Terms of Service

1. Introduction

These Terms of Service (“Terms”) govern your use of the websites, platforms, tools, and services provided by Friam Limited (“we”, “us”, “our”), a company registered in England and Wales under company number 14219476. Friam Limited is the company behind AgentGuard, VetGuard (Ready Vet Staff), HotelGuard, FirmGuard, MyCareGuard, NurseryGuard, MOTGuard, PracticeGuard, ArtGuard, SponsorGuard, FuneralGuard, and the other products in the EveryGuard family of UK compliance products, as listed at everyguard.uk.

By using any of our websites or services, you agree to be bound by these Terms. If you do not agree to these Terms, you must not use our websites or services.

2. Scope and precedence

These Terms apply to every website, product, free tool, public page, widget, and service operated by Friam Limited, including any product operated under a “Guard” brand that is not individually named in these Terms. A product launched after the Effective Date above is covered from the day it launches.

Where a specific product publishes its own product-specific terms (for example, AgentGuard at agentguard.uk/legal/terms and FirmGuard at firmguard.uk/terms), those product-specific terms take precedence for that product to the extent of any conflict, and these Terms continue to apply to anything the product-specific terms do not cover.

3. Who these Terms apply to

• Subscribers — businesses that create an account or purchase a plan. The whole of these Terms applies to you.
• Visitors — anyone browsing our websites, public information pages, or directories, or using a free tool without an account. Sections 1–5, 9, 10, 17, 19–24, and 26–29 apply to you.
• End-customers — natural persons who interact with a Subscriber through our platform (for example, completing an identity check a Subscriber has asked for, or submitting feedback). Your relationship is with the Subscriber; Section 11.3 explains where we stand.
• Team members and trainees — staff a Subscriber invites onto the platform (for example, to complete training). Sections 3, 5, 7, 10, 13, and 19–29 apply to you, and the Subscriber is responsible for your use of the Services.

4. Business use only

Our products are supplied for use in the course of business. By subscribing, you confirm that you are acting for purposes relating to your trade, business, craft, or profession, and not as a consumer. Rights and protections afforded to consumers by law — including consumer cancellation and cooling-off regimes — do not apply to business subscriptions.

5. Definitions

• “Customer” / “Subscriber” — the business that has created an account or signed up for a subscription to one of our products
• “End-customer” — a natural person the Subscriber deals with through the product: for example, a person on whom the Subscriber runs a customer due-diligence (CDD) check, or a guest who submits feedback through a Subscriber’s feedback form
• “Services” — the product platform the Subscriber signed up for. Depending on the product, this may include a website compliance review, document drafting and signing tools, training modules, staff / hours / logbook / diary tools, customer due-diligence with sanctions / PEP screening, identity verification, feedback tools, embeddable widgets and badges, and public Trust pages
• “Subscription” — the Subscriber’s active paid plan
• “Trust page” — a Subscriber’s public compliance record on the relevant product domain (for example agentguard.uk/trust/{slug})
• “Public information pages” — the pages and directories we publish about businesses from public sources, described in Section 17
• “Free tools” — checks, scans, calculators, self-assessments, report previews, and any other feature we make available without payment

6. Nature of our service

6.1 Software and content, not advice

Our products are software-as-a-service. Depending on the product, we provide:

• Tools that review the Subscriber’s public website against published regulatory requirements
• Templates that the Subscriber adopts as their own business’s policies once signed
• Training courses for the Subscriber’s responsible officers and team, with auditable completion records
• Staff, hours, statutory-logbook, and compliance-diary tools
• Customer due-diligence, sanctions / PEP screening, identity verification, and audit-pack production, performed at the Subscriber’s instruction
• Workflow that prepares regulatory materials for the Subscriber’s own responsible officer to act on
• Feedback capture and reply tools
• Public, live Trust pages and embeddable badges the Subscriber can link from their own site

We are not a law firm, an accountancy practice, or a regulated professional adviser, and no solicitor–client or other professional–client relationship arises from your use of the Services. Our templates and content are drafted against the statutes and guidance they cite, but they are not legal advice and are not tailored to your circumstances. If you have a specific legal question about your business’s obligations, you should speak to a solicitor or other appropriate professional.

