);
3. Schedule 1 (Regulated Firms), if you are a Regulated Firm; and
4. any order form we both sign.

1.6 If documents conflict.
On data protection matters, the DPA takes priority. If you are aRegulated Firm, Schedule 1 takes priority over the rest of these terms. Otherwise, asigned order form takes priority over these terms, and these terms take priority overanything else.

1.7 Our Privacy Policy.
Our Privacy Policy explains how we use personal data about you,your staff and our website visitors as a controller. It does not form part of the contract.

1.8 The platform we use.
ACTIVE CRM is a white-labelled version of software provided byHighLevel LLC, a subsidiary of GoHighLevel Inc., based in the United States. We provideACTIVE CRM to you under our own agreement with HighLevel. You do not have a contractwith HighLevel through us.

1.9 Changes to these terms.
We may change these terms by giving you at least 30 days’notice by email. If you do not agree to a change, you may end the agreement by givingnotice before the change takes effect, and clause 9.2 will not apply to that notice. We maymake a change on shorter notice where required by law, a regulator or a change inHighLevel’s terms. We will give you as much notice as we reasonably can.

2. Definitions

In these terms:

  • Account means your agency-managed account on ACTIVE CRM, including all sub-accounts we set up for you.
  • AI Features means features of the Platform that use artificial intelligence, includingchatbots, voice agents, content generation and transcription.
  • Authorised Users means your employees, contractors and agents whom you allow touse the Account.
  • Client Data means all data, including personal data, that you or your
  • Authorised Users upload, enter, create, collect or receive through the Platform, including contacts, notes,files, messages and call recordings.
  • Communications Features means SMS, MMS, WhatsApp, email, voice calls, callrecording and other messaging features of the Platform.
  • Data Protection Laws means the UK GDPR, the Data Protection Act 2018, the Privacy and Electronic Communications (EC Directive) Regulations 2003 (“PECR”) and anyother UK law relating to personal data or electronic marketing, each as amended,including by the Data (Use and Access) Act 2025.
  • Exit Window means the 30-day period described in clause 10.1.
    Fees means the Subscription Fee and Usage Charges.
  • HighLevel means HighLevel LLC, GoHighLevel Inc. and their affiliates.
  • Platform means the ACTIVE CRM software, its features and any relatedmobile apps.
  • Prohibited Data has the meaning in clause 5.1.
  • Regulated Firm means a business authorised or registered by the Financial Conduct Authority (“FCA”) or the Prudential Regulation Authority (“PRA”), or an appointedrepresentative of such a business.
  • Services means access to the Platform plus the setup, build, support and coachingservices we provide to you.
  • Subscription Fee means the monthly fee for your Account under clause 8.1.
  • Third-Party Services means services provided by someone other than us, including HighLevel, telecoms carriers, email delivery providers, Meta (for WhatsApp), paymentproviders, AI model providers and any integration you connect.
  • Usage Charges means charges for metered use of the Platform under clause 8.3.

Words such as “including” and “for example” do not limit the words before them. “Writing”includes email.

3. The Services

3.1 What we provide.
We will give you access to the Platform for your Account and providethe setup, build, support and coaching services described on our website or in your orderform. We will provide the Services with reasonable skill and care.

3.2 Availability.
We will use reasonable efforts to keep the Platform available, but we donot guarantee uninterrupted or error-free access. The Platform is hosted and operated byHighLevel, and outages, maintenance and changes made by HighLevel or other Third-Party Services are outside our control. We do not offer a service level or uptime commitment.

3.3 Platform changes.
HighLevel regularly updates the Platform. Features may be added,changed or withdrawn. If a change materially reduces the core CRM functionality you relyon, we will tell you as soon as we reasonably can, and you may end the agreement bynotice without paying the notice period in clause 9.2.

