Terms & Conditions

1. Agreement to Terms

These Terms and Conditions (the “Terms”) form a legally binding agreement between you and Vereon (“Vereon”, “we”, “us”, “our”) and govern your access to and use of Morph, our data-pipeline platform, together with any related websites, applications and services (together, the “Service”).

By creating an account, accessing or using the Service, you agree to be bound by these Terms. If you use the Service on behalf of an organisation, you confirm that you have authority to bind that organisation, and “you” refers to that organisation. If you do not agree to these Terms, you must not use the Service.

2. About Morph

Morph is a real-time extract, transform and load (ETL) service that moves data between the sources and destinations you connect. Morph acts as a bridge: your data is processed in transit to apply the transformations you configure and is delivered to your chosen destination.

We designed Morph so that your data is not stored on our servers — it is discarded once it has been delivered. We retain only the configuration, metadata and account information needed to operate the Service.

3. Eligibility & Accounts

The Service is intended for business users. You must be at least 18 years old and able to enter into a binding contract to use it. You agree to provide accurate and complete information when you create your account and to keep it up to date.

You are responsible for keeping your login credentials secure and for all activity that takes place under your account. Please notify us promptly at info@vereon.tech if you become aware of any unauthorised use of your account.

4. Subscriptions, Plans & Billing

The Service is offered under the plans described on our pricing page, each with its own features, usage allowances and fees. Paid plans are billed in advance on a recurring basis for the billing period you choose and renew automatically unless cancelled before the renewal date.

All fees are exclusive of VAT and any other applicable taxes, which will be added at the applicable rate where they apply. We may change our plans, allowances or fees on a going-forward basis by giving you reasonable notice. Except where required by law or expressly stated, fees are non-refundable.

5. Acceptable Use

You agree not to misuse the Service. In particular, you must not:

• use the Service for any unlawful purpose or in breach of any applicable law or regulation;
• process, transmit or store data that you do not have the necessary rights and consents to process;
• infringe the intellectual property, privacy or other rights of any third party;
• attempt to gain unauthorised access to the Service, other accounts or our systems, or probe, scan or test the vulnerability of the Service;
• reverse engineer, decompile or attempt to extract the source code of the Service, except to the extent permitted by law;
• introduce malware or interfere with, disrupt or place an unreasonable load on the Service or its infrastructure; or
• breach the terms of any third-party service you connect through Morph.

6. Your Data & the No-Storage Bridge Model

As between you and Vereon, you retain all right, title and interest in the data you connect, transmit or process through the Service (“Your Data”). You grant us a limited, worldwide licence to access and process Your Data solely to operate and provide the Service to you.

Consistent with our bridge model, Your Data is processed in transit and is not retained on our servers beyond the transient processing needed to deliver it to your chosen destination. Any credentials you provide for connected services are stored in encrypted form. You are responsible for ensuring that you have all rights, permissions and a lawful basis to process Your Data through the Service.

7. Data Protection

Each party will comply with its obligations under the data protection laws that apply to it, including the UK GDPR, the Data Protection Act 2018 and any other data protection laws applicable to the parties (together, the “Data Protection Laws”).

Where Your Data includes personal data and we process it on your behalf in providing the Service, you are the controller and we act as a processor, processing that personal data only on your documented instructions and as needed to provide the Service. Because of our bridge model, such personal data is processed in transit and is not retained on our servers. Where required by the Data Protection Laws, the parties will enter into a data processing agreement.

8. Third-Party Integrations

The Service lets you connect third-party products and endpoints, such as accounting systems (for example, Xero), other downstream applications and SFTP destinations. Your use of any third-party service is governed by that provider’s own terms and privacy policy.

By connecting a third-party service, you authorise Morph to access and exchange data with it on your behalf. We are not responsible for third-party services, including their availability, security or any changes they make that affect your integrations.

9. Intellectual Property

The Service, including its software, design and the Morph and Vereon names and logos, is owned by Vereon and its licensors and is protected by intellectual property laws. Subject to these Terms, we grant you a limited, non-exclusive, non-transferable, revocable licence to use the Service for your internal business purposes.

