1. These Terms
1.1 These Terms of Service (the "Terms") form a binding agreement between Bletchley Consulting Services Limited, a company incorporated in Hong Kong SAR ("Bletchley", "we", "us"), and the person or entity that creates an account for, purchases Credits for, or uses the Bletchley platform ("Customer", "you").
1.2 By creating an account, clicking to accept, or using the Platform, Customer accepts these Terms. Where a person accepts on behalf of an entity, that person warrants they have authority to bind the entity, and "Customer" means that entity.
1.3 The following documents form part of these Terms: Schedules 1 to 4 below; the Privacy Policy; the Data Processing Agreement, where personal data is processed through the Platform; and any order form executed between the parties.
1.4 Where those documents conflict, the following order applies: an executed order form; then the Data Processing Agreement, in respect of personal data, with the provision giving the higher level of data protection prevailing; then the Schedules; then these Terms. A Schedule prevails over the body of these Terms only to the extent of the conflict.
1.5 The Platform is supplied for business use only. Customer confirms that it is acting in the course of a business and not as a consumer, and that each Authorised User is aged 18 or over. Where local law confers non-excludable rights on a person notwithstanding this clause, those rights are unaffected.
1.6 Bletchley operates internationally. These Terms apply to Customers in every market in which the Platform is made available.
2. Definitions
Agent the conversational service that Customer configures and operates on the Platform, in text or in voice.
Aggregated Data de-identified, aggregated statistics derived from operation of the Platform, excluding Customer Records, Inputs, Outputs and anything that identifies Customer, an Authorised User or an End User.
Authorised User an individual authorised by Customer to access the Console.
Capability a question or request that Customer's Agent is configured and able to answer or action.
Committed Record a record, such as a booking, request, enquiry or captured detail, created by the Agent in Customer's own store and issued with a reference.
Connected Service a third-party system that Customer elects to connect to the Platform.
Console the Bletchley platform interface used to configure, monitor and operate Agents.
Credit the single-purpose unit used to pay for services supplied by Bletchley through the Platform, subject to clause 6.
Credit Block a fixed quantity of Credits offered for purchase in the Console at the price and in the currency shown at checkout.
Customer Records the data, files, exports, tables, documents, recordings and Connected Service data that Customer supplies to, or makes available to, the Platform.
Derived Data the internal representation of Customer Records that the Platform produces in order to operate Customer's Agent.
End User any person who interacts with Customer's Agent.
Free Trial the one-time trial described in clause 6.9, with 500 Credits limited to the channels and features specified there.
Input anything submitted to the Platform by Customer, an Authorised User or an End User, including Customer Records, conversation content, configuration, guidance and instructions.
Model Provider a third-party provider of machine learning or language model inference used to deliver the Platform.
Output any result generated by the Platform from Input, including answers, summaries, Committed Records and actions taken.
Pass-through Charges costs incurred by Bletchley from Publishing Surfaces, carriers or other providers in supplying its channel and messaging services through the Platform, reflected without a markup in Credit deductions under clause 6.4.
Platform the Bletchley platform, including the Console, the Agents, the embeddable interface, the application programming interface and the assistant connector interface.
Publishing Surface a messaging platform, voice surface, website, application or assistant interface through which Customer publishes its Agent.
Reserved Credits Credits set aside from the shared workspace balance before an outbound or Customer-initiated action under clause 6.5, and unavailable for other activity until deducted or released.
Usage Ledger the record in the Console of Credit purchases, awards, reservations, deductions, returns, expiry and refunds described in clause 6.14.
3. The Platform
3.1 The Bletchley platform enables Customer to configure and operate an Agent that answers enquiries from Customer's own data and performs the actions Customer configures, across the Publishing Surfaces Customer selects. Answers are drawn from Customer Records and from the Connected Services Customer authorises.
3.2 The Platform is not a document search tool, a professional adviser, a system of record for Customer's business, a payment service, a telecommunications or emergency service, or a substitute for human judgement. Where law reserves a determination to a human being or to a licensed professional, Customer must configure its Agent so that the determination is made by such a person.
3.3 Before an Agent is published, the Platform checks whether Customer Records can support the Capabilities Customer has chosen and reports the result in the Console. On request, Bletchley may, at its discretion, also review a sample of Customer Records without charge. Bletchley may decline, limit or stage onboarding on the basis of that check or review. The check or review concerns the suitability of Customer's data only. It is not a warranty as to answer quality or business outcome.
