Terms of Service

Last updated: 1 March 2026

Please read these terms carefully before using Cliénta. By accessing or using the platform, you agree to be bound by these terms.

1. About Cliénta

Cliénta is a software-as-a-service (SaaS) platform that provides UK-based accounting and bookkeeping firms with tools for client onboarding, Anti-Money Laundering (AML) compliance management, and client relationship management.

These Terms of Service (“Terms”) govern your access to and use of the Cliénta platform and any related services (collectively, the “Service”). These Terms form a legally binding agreement between you (“you”, “your”, the “Customer”) and Cliénta (“we”, “us”, “our”).

If you are accepting these Terms on behalf of a firm or organisation, you represent and warrant that you have authority to bind that organisation.

2. The Service

Subject to these Terms and payment of the applicable fees, we grant you a non-exclusive, non-transferable, limited licence to access and use the Service for your internal business purposes during the subscription term.

The Service includes:

• Client onboarding portal and magic-link authentication
• AML compliance tools, sanctions screening, and risk rating
• Companies House integration and periodic review workflows
• Enhanced Due Diligence (EDD) and UBO/PSC tracking
• MLRO report generation
• Integrations with third-party accounting software and document signing platforms
• Team management and audit logging

We reserve the right to modify, update, or discontinue features of the Service at any time. We will provide reasonable notice of material changes.

3. Your account and obligations

You are responsible for:

• Maintaining the confidentiality of your login credentials
• All activity that occurs under your account
• Ensuring that all users you add to your account comply with these Terms
• Notifying us immediately of any unauthorised use of your account

You must not:

• Use the Service for any unlawful purpose or in violation of any applicable regulation
• Attempt to gain unauthorised access to any part of the Service or its underlying systems
• Reverse engineer, decompile, or disassemble any part of the Service
• Resell, sublicence, or otherwise make the Service available to third parties without our prior written consent
• Use the Service to process data of clients who are not your bona fide clients
• Upload malicious code, viruses, or any software designed to disrupt or damage the Service

4. Acceptable use and compliance

Cliénta is designed to assist accounting firms in meeting their AML obligations under the Money Laundering Regulations 2017 (MLR2017), the Proceeds of Crime Act 2002 (POCA), and associated legislation. However, we do not provide legal or compliance advice.

You remain solely responsible for:

• Ensuring your firm complies with all applicable laws and regulations, including MLR2017, POCA, the Terrorism Act 2000, and the rules of your professional body (ICAEW, ACCA, AAT, CIMA, etc.)
• Appointing a qualified Money Laundering Reporting Officer (MLRO)
• Making your own judgements as to the risk level and suitability of clients
• Submitting Suspicious Activity Reports (SARs) to the National Crime Agency (NCA) where required
• The accuracy and completeness of data entered into the platform

The risk ratings, sanctions screening results, and compliance reports generated by Cliénta are tools to assist your decision-making - they do not constitute a definitive determination of compliance risk or a legal opinion.

5. Subscription and payment

Access to the Service requires a paid subscription. Subscription fees are as agreed at the time of sign-up or renewal, and are subject to change with at least 30 days' written notice.

• Fees are billed in advance on a monthly or annual basis, as selected.
• All fees are exclusive of VAT, which will be added at the prevailing rate where applicable.
• Payment is due within 14 days of invoice.
• Late payment may result in suspension of access to the Service.
• Refunds are not provided for partial periods, except where required by law.

If you believe an invoice is incorrect, please contact us within 30 days of the invoice date. We will investigate and resolve genuine billing errors promptly.

6. Data and privacy

Our collection and use of personal data is governed by our Privacy Policy, which forms part of these Terms.

Where you use Cliénta to process personal data of your end clients, you act as the data controller and we act as a data processor on your behalf. By accepting these Terms, you agree to our Data Processing Agreement, which is incorporated by reference.

Key data processing commitments we make:

• We will only process personal data as instructed by you and as necessary to provide the Service
• We will implement appropriate technical and organisational security measures
• We will notify you of any personal data breach affecting your data within 72 hours of becoming aware
• We will assist you in responding to data subject rights requests
• Upon termination, we will make your data available for export for 30 days, after which it will be securely deleted

7. Intellectual property

All intellectual property rights in the Cliénta platform, software, documentation, and related materials (“IP”) are owned by us or our licensors. Nothing in these Terms transfers ownership of any IP to you.

You retain ownership of all data you upload to or create using the Service (“Customer Data”). You grant us a limited licence to store, process, and use Customer Data solely to provide the Service.

You agree not to use our name, logo, or branding without our prior written consent, except where we have provided express permission (for example, on your firm's website to indicate use of Cliénta).

8. Availability and support

We aim to maintain high availability of the Service but do not guarantee uninterrupted access. We may perform scheduled maintenance, which we will endeavour to carry out outside UK business hours with advance notice.

Support is provided via email to support@clienta.co.uk, Monday to Friday between 9am and 5:30pm GMT/BST (excluding UK bank holidays). We aim to respond to all support requests within one working day.

9. Limitation of liability

To the fullest extent permitted by applicable law:

• Our total liability to you in connection with these Terms, whether in contract, tort (including negligence), or otherwise, shall not exceed the total fees paid by you to us in the 12 months preceding the claim.
• We shall not be liable for any indirect, incidental, special, consequential, or punitive losses, including loss of profits, loss of data, or loss of goodwill.
• We shall not be liable for any loss arising from your failure to comply with applicable regulations, including your AML obligations.
• We shall not be liable for the accuracy of data retrieved from third-party sources, including Companies House, the FCDO sanctions list, or AML provider results.

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

10. Termination

By you: You may cancel your subscription at any time by contacting us at support@clienta.co.uk. Cancellation takes effect at the end of the current billing period. No refund is provided for the unused portion of a paid period.

By us: We may suspend or terminate your account immediately if you breach these Terms, fail to pay fees, or if we are required to do so by law. We may also terminate with 30 days' notice for any other reason.

Upon termination, your access to the Service will cease. We will retain your data for 30 days to allow you to export it. After that period, your data will be securely deleted, subject to any legal retention obligations.

11. Changes to these terms

We may update these Terms from time to time. We will notify you of material changes by email and/or a notice within the platform at least 30 days before the changes take effect.

Your continued use of the Service after the effective date of any changes constitutes acceptance of the revised Terms. If you do not agree to the changes, you should stop using the Service before the effective date.

12. Governing law and disputes

These Terms and any disputes arising from them are governed by and construed in accordance with the laws of England and Wales.

Both parties agree to submit to the exclusive jurisdiction of the courts of England and Wales to resolve any dispute or claim arising in connection with these Terms.

Before commencing formal proceedings, we encourage you to contact us to resolve disputes informally. Please email support@clienta.co.uk and we will make every reasonable effort to resolve the matter promptly.

13. General

Entire agreement: These Terms, together with our Privacy Policy and any order form or subscription agreement, constitute the entire agreement between you and us in relation to the Service.

Severability: If any provision of these Terms is found to be unenforceable, the remaining provisions will continue in full force and effect.

Waiver: Our failure to enforce any provision of these Terms does not constitute a waiver of our right to enforce it in the future.

Assignment: You may not assign your rights or obligations under these Terms without our prior written consent. We may assign our rights to an affiliate or successor entity.

Force majeure: Neither party will be liable for delays or failures caused by circumstances beyond their reasonable control, including acts of God, government actions, or telecommunications failures.