We acquire no rights in Your Data other than the limited licence described above. If you give us feedback or suggestions, you grant us a perpetual, royalty-free licence to use them without any obligation to you.

10. Service Availability & Changes

We provide the Service on an “as available” basis and aim to keep it reliable, but we do not guarantee that it will be uninterrupted or error-free. We may add, change, suspend or withdraw features from time to time, and may carry out maintenance that temporarily limits availability.

11. Disclaimer of Warranties

To the fullest extent permitted by law, and except as expressly set out in these Terms, we exclude all warranties, conditions and other terms implied by statute, common law or otherwise, including any implied terms as to satisfactory quality, fitness for a particular purpose and non-infringement. The Service is provided “as is” and “as available”, and you are responsible for reviewing and validating the output of any transformation before relying on it.

12. Limitation of Liability

Nothing in these Terms limits or excludes our liability for: (a) death or personal injury caused by our negligence; (b) fraud or fraudulent misrepresentation; or (c) any other liability that cannot be limited or excluded under English law.

Subject to the paragraph above, we will not be liable, whether in contract, tort (including negligence), breach of statutory duty or otherwise, for any loss of profits, revenue, business, anticipated savings or goodwill, for any loss or corruption of data, or for any indirect or consequential loss, in each case arising out of or in connection with the Service.

Subject to the first paragraph of this section, our total aggregate liability arising out of or in connection with these Terms or the Service will not exceed the greater of the total fees you paid us for the Service in the twelve (12) months before the event giving rise to the liability, or one hundred pounds (£100).

You acknowledge that these exclusions and limitations of liability are reasonable given the nature of the Service and the fees payable, and that they apply to the fullest extent permitted by law, including under the Unfair Contract Terms Act 1977.

13. Indemnity

You agree to indemnify us and our affiliates against all claims, losses, liabilities and reasonable costs (including reasonable legal costs) arising out of Your Data, your use of the Service, or your breach of these Terms or of any applicable law or third-party rights, except to the extent the claim arises from our own negligence or breach of these Terms.

14. Termination

You may stop using the Service and close your account at any time. We may suspend or terminate your access if you materially breach these Terms (and, where the breach can be remedied, fail to remedy it within a reasonable period after we ask you to), if required by law, or if your continued use poses a risk to the Service or to other users.

On termination, your right to use the Service ends. Consistent with our bridge model we do not retain Your Data; we will delete or deactivate your account and configuration data, except where we are required by law to retain certain information. Any provisions that are intended to survive termination — including those on intellectual property, data protection, disclaimers, limitation of liability and indemnity — will continue to apply.

15. Changes to These Terms

We may update these Terms from time to time. If we make material changes, we will take reasonable steps to notify you, for example by email or through the Service. Changes take effect when posted, and your continued use of the Service after they take effect constitutes acceptance. Please check the “Last updated” date above to see when these Terms were last revised.

16. General

These Terms are the entire agreement between you and us relating to the Service and replace any prior agreements on that subject.

We may assign or transfer our rights and obligations under these Terms; you may not do so without our prior written consent. If we do not enforce a provision of these Terms, that is not a waiver of our right to do so later. If any provision is found to be unenforceable, the remaining provisions will continue in full force and effect.

Nothing in these Terms creates a partnership, agency or employment relationship between the parties. A person who is not a party to these Terms has no right under the Contracts (Rights of Third Parties) Act 1999 to enforce any of their terms. Neither party is liable for any failure or delay in performing its obligations caused by events beyond its reasonable control.

17. Governing Law & Jurisdiction

These Terms, and any dispute or claim arising out of or in connection with them, their subject matter or formation (including non-contractual disputes or claims), are governed by and construed in accordance with the law of England and Wales. The courts of England and Wales have exclusive jurisdiction to settle any such dispute or claim.

18. Contact

If you have any questions about these Terms, please contact us at info@vereon.tech.