6.2 The Subscriber is the regulated party

6.3 Data roles

Where the Subscriber processes an end-customer’s personal data through the product — for example a CDD check, or feedback submitted through a Subscriber’s form — the Subscriber is the data controller and we are the data processor. Our processor obligations are set out in our Data Processing Agreement, which forms part of these Terms by reference. Where we decide the purposes and means of processing (for example, our own customer records and the public-source data described in Section 17), we are the controller, and our Privacy Policy and Data Collection Policy apply.

6.4 AI-assisted features

Some features use artificial intelligence — for example, to read a website page against a checklist, transcribe a call, or suggest a draft. AI outputs can be imperfect. Where an output has a consequential effect it is designed for human review, and the Subscriber remains responsible for decisions taken on the strength of it. Our approach, including human oversight and your right to appeal a consequential automated output, is set out in our AI Ethics & Transparency Policy.

7. Accounts and security

• You must provide accurate, current information when creating an account, and keep it up to date
• You are responsible for keeping your credentials confidential and for all activity under your account
• The Subscriber is responsible for the acts and omissions of team members it invites onto the platform
• Tell us promptly at legal@everyguard.uk if you believe your account has been compromised

8. Subscriptions, trials and billing

8.1 Fees

The subscription fee for each product is the price displayed on that product’s pricing page and confirmed at checkout, plus VAT, billed via Stripe. Where an annual plan is offered, its discount is as shown at checkout. There are no hidden per-seat or per-use fees within reasonable use; where a plan has a stated usage allowance, the allowance and any overage terms are shown on the pricing page or at checkout.

8.2 Free trials

Where a product offers a free trial, the trial length and whether payment details are required are stated at signup. Where no payment details were taken, nothing is charged at the end of a trial — paid features simply stop until you subscribe. We may vary or withdraw trial offers for new signups at any time.

8.3 Renewal and cancellation

Subscriptions renew automatically at the end of each billing period until cancelled. The Subscriber may cancel at any time — from the Billing page inside the product (via the Stripe billing portal) where available, or by emailing us. Cancellation takes effect at the end of the current billing period. We do not refund mid-period.

8.4 Price changes

We may change subscription prices. A price change takes effect for an existing Subscriber from their next renewal after we have given at least 30 days’ notice by email. If you do not accept a price change, cancel before it takes effect.

8.5 Non-payment

If a renewal payment fails, we will retry and notify you. If payment remains outstanding, we may suspend paid features (including taking down public Trust pages and deactivating badges) until payment is made, and ultimately treat the Subscription as cancelled.

8.6 What happens to your data on cancellation

• Your public Trust page is taken down within one working day of cancellation
• Your signed compliance documents, certificates, and audit packs remain yours — you can export them as PDFs at any point, before or after cancellation
• Where the law applicable to your records requires us to retain a record (for example, signed documents, CDD audit packs, and training records under MLR 2017), we retain it for the regulatory minimum then delete it

9. Free tools, checks and preview access

Free tools — including free website checks, self-assessments, report previews, and preview links we send to businesses we have reviewed — are provided as-is, without charge and without warranty, to give you an indication of your position at the time the tool ran. They are snapshots, not monitoring; they may be rate-limited, changed, or withdrawn at any time; and their results are indicative only and are not advice or a compliance determination. A preview link relating to your business is for your business’s use and should not be shared as if it were a verified public record.

