Referral Fuel Terms of Service (UK)

1. About us

1.1 Operator

The Services are operated by Mas & Pas Limited Company number 11130731 trading as Referral Fuel (together referred to in these Terms as Referral Fuel). Our registered office address is: First Floor Office, 3 Hornton Place, London, United Kingdom, W8 4LZ.

1.2 Contact

You can contact us at info@referralfuel.co.

1.3 Other documents

These Terms incorporate by reference (and you agree to comply with) the following documents, each as updated from time to time:

• our Privacy Policy;
• our Cookie Policy;
• our Acceptable Use Policy (AUP);
• our Data Processing Addendum (DPA) (where we process personal data on behalf of a Business Customer).

If there is any conflict between these Terms and the AUP, the AUP prevails for acceptable use matters. If there is any conflict between these Terms and the DPA, the DPA prevails for data processing matters.

2. Definitions

In these Terms:

• Account means a registered account for the Services.
• Business Customer means the person or organisation that creates an Account and/or pays for a subscription.
• Consumer means an individual acting for purposes wholly or mainly outside their trade, business, craft or profession.
• Authorised Users means employees, contractors, agents or other users that a Business Customer permits to access its Account.
• Customer Content means any content, materials, data, text, images, code, copy, email templates, landing pages, forms, reward rules, and other materials submitted to or generated through the Services by or on behalf of a Business Customer.
• Contact Data means personal data relating to Subscribers or contacts uploaded, imported, synced or otherwise processed through the Services (including email addresses and related attributes).
• Referral Programme means the set of rules, eligibility criteria, reward logic and disclosures defined by a Business Customer for its referral activity.
• Rewards means any incentive, benefit or item offered by a Business Customer to Referrers or Subscribers.
• Supplemental Terms means additional terms, policies, guidelines or product-specific terms that apply to particular features.
• Hosted URL means any Referral Fuel-hosted URL, subdomain, domain, link, landing page URL, or similar address we provide for use with the Services.

Headings are for convenience only and do not affect interpretation.

3. Acceptance, eligibility and capacity

3.1 Binding agreement

By using the Services, you confirm that you have read, understood and agree to be bound by these Terms.

3.2 Business use and authority

If you use the Services on behalf of a company, organisation or other entity, you represent and warrant that you have authority to bind that entity, and "you" includes both you and that entity.

3.3 Age

You must be at least 18 years old to create an Account or to act as a Business Customer or Authorised User.

3.4 Consumers

If you are a Subscriber, Referrer, Referred Visitor or Visitor, you generally use the Services without payment and without an Account. Some provisions apply specifically to Business Customers; others apply to all users. Nothing in these Terms removes or limits any consumer rights that cannot be excluded under applicable law.

4. Changes to the Services and to these Terms

4.1 Service changes

We may add, remove, modify or suspend any part of the Services at any time, including features, content, limits, technical methods, and eligibility requirements. We may do so to maintain security, comply with law, respond to risk, improve performance, or for operational reasons.

4.2 Changes to Terms

We may update these Terms from time to time. Where appropriate, we will provide notice by updating the "Last updated" date and/or by other reasonable means. Your continued use of the Services after the effective date of changes constitutes acceptance of the updated Terms.

4.3 Supplemental Terms

Certain features may be subject to Supplemental Terms. If you use those features, the relevant Supplemental Terms form part of your agreement with us.

4.4 Beta features

Certain features may be designated as beta, preview or experimental. Such features are provided "as is", may change or be withdrawn at any time, and may be subject to additional limitations or risks.

4.5 Availability and maintenance

We do not guarantee uninterrupted availability of the Services. We may suspend or restrict access for maintenance, updates, security reasons or operational needs, with or without notice.

5. Accounts and account security

5.1 Account registration

To access certain features, you must create an Account. You agree to provide accurate, current and complete information and to keep it updated.

5.2 Security

You are responsible for safeguarding your login credentials and for all activity that occurs under your Account, whether or not authorised by you.

5.3 Authorised Users

Business Customers are responsible for ensuring Authorised Users comply with these Terms and the AUP. Any breach by an Authorised User will be treated as a breach by the Business Customer.