3.4 Backups.
HighLevel keeps rolling database backups for seven days, and some deletedrecords can be recovered from the recycle bin for up to 30 days. These are disasterrecovery measures, not an archive. You are responsible for exporting and keeping yourown copies of any Client Data you need to retain, including for regulatory record-keeping.

3.5 Third-Party Services.
Some features rely on Third-Party Services, which have theirown terms. If you enable an integration, you do so under that provider’s terms, and we arenot responsible for that provider’s acts, omissions or availability.

4. Your Account and responsibilities

4.1 Accurate information.
You must give us complete and accurate information when yousign up and keep it up to date, including a primary contact email address for notices.

4.2 Authorised Users.
You decide who can use your Account and what permissions theyhave. You are responsible for your Authorised Users’ use of the Account and for makingsure they comply with these terms. You must remove access promptly when someoneleaves your business.

4.3 Security.
You must keep login details confidential, require two-factor authenticationfor all Authorised Users, and tell us immediately at support@active-crm.co.uk if yoususpect unauthorised access to your Account.

4.4 Compliance with law.
You are responsible for making sure your use of the Platformcomplies with all laws and regulations that apply to you, including Data Protection Laws,consumer protection law and, if you are a Regulated Firm, the FCA rules.

4.5 Acceptable use.
You must not, and must make sure your Authorised Users do not:
1. use the Platform for anything unlawful, fraudulent, harmful or deceptive;
2. send unsolicited marketing that breaches PECR or other law;
3. upload or send content that is defamatory, harassing, discriminatory, obscene or thatinfringes anyone’s rights;
4. impersonate any person, or misrepresent your identity or your connection with anybusiness;
5. introduce viruses or harmful code, or try to gain unauthorised access to the Platform orany other account;
6. use automated means to scrape, copy or overload the Platform, other than throughHighLevel’s published APIs in line with their terms;
7. resell, sublicense or provide the Platform to third parties outside your own businesswithout our written agreement; or
8. use the Platform in a way that breaches HighLevel’s acceptable use rules or causes usto breach our agreement with HighLevel.

4.6 Fair use.
Your Subscription Fee covers normal business use. If your use is materiallyhigher than other customers on the same plan, or creates costs for us that exceed yourFees, we will contact you to agree an upgrade or reduced usage. If we cannot agree within30 days, either of us may end the agreement by notice.

4.7 Sanctions.
You confirm that you are not a sanctioned person and are not owned orcontrolled by one. You must not use the Platform in or for the benefit of any country orperson subject to UK sanctions.

5. Prohibited Data

5.1 You must not store or process the following in the Platform
(“Prohibited Data”). Thisapplies to every part of the Platform, including contact fields, custom fields, notes, forms,surveys, file uploads, conversations, messages, call recordings and transcripts:
1. payment card data, including full card numbers, expiry dates, security codes (CVV)and PINs;
2. bank and financial account identifiers, including bank account numbers, sort codes,IBANs, investment or pension account numbers, and online banking or other financiallogin credentials;
3. government identifiers, including National Insurance numbers, passport numbers,driving licence numbers and copies of identity documents;
4. special category data under UK GDPR, including data about health, racial or ethnicorigin, political opinions, religious or philosophical beliefs, trade union membership,genetic data, biometric data, sex life or sexual orientation; and
5. criminal offence data, including data about criminal convictions, offences and relatedsecurity measures.

5.2 What you may store.
You may store ordinary personal data and financial informationabout your contacts, such as names, contact details, income, pension values, loanamounts, property values and notes about their financial needs, provided you do solawfully and in line with the DPA.

5.3 Taking payments.
Card payments must be taken only through a payment providerintegrated with the Platform, such as Stripe, so card details are entered into thatprovider’s systems and are never stored in the Platform. If your staff take card paymentsby phone, you must stop call recording while card details are given.

5.4 Why this matters.
HighLevel’s terms prohibit this kind of data, and HighLevel is notcertified to the Payment Card Industry Data Security Standard (PCI DSS). The Platform isnot designed to protect this data to the standard the law requires.