10. Acceptable use

You agree not to:

• Use the Services or our websites for any unlawful purpose
• Use screening or verification features to screen people other than for the genuine business purposes the feature is designed for, under the regulations that apply to your business
• Reverse-engineer, scrape, or attempt to extract our software, prompts, scoring criteria, classifier weights, or training content
• Access our websites or Services by automated means (including bots and scrapers) except via interfaces we expressly provide, or circumvent rate limits or security controls
• Republish, resell, sublicense, or relabel the Services, our reports, or our public information pages without a written agreement
• Test or attempt to confuse our AI systems with adversarial inputs
• Use the Services to harass, intimidate, or unlawfully discriminate against any person
• Misrepresent your compliance position using our badges, certificates, reports, or pages, or display them for a business or period they do not cover

11. Screening, due diligence and identity verification

11.1 Purpose limitation

Screening and verification features (sanctions and PEP screening, identity document checks, face matching, and related audit packs) may be used only for the genuine due-diligence purposes for which the Subscriber’s business is responsible, and never as a general-purpose people-search or surveillance tool.

11.2 What screening can and cannot do

Screening compares the details the Subscriber supplies against the published lists and sources our platform checks at the time of the check. No screening system identifies every risk: lists change, names transliterate, and documents can be forged. A “clear” result means no match was found against the sources checked at that time — it is not a guarantee that a person presents no risk, and a potential match is a prompt for the Subscriber’s own judgement, not an accusation. The Subscriber remains responsible for its own due-diligence decisions, including decisions to proceed, decline, or escalate.

11.3 End-customers

If you complete an identity check through our platform, we act on the instruction of the business that asked you to complete it, and that business is responsible for the decision it takes. Questions about why you were asked, or about the outcome, should go to that business. How your information (including identity document and biometric data) is handled is described in the privacy notice shown in the verification flow and in our Privacy Policy.

12. Tipping-off and SAR confidentiality (AML products)

For Subscribers using our anti-money-laundering products: telling an end-customer (or anyone outside the MLRO chain) that a SAR has been or may be filed is a criminal offence under POCA 2002 s.333A, punishable by up to five years’ imprisonment. The Subscriber is responsible for training its team in the neutral-refusal language we provide and for not disclosing internal SAR activity outside the MLRO chain.

We design our products around this constraint — for example, our decline-customer flow does not surface AML reasoning to the end-customer. But the obligation to comply with the tipping-off rule is the Subscriber’s, not ours.

13. Training and certificates

• Our training courses and knowledge checks evidence that a named person completed a specific course and assessment at a specific time, and we keep an auditable record of that completion
• A certificate we issue is our record of course completion. It is not a licence, a statutory qualification, or an endorsement by any regulator or awarding body, and it does not by itself satisfy a legal duty that requires more than training
• Where a certificate carries an expiry or refresh date, it reflects our recommended refresh cycle or the cycle the relevant guidance describes; keeping training current is the Subscriber’s responsibility
• Certificates may not be altered, and may only be displayed for the person, course, and period they name

14. Documents, templates and signing

• Our document templates are drafted against the legislation and guidance they cite, and are generic: the Subscriber is responsible for reviewing each document and confirming it fits its business before adopting it
• On signing, a document becomes the Subscriber’s own policy. We record who signed, when, and what was signed, and hash the signed content so any tamper is detectable
• Templates evolve as law and guidance change; where a signed document’s template has materially changed, we tell the Subscriber it needs re-signing. Operating on a stale document is the Subscriber’s risk
• Signed documents are exportable at any time (Section 8.6)

15. Compliance logs, diaries and workforce tools

Where a product provides logbooks, diaries, rotas, hours records, checklists, or similar record-keeping tools, we provide the recording and evidencing machinery: timestamping, tamper-evident history, reminders, and export. The accuracy and completeness of what is recorded is the Subscriber’s responsibility. We are not the employer, operator, or duty holder of record, a missed reminder does not excuse a missed duty, and the existence of a record in our platform does not by itself prove the underlying task was done.

16. Public Trust pages, badges and embedded widgets

16.1 What we publish

Where the Subscriber’s product includes a Trust page, we publish a public record on that product’s domain that surfaces only verified facts — for example registrations, memberships, adopted compliance documents, and named responsible officers. We never publish a compliance failure on a public surface.