5.4 Access controls

We may implement security controls and may require additional verification. You must not attempt to circumvent security measures or gain unauthorised access.

5.5 Account identifiers

We may change, reclaim or require changes to account names, programme names, sender identifiers, subdomains or similar identifiers where we reasonably believe they infringe third-party rights, mislead users, create deliverability or compliance risk, or are otherwise inappropriate.

6. Your use of the Services

6.1 Permitted use

You may use the Services only for lawful purposes and in accordance with these Terms, the AUP and applicable law.

6.2 Prohibited use

You must not (and must not attempt to):

• use the Services in any way that is unlawful, fraudulent, misleading, defamatory, obscene, harassing, hateful, discriminatory or otherwise objectionable;
• send spam, unsolicited bulk communications, chain letters, pyramid schemes or otherwise violate marketing laws;
• upload or use purchased, rented, scraped or unlawfully obtained lists;
• interfere with the operation of the Services, including by introducing malware, probing, scanning, or stress testing without authorisation;
• reverse engineer, decompile, disassemble, copy, modify, create derivative works of, or otherwise attempt to discover source code or underlying ideas (except to the extent such restrictions are prohibited by law);
• access the Services via automated means to extract data or content (scraping), except where explicitly permitted in writing;
• impersonate any person or entity or misrepresent affiliation;
• bypass or attempt to bypass suppression lists or unsubscribe mechanisms.

6.3 Compliance with law

You are solely responsible for ensuring your use of the Services complies with all applicable laws, including (as applicable) UK GDPR, PECR, the Consumer Protection from Unfair Trading Regulations 2008, ASA/CAP Code guidance, and any sector-specific requirements.

6.4 Sanctions and export controls

You represent and warrant that you are not subject to, nor owned or controlled by any person subject to, any applicable trade sanctions or export restrictions and that you will not use the Services in violation of any applicable sanctions, export control or trade compliance laws.

7. Email sending, deliverability and list obligations (Business Customers)

This section applies specifically to Business Customers.

7.1 Your legal responsibility

You represent and warrant that you have a lawful basis and all necessary rights, permissions and notices to upload, store and process Contact Data and to send emails to Subscribers through the Services.

7.2 No unlawful lists

You must not upload or use lists obtained by scraping, harvesting, renting, purchasing, co-registration without clear disclosure, or otherwise without valid consent or another lawful basis.

7.3 Maximum send frequency

Unless agreed otherwise in writing, each Business Customer Account is limited to no more than two (2) marketing emails per day.

7.4 System and operational emails

The Services may also send operational and system emails in connection with use of the Services, including (without limitation) referral confirmations, reward notifications, security alerts, deliverability notices, and account administration messages.

7.5 Unsubscribe and suppression

We enforce suppression at platform level for unsubscribes, bounces and complaints. You must not attempt to circumvent, override or bypass suppression, including by re-uploading suppressed addresses or using workarounds.

7.6 Sender identification and content

You are responsible for ensuring all messages and landing pages include legally required information (including sender identity and an unsubscribe mechanism where required) and do not contain misleading or unlawful claims.

7.7 Deliverability

Deliverability depends on factors outside our control (recipient engagement, content, domain reputation, third-party filtering, mailbox provider rules and more). We do not guarantee deliverability, inbox placement, open rates, click-through rates or any other performance outcomes.

7.8 Complaints and enforcement

We may monitor aggregate deliverability signals and may impose restrictions, suspensions or termination where we reasonably believe your activity risks harm to recipients, our reputation, our deliverability, or third parties.

7.9 List standards and certification

Where you upload or import Contact Data (including via CSV), you must certify on request that the contacts were collected in accordance with these Terms and applicable law, and in accordance with any additional list standards we publish from time to time (including opt-in requirements).

7.10 Proof of permission

You must maintain, and provide to us on request, reasonable evidence of your lawful basis (and where applicable, consent records) for Contact Data you upload or use with the Services.

7.11 Compliance checks and audits

We may request information and documentation reasonably necessary to verify your compliance with these Terms (including list sourcing and consent records). You agree to cooperate promptly and accurately.