5.5 If Prohibited Data is found.
If you discover Prohibited Data in your Account, you mustdelete it promptly. If we become aware of it, we may ask you to delete it, or delete itourselves after giving you notice where reasonably possible. Storing Prohibited Data is a material breach of these terms.

5.6 Your responsibility.
You are responsible for any Prohibited Data stored in yourAccount and for any loss, fine or claim that results from it, as set out in clause 12.6.

6. Communications Features and AI Features

6.1 You are the sender.
We provide software only. We are not a telecoms provider and donot originate, send or decide the content of any message or call. Every message and callmade through the Platform, whether sent manually or by an automation, is sent by youand at your direction.

6.2 Your compliance responsibilities.
You are responsible for making sure allcommunications comply with the law and with provider rules, including:
1. PECR and UK GDPR rules on electronic marketing, including having valid consent or avalid soft opt-in, and including a working opt-out in every marketing message;
2. checking numbers against the Telephone Preference Service (TPS) and Corporate TPSbefore making marketing calls;
3. Ofcom rules, the rules of telecoms carriers, and sender ID and number registrationrequirements;
4. Meta’s WhatsApp Business policies, including opt-in and template rules;
5. telling people when calls are recorded and why; and
6. if you are a Regulated Firm, the FCA rules on financial promotions, communicationsand record-keeping.

6.3 Phone numbers and sending domains.
Phone numbers and sending domains providedthrough the Platform are supplied by Third-Party Services. They are not your property andmay not be portable. If your Account is paused, suspended or closed, numbers may bereleased and may not be recoverable.

6.4 Carrier and provider action.
Carriers, email providers and Meta may block, filter orsuspend your messages or numbers. We are not responsible for this, but we will help youresolve it where we reasonably can.

6.5 AI Features.
AI Features are switched on as part of our standard setup. You can ask usto switch off any AI Feature at any time. While AI Features are on:

1. Client Data you put into them will be processed by HighLevel’s AI model providers,which may be located outside the UK;
2. AI output can be inaccurate, and you must review it before relying on it or sending it toanyone;
3. you must tell people when they are talking to an AI agent rather than a person; and
4. you are responsible for deciding whether using AI Features is appropriate for yourbusiness, and, if you are a Regulated Firm, for meeting your obligations under the FCA’sConsumer Duty and your own risk assessments.

7. Data protection and confidentiality

7.1 Our roles.
For Client Data, you are the controller and we are your processor. HighLevelis our sub-processor. The DPA sets out how we process Client Data on your behalf andforms part of this agreement.

7.2 We only use Client Data to serve you.
We will use Client Data only to provide theServices, on your documented instructions, and as set out in the DPA. We will not sellClient Data, use it for our own marketing, or use it to build products for others.

7.3 Your responsibilities as controller.
You are responsible for having a lawful basis forcollecting and using Client Data, giving people the privacy information the law requires,handling their data rights requests, and keeping your own privacy notice.

7.4 Where data is stored.
The Platform is hosted by HighLevel in the United States. TheDPA explains the safeguards that apply to that transfer.

7.5 When we access your Account.
Our team will log in to your Account only:
1. when you ask us to, for example for setup, builds, support or coaching;
2. when reasonably necessary to investigate or fix a technical, security or deliverabilityproblem;
3. to check compliance with these terms where we have reasonable grounds to suspect abreach; or
4. where required by law or a regulator.

We will only access what we need for that purpose.

7.6 Who accesses your Account.
Access is limited to our employees and to contractorswe engage, all of whom are bound by confidentiality obligations. Our employees arecurrently based in the UK. If we use a contractor located outside the UK, we will do soonly in line with the DPA, including putting a lawful transfer safeguard in place.

7.7 Usage information.
We may use anonymised, aggregated information about how thePlatform is used, which does not identify you or any individual, to improve our Services.