16.2 Subscriber responsibility

• The Subscriber is responsible for the accuracy of facts it provides for publication (business details, officer appointments, membership numbers)
• Where a product gates publication on a signed attestation, the Trust page renders a verification-in-progress placeholder until it is signed
• The Subscriber must keep its adopted documents signed and current as templates evolve (we email when a document needs re-signing)

16.3 Badge and widget licence

We grant the Subscriber a non-exclusive, non-transferable, revocable licence to embed our badges and widgets on the Subscriber’s own websites while the Subscription is active. Badges and widgets must not be altered, must not be displayed for a business or site they do not cover, and stop being licensed when the Subscription lapses or is suspended — we may also deactivate them remotely at that point. Trust pages are taken down per Section 8.6.

17. Public information pages and directories

We publish public information pages and directories about UK businesses — for example readiness records, register listings, and area pages — compiled from official public registers and registries (such as HMRC’s supervised-business register, Companies House, CQC, Ofsted, DVSA, the SRA, the FSA’s food hygiene ratings, the ICO register, and redress and membership schemes), from other publicly available sources, and from review of the business’s own public website. Public sector information is reused under the Open Government Licence v3.0.

17.1 What these pages are — and are not

• Each page reflects what the stated sources showed as at the review date shown on the page. Registers, websites, and businesses change; pages are refreshed on a scheduled cadence, not in real time
• They are our independent, automated summaries of public information. They are not statements, ratings, or judgements by any regulator, and we are not affiliated with or endorsed by any regulator or register named on them
• They report publicly visible indicators only. A gap on a public website is not a finding that a business is operating unlawfully, and no page is an assessment of the overall quality, safety, or legality of a business
• They are not advice, and are not a recommendation to deal or not to deal with any business. Verify anything material directly with the primary source before relying on it

17.2 Corrections

If a page about your business is inaccurate or out of date, contact the address shown on the page or legal@everyguard.uk. We review promptly and aim to action verified corrections of fact within one working day. Requests for removal are handled under our Data Collection Policy.

18. Our obligations

We will:

• Operate the Services with reasonable skill and care and in accordance with our published SLA
• Process personal data in accordance with our Privacy Policy and Data Processing Agreement
• Update templates and review checklists when relevant law or guidance changes, and tell the Subscriber what changed and why
• Cryptographically hash signed compliance documents and audit packs so any tamper is detectable
• Retain records for the retention floor the Subscriber’s regime requires (for example, CDD audit packs and training records for the MLR 2017 five-year floor), and longer where the Subscriber instructs

19. Availability and third-party services

We aim for the availability our SLA describes, but no online service is uninterrupted: maintenance, upgrades, and events outside our control can cause downtime. The Services also depend on third parties we do not control — including payment processing (Stripe), hosting and communications providers, and the public registers and data sources the Services read. We are not responsible for the acts, omissions, availability, or accuracy of third-party services or sources, nor for third-party websites we link to.

20. Limitations and exclusions

We do not:

• Guarantee that using our Services, adopting our templates, or holding our certificates will make the Subscriber compliant or prevent regulatory action
• Guarantee that any review, score, screening result, or public page is complete, error-free, or current at the moment you read it — we re-check sources on a scheduled cadence and propagate changes promptly on detection
• File anything with, register the Subscriber with, or speak to any regulator on the Subscriber’s behalf
• Provide legal, tax, accountancy, HR, or other professional advice (templates and content are guidance only)

21. Liability

21.1 Limitation of liability — Subscribers

To the maximum extent permitted by law, our total liability to the Subscriber for all claims arising from or related to these Terms or our Services, however arising, shall not exceed the total fees paid by the Subscriber to us in the 12 months preceding the first event giving rise to the claim.

21.2 Limitation of liability — free use

Where you use our websites, free tools, or public information pages without a paid subscription, they are provided free of charge and as-is, and our total liability to you for all claims arising from that use shall not exceed £100.