8. Referral tracking, attribution, cookies and fraud

8.1 Tracking methods

Referral attribution may rely on cookies, local/session storage, URL parameters, device identifiers and similar technologies. Tracking is probabilistic and may be affected by user settings, browsers, ad blockers, device changes, privacy tools or legal requirements.

8.2 No guarantee of attribution

We do not guarantee that referrals, conversions or Rewards will be correctly tracked or attributed in every case.

8.3 Cookie consent and notices

Business Customers are responsible for ensuring that landing pages, forms and referral flows comply with applicable cookie and marketing laws (including PECR). Where required by law, you must ensure appropriate notices and consent mechanisms are in place.

8.4 Business Customer instruction and risk allocation

Where a Business Customer configures or instructs the Services (or implements a landing page experience) such that non-essential tracking technologies are set prior to obtaining any consent required under applicable law, the Business Customer represents and warrants that it has all necessary rights, notices and lawful bases to do so and that such configuration complies with all applicable laws, regulations and guidance. The Business Customer accepts all associated regulatory, civil and reputational risk and agrees to indemnify us in accordance with Section 20.

8.5 Referral disclosures

Business Customers are responsible for making appropriate disclosures to Referrers, Subscribers and Visitors about referral incentives and any material connection, where required by law or applicable standards.

8.6 Fraud and abuse controls

We may (in our discretion) investigate, withhold, reverse, adjust or void referral credits, attribution events or related records where we suspect fraud, manipulation, self-referrals, bot traffic, fake sign-ups, abuse of incentives, breach of a Referral Programme, breach of the AUP or breach of these Terms.

9. Landing pages, referrals and third-party relationships

9.1 Platform neutrality

Referral Fuel provides infrastructure and tooling. We do not sell, supply or fulfil Rewards and we do not act as merchant of record or agent for any Business Customer.

9.2 No responsibility for Business Customer offers

Any Referral Programme, Rewards, products, services, or content presented on a landing page are the responsibility of the relevant Business Customer. We do not warrant that any Reward will be delivered or that any offer is lawful or accurate.

9.3 Disputes between users

Any dispute between a Business Customer and any Subscriber, Referrer, Referred Visitor or Visitor (including disputes about Rewards, eligibility, fulfilment, taxes, or marketing practices) is strictly between those parties. We accept no liability for and disclaim all responsibility in connection with such disputes.

9.4 No endorsement

References to third parties (including Business Customers) do not constitute endorsement by us.

9.5 No partnership or agency

Nothing in these Terms is intended to, or shall be deemed to, establish any partnership, joint venture, agency, fiduciary or employment relationship between you and us, nor authorise either party to act on behalf of the other. You acknowledge that we act solely as a provider of technical infrastructure and services and do not act as agent, intermediary, trustee or fiduciary for any Business Customer or any other user.

9.6 Hosted URLs

We grant you a limited, revocable, non-transferable, non-sublicensable licence to use any Hosted URL solely in connection with your use of the Services and in compliance with these Terms and the AUP. We may change, suspend or withdraw a Hosted URL at any time for operational, security, legal or compliance reasons. You have no ownership rights in any Hosted URL or our underlying domains.

9.7 Promotions

Referral Programmes, giveaways, contests, draws, surveys or similar promotions made available through the Services may be subject to additional rules set by the Business Customer and/or by us (as applicable). If such rules conflict with these Terms, the promotion-specific rules will govern for that promotion.

9.8 Changes to Rewards and Referral Programmes

Business Customers may change, suspend or withdraw a Referral Programme or any Rewards at any time (subject to applicable law and their own terms and disclosures). Referral Fuel has no responsibility or liability for any such changes, or for any resulting disputes or claims.

10. Fees, subscriptions, trials and billing (Business Customers)

10.1 Plans and pricing

Pricing and plan details are set out at checkout, within the Services, or in an order form. You agree to pay all applicable fees.

10.2 Payment processor

Payments are processed by Stripe. You authorise us and Stripe to charge your selected payment method for fees, taxes and any applicable charges.

10.3 Automatic renewal

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

10.4 Trials

We may offer free trials. Unless cancelled before the trial ends, the subscription will convert to a paid subscription and fees will be charged.