3.4 Customer Records, Derived Data and Committed Records are held separately from those of every other Customer. Bletchley does not use one Customer's data to answer another Customer's enquiries.
3.5 Accounts not governed by an order form run on Bletchley's standard infrastructure. Where an order form provides for a dedicated or regional deployment, the Platform may run in a separate environment and in a specified region, with no difference in capability represented or implied.
3.6 Bletchley may change, add to or withdraw features. Where a change would materially reduce core functionality that Customer is using, Bletchley will give at least 30 days' notice. Customer may close its account because of that change and receive a pro rata refund of unused purchased Credits under clause 6.8.
4. Accounts and users
4.1 Customer is responsible for all activity under its account, including activity by Authorised Users and by any assistant, agent or automation that Customer connects to the Platform.
4.2 Each Authorised User signs in individually. Credentials must not be shared. Customer must notify Bletchley promptly of any suspected unauthorised access.
4.3 Customer must keep its account and billing details accurate and must maintain at least one administrator contact for security, incident and service notices.
5. Customer Records, ownership and licence
5.1 Customer owns Customer Records and Outputs. Bletchley owns the Platform and all software, models, methods, structures and know-how within it, together with all improvements, and owns the means by which Derived Data is produced. The names Bletchley and Lexicon Intelligence, together with Bletchley's logos and other marks, are Bletchley's trade marks, whether registered or unregistered, and Customer acquires no right in them. Nothing in these Terms transfers ownership of either party's intellectual property.
5.2 Customer grants Bletchley a non-exclusive, worldwide, royalty-free licence for the term to host, copy, store, transform, transmit, display and process Customer Records, Inputs and Outputs, solely to provide, secure and support the Platform and to perform Bletchley's obligations under these Terms.
5.3 Derived Data is made available to Customer for the term as part of the Platform. On termination Customer may export Customer Records, its Committed Records and its configuration in a machine-readable format in accordance with clause 18.4.
5.4 Customer warrants that it owns or is licensed to supply Customer Records for the purposes of these Terms; that it holds all consents, notices and lawful bases required for the Platform to process any personal data within them; that Customer Records do not infringe the rights of any third party; and that it will not supply any category of data excluded under Schedule 1.
5.5 Bletchley does not independently verify the factual accuracy of, correct or curate Customer Records and has no responsibility for errors, omissions, staleness, duplication or contradiction within them. Customer is responsible for keeping Customer Records current and for notifying Bletchley of structural changes to a Connected Service.
5.6 Except for the suitability check and any sample review under clause 3.3 and the security checks described in these Terms, Bletchley does not undertake general vetting, screening, approval or monitoring of Customer Records, an Agent's configuration, or the use Customer makes of the Platform, and is under no obligation to do so. Any check or review under clause 3.3, any response to a support request, and any assistance given during onboarding are not an approval of Customer Records, of Customer's Agent or of the lawfulness of Customer's use, and Customer must not represent them as such.
6. Credits, purchases and payment
6.1 Credits and single-purpose nature
6.1.1 Credits are the only unit of payment for usage of the Platform, except where an executed order form provides for fees payable otherwise. Each Customer workspace has one shared Credit balance. Its Authorised Users share that balance without a per-user limit or charge. Subject to that order-form exception, no recurring fee is payable.
6.1.2 Credits may be used only for services supplied by Bletchley through the Platform. Bletchley undertakes to supply those services in accordance with these Terms when Credits are used for them. Credits may not be used for any third party's goods or services or to make a payment or transfer to any third party.
6.1.3 Credits have no cash value and are not transferable, exchangeable or redeemable for money or money’s worth. A refund expressly required under clause 6.8 is a repayment of the unused part of a purchase price, not a right to cash redemption of Credits.
6.2 Purchasing Credit Blocks
6.2.1 Customer may purchase Credits only in the fixed Credit Blocks offered in the Console. Credit Blocks are priced and payable in Hong Kong dollars, unless an executed order form states otherwise. The number of Credits, purchase price and currency are shown at checkout before Customer confirms the purchase. Customer may not purchase an open or individually specified amount.