7.8 Confidentiality.
Each of us will keep the other’s confidential information secret anduse it only for the purposes of this agreement. This does not apply to information that ispublic through no fault of the receiving party, that the receiving party already lawfullyhad, or that must be disclosed by law or a regulator. This clause continues for three yearsafter the agreement ends.

8. Fees and payment

8.1 Subscription Fee.
The Subscription Fee is £150 per month, including VAT at thestandard rate, unless your order form says otherwise. It is billed monthly in advance to thepayment card you give us, through our payment provider Stripe.

8.2 No refunds.
Fees are not refundable, including for partial months, unused features orperiods when you did not use the Platform, except where clause 9.6 applies or the law requires otherwise.

8.3 Usage Charges.
Metered use is charged on top of the Subscription Fee. This includesSMS, MMS, WhatsApp, calls, call recording, email sending, phone numbers, AI Featuresand similar usage. Usage Charges are priced at 1.4 times the base rate charged to us by HighLevel or the relevant provider, and this price includes VAT. Current rates are shown inyour Account. Usage Charges are billed in arrears or deducted from your Account wallet,as shown in your Account.

8.4 Your control over usage.
You control the usage your Account generates, includingthrough automations. You must pay all Usage Charges generated by your Account,including charges caused by an error in your automations or by unauthorised use of yourlogin details.

8.5 Price changes.
We may change the Subscription Fee or Usage Charge rates by givingyou at least 30 days’ notice by email. If you do not accept the change, you may cancelunder clause 9.2 before it takes effect, and you will pay the old price during your noticeperiod. Base rates set by HighLevel, carriers or other providers may change withoutnotice, and Usage Charges will follow those changes.

8.6 Failed payments.
If a payment fails, we will tell you and try again. If any amount is stillunpaid 14 days after we tell you, we may suspend your Account under clause 9.5 until it ispaid. We may charge interest on overdue amounts under the Late Payment of CommercialDebts (Interest) Act 1998.

8.7 Disputing a charge.
If you think a charge is wrong, tell us in writing within 60 days ofthe charge, explaining why. You must pay any part of the charge that is not disputed. Wewill both act in good faith to resolve the dispute promptly, and if the charge was wrong wewill correct or credit it.

9. Term, cancellation and termination

9.1 Rolling monthly term.
The agreement continues month to month until either of us endsit under this clause 9. There is no minimum term unless your order form says otherwise.

9.2 Cancelling.
You may cancel at any time by giving us at least 30 days’ written notice byemail to support@active-crm.co.uk. The agreement ends 30 days after we receive yournotice. You must pay any Subscription Fee that falls due during the notice period and allUsage Charges up to the end date. We will confirm receipt of your notice by email.

9.3 Our right to end the agreement on notice.
We may end the agreement for any reasonby giving you at least 60 days’ written notice. If you are a Regulated Firm, the notice period is 90 days.

9.4 Ending the agreement immediately.
Either of us may end the agreement immediatelyby written notice if the other:

1. commits a material breach that cannot be remedied, or does not remedy a materialbreach within 14 days of being asked to; or
2. becomes insolvent, enters administration, liquidation or any arrangement withcreditors, or stops trading.

We may also end the agreement immediately by written notice if you fail to pay anyamount within 30 days of the due date, if HighLevel ends or suspends our ability toprovide your Account, or if continuing would cause us to break the law.

9.5 Suspension.
We may suspend all or part of your Account, including CommunicationsFeatures, if:

1. you have not paid an amount 14 days after we told you it was overdue;
2. we reasonably believe your use breaches clause 4.5, clause 5 or the law;
3. a carrier, HighLevel, Meta or a regulator requires it; or
4. it is reasonably necessary to protect the security of the Platform, other customers orthe people whose data you hold.

We will tell you why, before suspending where reasonably possible, and restore access assoon as the issue is resolved. Suspension caused by your breach does not stop theSubscription Fee being payable.