10.5 Taxes

Fees are exclusive of taxes unless stated otherwise. You are responsible for all applicable taxes (including VAT where applicable).

10.6 No refunds

Fees are non-refundable except where required by law or expressly stated in writing.

10.7 Non-payment

If payment fails or is overdue, we may suspend or restrict access until amounts due are paid.

10.8 Price changes

We may change fees and plan pricing from time to time. Any fee change will take effect at the start of your next billing period (renewal) or as otherwise stated at the time of the change, and we will provide reasonable notice where required by law. If you do not agree to a fee change, you must cancel before the new fees take effect.

10.9 Payment method updates

Your payment provider may provide us (or our payment processor) updated card or payment method details. We may use updated details to help prevent interruption to the Services, subject to applicable law and the payment processor's terms.

11. Customer Content and licences

11.1 Ownership

As between you and us, you retain ownership of Customer Content.

11.2 Licence to us

You grant us and our service providers a worldwide, non-exclusive, royalty-free licence to host, process, transmit, display, reproduce and otherwise use Customer Content solely to provide, secure and improve the Services, prevent abuse, and comply with legal obligations.

11.3 Your warranties

You represent and warrant that you own or have all necessary rights to Customer Content and that its use within the Services does not infringe any third-party rights or breach any law.

11.4 Removal

We may remove or disable access to Customer Content where we reasonably believe it breaches these Terms, the AUP, or applicable law, or creates risk for us or others.

11.5 No duty to monitor

We do not review, monitor, pre-approve or moderate Customer Content, Referral Programmes, emails, landing pages or Rewards, and we have no obligation to do so. Our failure to detect or act on any unlawful, misleading or non-compliant content does not constitute approval and does not give rise to any liability.

11.6 Aggregated and anonymised data

We may generate aggregated and/or anonymised data and statistics derived from use of the Services, including from Customer Content and usage data, provided that such data does not identify you, your Authorised Users, or any individual Subscriber. We may use such aggregated and/or anonymised data to operate, analyse, improve and develop the Services and our other products and services.

12. Intellectual property

12.1 Our IP

We own (or license) all intellectual property rights in the Services, including software, design, branding, and documentation, excluding Customer Content.

12.2 Licence to you

We grant you a limited, non-transferable, non-sublicensable, revocable licence to access and use the Services during the term of your subscription (or for free users, during availability), in accordance with these Terms.

12.3 Restrictions

You must not copy, modify, create derivative works, distribute, sell, lease, or otherwise exploit the Services except as expressly permitted.

12.4 Feedback

If you provide feedback or suggestions, you grant us a perpetual, irrevocable, worldwide, royalty-free licence to use, implement and commercialise that feedback without restriction.

13. Third-party services and dependencies

13.1 Service providers

The Services may rely on third-party infrastructure and providers, including AWS (hosting), Stripe (payments), and Mailgun (email delivery). We may change or add providers from time to time.

13.2 Third-party terms

Your use of third-party services may be subject to their terms. We are not responsible for third-party services, outages, acts or omissions, except to the extent required by law.

13.3 Integrations

If you connect third-party tools, you are solely responsible for enabling and configuring those integrations and for compliance with their terms.

13.4 Subcontracting

We may subcontract, delegate or otherwise perform any of our obligations under these Terms through affiliates or third-party service providers, provided that this does not relieve us of our obligations under these Terms where such obligations cannot lawfully be excluded.

14. Confidentiality

14.1 Confidential information

Each party may receive the other's confidential information. You must keep confidential information confidential and use it only to perform obligations or exercise rights under these Terms.

14.2 Exceptions

Confidentiality obligations do not apply to information that is public (other than through breach), independently developed, lawfully received from a third party, or required to be disclosed by law (provided reasonable notice is given where lawful).

15. Security

15.1 Security measures

We implement reasonable technical and organisational measures designed to protect the Services. However, no system is completely secure.

15.2 Your responsibilities

You must implement appropriate safeguards for your own systems and devices and maintain backups of your Customer Content.

15.3 Incidents

Where we process personal data as a processor, incident handling and notification are governed by the DPA.