6.2.2 Each Credit Block is paid for in advance. Purchased Credits are added to the workspace balance once payment is confirmed. A failed or reversed payment, including a chargeback, may result in suspension under clause 11. Credits attributable to an unpaid or reversed purchase are not available for use; any amount already repaid or reversed is excluded from a further refund.
6.2.3 Fees under an executed order form are payable as stated in that order form. They are invoiced separately and are not deducted from Credits under clause 6.3 unless the order form expressly provides otherwise. Clauses 6.12 and 23.10 apply to those fees.
6.3 Deductions and published rates
6.3.1 Bletchley publishes in the Console the Credit rate for each chargeable activity before it is used. All chargeable Platform activity is deducted from the shared Credit balance, including AI replies, actions, knowledge building and re-checking, voice processing, and channel and messaging services.
6.3.2 Knowledge building and re-checking use the same Credit balance as other chargeable activity. A reply handing an End User to a person, a request the Agent cannot answer, and a reply written by Customer’s own staff consume no AI or reply Credits. Any Pass-through Charges for sending such a message on a Publishing Surface still apply under clause 6.4.
6.3.3 Bletchley deducts unexpired Referral Credits first, then available Free Trial Credits for activity permitted under clause 6.9, then purchased Credits. Referral Credits with the earliest expiry are used first. Purchased Credits are used in the order in which their Credit Blocks were bought. Reservations follow the same order.
6.4 Pass-through Charges
6.4.1 Channel and messaging services, including services that use Meta WhatsApp, form part of the services supplied by Bletchley through the Platform. Pass-through Charges for those services are deducted from Credits at Bletchley’s cost, without a markup. Those charges are converted into Credits at the list value of one Credit published in the Console, without adjustment for any lower effective price at which a Credit Block was purchased. Any discount or bonus associated with a Credit Block affects its effective purchase price, not the list value used to convert Pass-through Charges into Credits. The Console shows the applicable rates, the list value of one Credit and the basis for converting those costs into Credit deductions before use.
6.4.2 Bletchley is responsible for paying the providers it uses to supply those services. A Credit deduction pays for Bletchley’s service; it does not pay a third party on Customer’s behalf. There is no separate fixed-fee managed WhatsApp add-on. Any charge for Bletchley’s channel hosting is deducted from Credits at the rate published in the Console.
6.4.3 Credits cannot be used to pay for Customer’s separate licences, accounts or entitlements under its own contracts with Connected Service providers. Customer remains responsible for those arrangements under clause 16.2 and Schedule 3.
6.5 Reservation for outbound actions
6.5.1 Before an outbound or Customer-initiated action starts, including a broadcast, template message or bulk send, sufficient unreserved Credits must be available. Bletchley reserves the Credits required at the applicable published rates at the outset. Reserved Credits remain within the workspace balance but cannot be used for other activity while reserved.
6.5.2 After the action completes, Bletchley reconciles the reservation against the completed activity and provider charging records. Credits reserved for messages that were not charged by the provider are returned to the available balance. Credits for messages charged by the provider are deducted even if delivery failed. Any other unused Reserved Credits are released. The Usage Ledger records the reservation, final deduction and return.
6.5.3 Returned Credits retain their original source and expiry conditions. A reservation or return does not convert Free Trial Credits or Referral Credits into purchased Credits or extend their validity.
6.6 Insufficient balance and inbound conversations
6.6.1 An activity requiring Credits does not run unless sufficient unreserved Credits are available. Bletchley does not extend credit or permit a negative Credit balance.
6.6.2 When the available Credit balance is insufficient for a chargeable automated reply to an inbound conversation, the conversation is handed to Customer’s staff and flagged in the Console. Customer is responsible for staffing that handover. No chargeable automated reply is sent without sufficient available Credits. A staff reply that would incur Pass-through Charges may be sent only if sufficient unreserved Credits are available to cover those charges. Where the channel or provider imposes no charge for a staff reply, staff may reply with an empty balance. Bletchley does not absorb Pass-through Charges for staff replies sent from an empty balance.
6.6.3 Bletchley is not liable for unanswered or delayed End User messages caused by an empty balance. An empty balance is not a suspension under clause 11.
6.7 Low-balance alerts and auto top-up
6.7.1 Bletchley sends low-balance alerts to the administrator contact. Customer must keep that contact current and monitor its balance in the Console. An alert does not authorise a purchase.