9.6 Refund if we are at fault.
If you end the agreement under clause 9.4 because of ourmaterial breach, or we end it under clause 9.3, we will refund any Subscription Fee youhave prepaid for the period after the agreement ends.

10. Leaving ACTIVE CRM

10.1 Exit Window.
When the agreement ends for any reason, you will have 30 days fromthe end date (the “Exit Window”) to retrieve your data. During the Exit Window you can:
1. export your data using the export tools in the Platform; and/or
2. transfer your account to HighLevel by asking us in writing to transfer your sub-account to a HighLevel account held in your own name.

If we end the agreement because of your breach of clause 4.5 or clause 5, we may keepCommunications Features switched off during the Exit Window, but you will still be ableto export your data or transfer your account.

10.2 Account transfers.
We transfer accounts only directly to a HighLevel account in yourname. We do not transfer accounts to another agency or reseller. To transfer, you mustopen your own HighLevel account, accept HighLevel’s terms and pay HighLevel directlyfrom the transfer date. Some items may not transfer or may need reconnecting, includingphone numbers, integrations, sending domains and payment connections. We do notcharge for a standard transfer.

10.3 After the Exit Window.
We will delete your Account and Client Data within 60 daysafter the Exit Window ends. Copies in HighLevel’s backups are overwritten in line withHighLevel’s normal backup cycle. We may keep data where the law requires us to, and wewill keep our own billing records as the law requires. On request, we will confirm in writingwhen deletion is complete.

10.4 Your responsibility to retrieve data.
It is your responsibility to export or transfer anyClient Data you need before the Exit Window ends. After it ends, we cannot guaranteedata can be recovered.

10.5 What survives.
Clauses that by their nature should continue after the agreementends will continue, including clauses 5.6, 7.8, 8, 10, 11, 12 and 13.

11. Intellectual property

11.1 The Platform.
The Platform software is owned by HighLevel and its licensors. TheACTIVE CRM name, branding and website are owned by us. We grant you a non-exclusive,non-transferable licence to use the Platform for your own business during the agreement. You receive no other rights in the Platform.

11.2 Your data stays yours.
You own all Client Data and all content you supply, such as yourlogos, copy, images and website content. You give us a licence to host, copy, process anddisplay it only as needed to provide the Services and as permitted by the DPA. This licence ends when we delete your data under clause 10.3.

11.3 Your content.
You confirm you have the right to use all content you supply and thatour use of it to provide the Services will not infringe anyone’s rights.

11.4 Our build materials.
We own the templates, snapshots, workflows, funnels, scriptsand training materials we create, including those we build for you (“Build Materials”),unless your order form says otherwise. During the agreement you may use Build Materialsfor your own business. If you transfer your account to HighLevel under clause 10.2, youmay keep using the Build Materials in that account for your own business. You must notcopy, sell or share Build Materials with others as templates or snapshots.

11.5 Feedback.
If you give us suggestions or feedback about the Services, we may usethem freely without paying you. This does not give us any rights in your Client Data.

12. Liability

12.1 What we do not limit.
Nothing in this agreement limits or excludes either party’s liability for:

1. death or personal injury caused by negligence;
2. fraud or fraudulent misrepresentation;
3. any other liability that cannot be limited or excluded by law; or
4. your obligation to pay the Fees.

12.2 Losses neither of us is liable for.
Subject to clause 12.1, neither of us is liable to theother for loss of profits, revenue, business, contracts, goodwill or anticipated savings, orfor any indirect or consequential loss.

12.3 Cap on our liability.
Subject to clause 12.1, our total liability to you for all claims arisingout of or in connection with this agreement, including the DPA, in each 12-month periodstarting on the date the agreement begins, whether in contract, tort (includingnegligence), breach of statutory duty or otherwise, is limited to the greater of £5,000 andthe total Fees you paid us in the 12 months before the event giving rise to the claim.