16. Suspension and termination

16.1 Suspension by us

We may suspend, restrict or disable access to the Services immediately where we reasonably believe there has been:

• a breach of these Terms or the AUP;
• non-payment;
• fraud, abuse, or security risk;
• legal or regulatory risk;
• activity likely to harm deliverability, platform reputation, recipients, or third parties.

16.2 Termination by you

Business Customers may cancel their subscription in the Services. Cancellation takes effect at the end of the current billing period unless stated otherwise.

16.3 Termination by us

We may suspend or terminate your access to the Services, in whole or in part, at any time and for any reason, with immediate effect, including (without limitation) where we reasonably suspect fraud, abuse, suspicious or anomalous behaviour, deliverability risk, compliance risk, reputational risk, breach of these Terms, breach of the Acceptable Use Policy, or breach of applicable law. Where we terminate your access, subscription charges will cease from the effective date of termination, without prejudice to any fees, charges or liabilities accrued prior to termination, and without affecting any rights or remedies that have already arisen.

16.4 Effect of termination

On termination:

• your licence to use the Services ends immediately;
• we may delete or anonymise Customer Content and related data in accordance with our Privacy Policy and DPA, subject to legal retention obligations;
• amounts owed remain payable.

16.5 Force majeure

We shall not be liable for any failure or delay in the performance of our obligations under these Terms to the extent caused by events beyond our reasonable control, including (without limitation) acts of God, fire, flood, epidemic or pandemic, war, terrorism, civil unrest, strikes or labour disputes, failure of utilities or telecommunications networks, failure of internet or hosting infrastructure, regulatory action, or the acts or omissions of third-party service providers.

16.6 Survival

Any provision of these Terms which by its nature is intended to survive termination or expiry shall survive, including (without limitation) provisions relating to intellectual property, confidentiality, disclaimers, limitation of liability, indemnities, data protection, governing law and jurisdiction.

17. Disclaimers

17.1 As-is and as-available

To the fullest extent permitted by law, the Services are provided on an "as is" and "as available" basis.

17.2 No warranties

We disclaim all warranties and representations, whether express, implied or statutory, including implied warranties of merchantability, fitness for purpose, accuracy, non-infringement and availability.

17.3 No advice

We do not provide legal, tax, regulatory, marketing or deliverability advice. You are responsible for obtaining professional advice where needed.

18. Limitation of liability

18.1 Nothing in these Terms excludes or limits liability for:

• death or personal injury caused by negligence;
• fraud or fraudulent misrepresentation;
• any other liability that cannot be excluded or limited by law.

18.2 Business Customers (maximum protection)

If you are a Business Customer or Authorised User, then to the fullest extent permitted by law:

• we are not liable for indirect, consequential or special loss, loss of profit, revenue, savings, goodwill, business interruption, loss of data, reputational loss, or third-party claims arising out of or in connection with the Services;
• we are not liable for deliverability outcomes, suppression impacts, blacklisting, mailbox filtering, or the consequences of your content, list practices, or campaigns;
• our total aggregate liability arising out of or in connection with the Services is capped at the fees you paid to us in the 3 months immediately preceding the event giving rise to the claim.

18.3 Consumers

Where the Services are provided to a Consumer free of charge, we shall have no liability to that Consumer other than for liability which cannot be excluded or limited under applicable law. In particular, we are not responsible to Consumers for the acts or omissions of Business Customers, including any failure to provide Rewards or comply with law.

18.4 Basis of the bargain

You acknowledge that the limitations in these Terms reflect the allocation of risk and form an essential basis of the agreement.

18.5 Time limit for claims

To the fullest extent permitted by law, any claim or action arising out of or in connection with these Terms or the Services must be commenced within twelve (12) months of the date on which the cause of action arose. Any claim not brought within that period shall be permanently barred.

19. Release and disputes between users

19.1 Release

To the fullest extent permitted by law, you release us from any claims arising out of disputes between users, including disputes between Business Customers and Subscribers/Referrers/Visitors regarding Rewards, eligibility, fulfilment, content, or compliance.