6.7.2 Auto top-up is optional and off by default. Customer must expressly enable it in the Console and select the Credit Block and top-up trigger shown there before Bletchley may charge its authorised payment method automatically. Each top-up purchases that fixed Credit Block at the applicable disclosed price.
6.7.3 Customer may switch off auto top-up at any time in the Console. Switching it off stops subsequent automatic purchases but does not reverse a purchase already placed. If a top-up payment fails, clause 6.6 continues to apply to any activity for which the available balance is insufficient.
6.8 Expiry, refunds and closure
6.8.1 Purchased Credits do not expire while Customer’s account remains open. Free Trial Credits and Referral Credits are subject to clauses 6.9 and 6.10 respectively.
6.8.2 Purchased Credits are non-refundable except where law requires a refund; where Customer closes its account under clause 3.6; where Bletchley terminates Customer’s account or withdraws the Platform other than for Customer’s breach; where a refund is due under clause 20.2; or where Customer closes its account under clause 22.1 before a materially adverse amendment takes effect. In those circumstances, Bletchley refunds unused purchased Credits pro rata under clause 6.8.3.
6.8.3 A pro rata refund is calculated for each Credit Block from the price actually paid for it and the proportion of its purchased Credits that remain unused. Bletchley reconciles outstanding reservations under clause 6.5 before calculating the unused balance. Credits awarded without payment are not refundable, except where law requires otherwise.
6.8.4 On closure by Customer, unused Credits are forfeited unless clause 6.8.2 or law requires a refund. On termination by Bletchley for Customer’s breach, unused Credits are forfeited unless law requires otherwise. On closure by Bletchley of a trial or inactive account under clause 18.2, unused purchased Credits are refunded under clauses 6.8.2 and 6.8.3; remaining Free Trial Credits and Referral Credits cease to be usable.
6.9 Free Trial
6.9.1 Bletchley offers one Free Trial per Customer, linked to one verified email address and one verified mobile number. The Free Trial provides 500 Credits. Those Credits have no cash value, are non-transferable and are subject to clause 6.1.
6.9.2 Free Trial Credits may be used only for the trial channels and features shown in the Console that do not carry third-party messaging charges. They may not be used for WhatsApp, Instagram, Facebook Messenger, broadcasts or other paid services. Knowledge building during the Free Trial may be subject to the limits shown in the Console.
6.9.3 Free Trial Credits expire 12 months after they are granted, subject to Bletchley’s rights under clause 6.9.4. Purchasing a Credit Block is not required to start the Free Trial and may be done at any time to use paid services. Trial restrictions continue to apply to any remaining Free Trial Credits.
6.9.4 Bletchley may change, limit or withdraw the Free Trial and may refuse or close trial accounts reasonably suspected of duplication or abuse. Any unused purchased Credits are dealt with under clause 6.8.
6.10 Referral Credits
6.10.1 Bletchley may award Credits for referrals. Referral Credits are subject to clause 6.1, have no cash value, are not transferable or redeemable for money, and expire 90 days after they are awarded or on account closure if earlier. They may be withdrawn where a referral is fraudulent, self-referred, duplicated, or made in breach of clause 6.11.
6.10.2 Unexpired Referral Credits are consumed before purchased Credits in accordance with clause 6.3.3.
6.11 Referral conduct
6.11.1 A Customer making a referral must not supply a third party’s personal data to Bletchley, or authorise Bletchley to contact a third party, unless it is lawful in the relevant market to do so. Customer indemnifies Bletchley under clause 20.1 for any breach of this clause.
6.12 Taxes
6.12.1 Prices for Credit Blocks and fees under an order form exclude taxes. Customer is responsible for all sales, use, value added, goods and services and similar taxes, and for any withholding, other than taxes on Bletchley’s income. Where withholding is required by law, Customer will gross up the payment so that Bletchley receives the amount it would have received absent the withholding.
6.13 Rate changes
6.13.1 Bletchley may change published Credit consumption rates on at least 30 days’ notice to the administrator contact or in the Console. The notice states the changed rates and their effective date. Changed rates apply only to Credits consumed for activity after that date. They never reduce the number of Credits already held.
6.13.2 Pass-through Charge rates may change on shorter notice, including immediately, only where the underlying provider changes its rates with less than 30 days’ notice. Bletchley will give as much notice as reasonably practicable, identify the changed rates in the Console, and apply them only to activity after their effective date.