12.4 What we are not responsible for.
Subject to clause 12.1, we are not liable for losscaused by:

1. failures, outages or changes of HighLevel or other Third-Party Services that are outside our reasonable control;
2. loss or corruption of data caused by you, your Authorised Users or your automations,or by your failure to keep your own copies under clause 3.4;
3. Prohibited Data stored in your Account;
4. the content, timing or lawfulness of communications sent from your Account; or
5. your reliance on AI Features output without reviewing it.

12.5 Excluded terms.
We will provide the Services with reasonable skill and care. All otherterms implied by law, including terms about fitness for a particular purpose, are excludedto the extent the law allows.

12.6 Your indemnity.
You will compensate us for all losses, fines, penalties and reasonablelegal costs we incur as a result of a claim by a third party, or action by a regulator orcarrier, to the extent caused by:

1. communications sent from your Account that breach the law or provider rules;
2. Prohibited Data stored in your Account;
3. your breach of Data Protection Laws as controller; or
4. content you supplied infringing someone else’s rights.

We will tell you promptly about any such claim, let you take control of defending it at yourcost, not settle it without your agreement (which you will not unreasonably withhold), andtake reasonable steps to reduce our losses.

12.7 Time limit for claims.
A claim under this agreement must be started within two yearsof the date the claimant became aware, or ought reasonably to have become aware, of thefacts giving rise to it. This does not apply to claims for unpaid Fees or to liabilities underclause 12.1.

13. General

13.1 Service complaints.
If you are unhappy with our Services, email support@active-crm.co.uk. We will acknowledge your complaint within five business days and aim to giveyou a full response within 14 days. Complaints about how we handle personal data aredealt with under our Privacy Policy.

13.2 Resolving disputes.
If a dispute arises, either party may give the other written noticeof it, and senior representatives of each party will try to resolve it within 28 days. If theycannot, either party may refer the dispute to mediation under the CEDR Model MediationProcedure, with the mediator nominated by CEDR, starting within 15 business days of thereferral. If mediation does not resolve the dispute, or a party will not take part, eitherparty may go to court. Nothing in this clause stops either party seeking urgent court relief.

13.3 Law and jurisdiction.
This agreement and any dispute or claim arising out of or inconnection with it are governed by the law of England and Wales. The courts of Englandand Wales have exclusive jurisdiction.

13.4 Notices.
Notices under this agreement must be sent by email. Notices to us go tosupport@active-crm.co.uk. Notices to you go to the primary contact email address onyour Account. An email notice is treated as received when sent, or, if sent outsidebusiness hours (9am to 5pm, Monday to Friday, excluding UK bank holidays), at 9am onthe next business day. A notice is not received if the sender gets a delivery failuremessage.

13.5 Events outside our control.
Neither party is liable for delay or failure caused byevents outside its reasonable control, including outages of HighLevel or cloud hostingproviders, telecoms failures, cyber attacks despite reasonable precautions, powerfailures, government action, pandemic, fire, flood or war. The affected party must tell theother promptly and take reasonable steps to limit the effect. If the event continues formore than 30 days, either party may end the agreement by notice.

13.6 Transfer of the agreement.
You may not transfer this agreement without our writtenconsent, which we will not unreasonably withhold. We may transfer it to a buyer of all orpart of our business, provided we tell you and your rights are not reduced. If you do notagree to the transfer, you may end the agreement by notice within 30 days of being told.

13.7 Subcontracting.
We may use subcontractors to help provide the Services, but weremain responsible for their work.

13.8 Whole agreement.
This agreement is the entire agreement between us about itssubject matter and replaces any earlier discussions or understandings. Each partyconfirms it has not relied on any statement not set out in this agreement. This does notlimit liability for fraudulent misrepresentation.

13.9 Other terms.
If any part of this agreement is found to be unenforceable, the rest remains in force.

  • A delay in enforcing a right does not waive it.
  • No one other than you and us has any right to enforce this agreement under theContracts (Rights of Third Parties) Act 1999.
  • Nothing in this agreement creates a partnership, agency or employment relationshipbetween us.
  • This agreement can only be changed under clause 1.9 or in a document signed by both parties.