19.2 No liability for third parties

We do not accept responsibility for the acts or omissions of Business Customers, Subscribers, Referrers, Referred Visitors, or any other third party.

20. Indemnity (Business Customers and Authorised Users)

20.1 Your indemnity

To the fullest extent permitted by law, you agree to indemnify, defend and hold harmless Referral Fuel, our directors, officers, employees, contractors, affiliates, licensors and service providers from and against all claims, demands, losses, liabilities, damages, fines, penalties, costs and expenses (including reasonable legal fees) arising out of or in connection with:

• your or your Authorised Users' access to or use of the Services;
• Customer Content, campaigns, landing pages, forms, Reward rules and Referral Programme design;
• your handling of Contact Data and your compliance (or non-compliance) with UK GDPR, PECR and other applicable laws;
• complaints, enforcement action, investigations or claims by Subscribers, Referrers, Referred Visitors, Visitors, mailbox providers, regulators (including the ICO), or other third parties;
• any instruction or configuration by you that results in cookies or tracking being set contrary to applicable law or guidance;
• your breach of these Terms or the AUP;
• your infringement or alleged infringement of third-party rights.

20.2 Control of defence

We may, at our option, control the defence and settlement of any claim subject to indemnity. You must cooperate as reasonably requested.

21. Data protection

21.1 Privacy Policy

Our collection and use of personal data as a controller is described in our Privacy Policy.

21.2 Processor role for Business Customers

Where we process Contact Data on behalf of a Business Customer, the DPA applies and forms part of these Terms.

21.3 Business Customer obligations

Business Customers are responsible for providing appropriate notices to Subscribers and for responding to data subject requests where required.

22. Communications

22.1 Electronic communications

By using the Services, you consent to receive communications from us electronically (including email and in-product notices) relating to your use of the Services, updates, security, billing, and service administration.

22.2 Marketing

Where required by law, we will obtain consent before sending marketing communications about our own products and services.

23. Notices

23.1 How we give notices

We may provide notices by email, within the Services, or by posting notices on our website.

23.2 How you give notices

You may give notices to us by email at info@referralfuel.co. We may require additional information to verify identity or authority.

24. Assignment

24.1 Our assignment

We may assign, novate or otherwise transfer our rights and obligations under these Terms, in whole or in part, including in connection with a merger, acquisition, corporate reorganisation, sale of assets, insolvency, administration or similar proceedings.

24.2 Your assignment

You may not assign or transfer your rights or obligations without our prior written consent.

25. Severability and waiver

25.1 Severability

If any provision is held unlawful or unenforceable, the remainder remains in full force and effect.

25.2 Waiver

Any failure to enforce a provision is not a waiver of that provision.

26. Entire agreement

These Terms (together with the documents incorporated by reference) constitute the entire agreement between you and us regarding the Services and supersede all prior agreements and understandings.

26.1 No third-party rights

These Terms are made solely for the benefit of you and us. No person who is not a party to these Terms shall have any rights to enforce any term of these Terms, whether under the Contracts (Rights of Third Parties) Act 1999 or otherwise.

26.2 Reservation of rights

All rights not expressly granted to you under these Terms are reserved by us.

26.3 Electronic agreement

These Terms may be entered into electronically (including by clicking to accept or by use of the Services) and shall have the same legal effect as a written and signed agreement.

27. Governing law and jurisdiction

27.1 Governing law

These Terms and any dispute or claim arising out of or in connection with them (including non-contractual disputes) are governed by the laws of England and Wales.

27.2 Courts

Subject to mandatory rights that cannot be excluded, the courts of England and Wales have exclusive jurisdiction.

Schedule 1 – User-type clarification (non-exhaustive)

A. Business Customers and Authorised Users use the Services to create and run referral programmes, send emails, and host landing pages. They bear primary compliance obligations.

B. Subscribers receive communications from Business Customers and may interact with landing pages. Their relationship regarding Rewards and programme rules is with the Business Customer.

C. Referrers and Referred Visitors interact with referral links and tracking. Rewards, if any, are offered by the Business Customer, not Referral Fuel.

D. Visitors may browse our site and hosted pages. Their access is subject to these Terms, our Privacy Policy and Cookie Policy.