21.3 Exclusions

We exclude liability for:

• Acts or omissions of end-customers, the Subscriber, or third parties
• Regulatory action against the Subscriber, or any other consequence of the Subscriber’s own compliance position, based on facts the Subscriber controls
• Decisions taken in reliance on a review, score, screening result, certificate, template, or public information page
• Indirect, consequential, or special losses
• Loss of profits, revenue, goodwill, data, or business opportunity

21.4 Nothing excluded

Nothing in these Terms excludes or limits our liability for death or personal injury caused by our negligence, fraud or fraudulent misrepresentation, or any other liability that cannot be excluded or limited by law.

22. Indemnity

The Subscriber agrees to indemnify us against any claims, losses, or expenses arising from:

• The Subscriber’s use of the Services in breach of these Terms or of applicable law, including misuse of screening or verification features
• The Subscriber’s breach of the tipping-off rule under POCA s.333A
• Inaccurate data the Subscriber provides for publication on a Trust page, badge, or other public surface
• Claims by the Subscriber’s own staff, end-customers, or customers relating to the Subscriber’s business decisions

23. Intellectual property

All software, templates, review checklists, scoring criteria, AI prompts, classifier weights, training course content, database rights in our compiled datasets and public information pages, and design assets are the property of Friam Limited or its licensors and are protected by intellectual property laws. The Subscriber receives a non-exclusive, non-transferable licence to use the Services during the Subscription, plus a perpetual licence to use the signed compliance document content as the Subscriber’s own business policies. Visitors may view and print our public pages for their own business reference; bulk extraction or republication of our pages or datasets is not permitted without a written agreement.

24. Suspension

We may suspend some or all of the Services (including public Trust pages, badges, and widgets) where we reasonably believe it necessary — for non-payment (Section 8.5), a breach of Section 10, a security risk, or a legal or regulatory requirement. We will tell you why, where the law allows, and restore service when the issue is resolved.

25. Termination

Either party may terminate the service relationship with immediate effect by written notice for a material breach not cured within 14 days, or by 30 days’ notice for any reason. Termination does not affect:

• Any rights or remedies that have accrued prior to termination
• Any provisions that expressly survive termination (Sections 12, 17, and 20–23, and 26–29)
• Statutory record-retention obligations on either party

26. Changes to these Terms

We may update these Terms from time to time. We will notify Subscribers of material changes via email at least 30 days before they take effect; for Visitors, the current version is the one published on this page. Continued use of our websites or Services after changes take effect constitutes acceptance of the updated Terms.

27. General provisions

• Force majeure — neither party is liable for delay or failure caused by events beyond its reasonable control, except that this does not relieve the Subscriber of payment obligations for services delivered
• Assignment — we may assign these Terms to a member of our group or a purchaser of the relevant business; the Subscriber may not assign without our written consent (not to be unreasonably withheld)
• Severance — if any provision of these Terms is found unenforceable, the remainder continues in full force
• Waiver — a failure to enforce a right is not a waiver of it
• No partnership or agency — nothing in these Terms creates a partnership, joint venture, or agency between the parties
• Third-party rights — a person who is not a party to these Terms has no rights under the Contracts (Rights of Third Parties) Act 1999 to enforce them
• Notices — notices to us go to legal@everyguard.uk; notices to the Subscriber go to the email address on the account

28. Governing law and jurisdiction

These Terms are governed by the laws of England and Wales. Any disputes shall be subject to the exclusive jurisdiction of the courts of England and Wales.

29. Entire agreement and contact

These Terms, together with the Privacy Policy, the Data Processing Agreement, the Data Collection Policy, and the SLA, constitute the entire agreement between the Subscriber and Friam Limited. For any questions about these Terms, please contact:

Friam Limited
164–170 High Street, Crowthorne, England, RG45 7AT
Company No. 14219476 · VAT No. GB419765755
Email: legal@everyguard.uk