13.10 Security warning.

We will never ask you for your password by email, phone ormessage. If you receive a request that appears to come from us asking for your password,do not respond and tell us at support@active-crm.co.uk.

Schedule 1: Regulated Firms

This Schedule applies only if you are a Regulated Firm. It adds to the rest of these termsand takes priority over them if they conflict.

S1.1 Telling us your status.
You must tell us at sign-up if you are a Regulated Firm, and tellus promptly if that changes.

S1.2 Your regulatory obligations stay with you.
Using our Services does not transfer anyof your regulatory obligations to us. You are responsible for deciding whether our Servicesamount to outsourcing of a critical or important function under the FCA Handbook(including SYSC 8), or support one of your important business services, and for carryingout your own due diligence, risk assessment and ongoing oversight.

S1.3 Information for due diligence.
On request, we will give you the information youreasonably need for your due diligence and oversight. This includes a description of theServices, our security and data protection arrangements, our current sub-processor list,and HighLevel’s published assurance materials, such as its SOC 2 Type II report andISO/IEC 27001 certificate, to the extent HighLevel makes them available to us.

S1.4 Access for you, your auditors and regulators.
We will give you, your auditors, theFCA, the PRA and anyone appointed by them effective access to information, records,staff and our business premises relating to the Services, as needed for you to meet yourregulatory obligations. Access will be on reasonable notice and during business hours,except where a regulator requires otherwise. We will cooperate promptly and fully withany regulator acting in relation to you.

S1.5 Audit frequency and cost.
You may carry out one audit in any 12-month period, plusadditional audits after a security incident affecting your data or where a regulatorrequires it. Regulator access is free of charge. For your own audits, we will provide up toone business day of staff time free of charge, and further time at our standard rates,which we will agree with you in advance.

S1.6 Limits relating to HighLevel.
HighLevel hosts and operates the Platform. We cannotgive you or a regulator direct access to HighLevel’s premises, systems or staff. We will usereasonable efforts to obtain from HighLevel any information you or a regulator reasonablyrequest. You should take this into account in your risk assessment.

S1.7 Notification.
We will tell you promptly about:
1. any development that could materially affect our ability to provide the Services;
2. any personal data breach affecting your Client Data, in line with the DPA;
3. any planned change of sub-processor, in line with the DPA;
4. any notice from HighLevel ending or suspending our ability to provide your Account; and
5. any change of control of Gary Das Ltd.

S1.8 Business continuity.
The Platform’s resilience and disaster recovery are provided byHighLevel. On request, we will give you HighLevel’s published information on its backupand recovery arrangements. You should include the Platform in your own businesscontinuity planning and take regular exports of the Client Data you rely on.

S1.9 Record-keeping.
The Platform is not a regulatory record-keeping or archiving system.If you are required to keep records, including recordings of calls, electroniccommunications, records of advice and records of marketing consent, you must makesure they are captured and kept in a system that meets your obligations for the requiredperiod. Do not rely on the Platform’s backups or data retention to meet these obligations.

S1.10 Financial promotions and Consumer Duty.
You are responsible for approving anyfinancial promotion sent through the Platform, and for making sure your communicationsand automations support good outcomes for your customers under the Consumer Duty.

S1.11 Notice period and exit support.
Our notice period to end the agreement forconvenience is 90 days, as set out in clause 9.3. During any notice period and the ExitWindow, we will give you reasonable help to export your Client Data in standard formatsor transfer your account to HighLevel under clause 10.2. If you need longer than the ExitWindow to complete an orderly exit, we will extend it by up to 60 days on request, at theSubscription Fee for the extended period.

S1.12 Regulator direction.
If the FCA or PRA directs you to stop using our Services, youmay end the agreement immediately by written notice. You will not have to pay anySubscription Fee for the period after the end date.