6.13.3 A change in the price of a Credit Block applies only to purchases made after the stated effective date and does not change the number of Credits previously purchased. Bletchley gives at least 30 days’ notice of an increase, including where auto top-up is enabled. A decrease may take effect on the date stated in the notice. Customer may switch off auto top-up before a changed price applies.
6.14 Usage Ledger and disputes
6.14.1 The Usage Ledger in the Console is the record of Credit purchases, awards, reservations, deductions, returns, expiry and refunds. Customer may dispute a deduction in writing to info@bletchley.cc within 30 days after it appears in the Usage Ledger, identifying the disputed entry and the reason.
6.14.2 Bletchley will review a timely dispute and correct any deduction found to be erroneous. This procedure does not limit any right that cannot lawfully be excluded.
7. Personal data and the roles of the parties
7.1 In respect of personal data processed through the Platform on Customer's behalf, Customer is the controller, data user or equivalent under applicable law, and Bletchley is the processor acting only on Customer's instructions. In respect of Customer's own account, billing, support and website data, Bletchley acts in its own right and its Privacy Policy applies.
7.2 Before Customer supplies, or enables the Platform to process, any personal data subject to applicable data protection law, Customer must enter into Bletchley's Data Processing Agreement. Where Customer has not done so, Customer represents that no such personal data will be processed under these Terms.
7.3 Customer is responsible for: issuing its own privacy notice to End Users; obtaining every consent required in each market in which it operates, including for the collection and use of End User data, for the recording or transcription of a conversation, and for any marketing message; responding to End User requests to access, correct, erase or object, with Bletchley's assistance as provided in the Data Processing Agreement; and disclosing to End Users that they are interacting with an artificial intelligence system, as set out in Schedule 1.
7.4 Data protection law differs between markets and continues to change. Where a market in which Customer operates or in which Bletchley provides the Platform imposes a new or altered requirement, including direct regulation of processors, mandatory notification of security breaches, or restrictions on the transfer of personal data across borders, the parties will execute such amendments to the Data Processing Agreement as are reasonably required to give effect to it.
7.5 Unless an order form provides for a specified region, personal data may be processed in any jurisdiction in which Bletchley or its subprocessors operate. The categories of subprocessor engaged, and the protections applied to transfers between jurisdictions, are described in the Privacy Policy and in the Data Processing Agreement.
7.6 Where Customer's Agent will process personal data about individuals who have not reached the age of majority in the relevant market, including where Customer is a school, university, training provider or youth organisation, Customer must notify Bletchley before deploying that Agent. Customer remains the controller or data user in respect of that data, is responsible for the lawful basis on which it is processed and for obtaining any parental or guardian consent its own law requires, and must execute any additional terms Bletchley reasonably requires.
8. How Bletchley uses data
8.1 Bletchley uses Customer Records, Inputs, Derived Data and Outputs only to provide, secure, support and troubleshoot the Platform for Customer, as otherwise instructed by Customer, and as required by law.
8.2 Bletchley will not use Customer Records, Inputs, Derived Data or Outputs to train, fine-tune or otherwise improve any general-purpose or foundation model, whether in raw or derived form, and contractually prohibits every Model Provider from doing so. Where a Model Provider offers processing without retention of the data submitted to it, Bletchley uses that option.
8.3 Bletchley may create and use Aggregated Data to operate, secure, support and improve the Platform, and to produce benchmarks and research. Aggregated Data is derived at the level of activity volumes, response times and resolution rates, and not at the level of the content of Customer Records. It will not be published or disclosed in any form attributable to Customer, an Authorised User or an End User.
8.4 Anything learned while operating Customer's Agent, including guidance, corrections and tuning, remains within Customer's own environment and is not applied to any other Customer's Agent.
9. Answers and accuracy
9.1 The Platform is designed and operated so that an Output is drawn from Customer Records or from a Connected Service Customer has authorised, rather than from a language model's general knowledge; so that where the data does not support an answer, the Agent states that the information is not available or passes the End User to a person, rather than supplying one; and so that Customer can see, in the Console, which of its data sources an Output was drawn from.
9.2 Bletchley does not warrant that any Output is correct, complete, current or fit for a particular purpose. An Output can be no more accurate than the Customer Records and Connected Service data from which it is drawn. Machine learning systems are probabilistic, and an Output may contain errors notwithstanding the controls described in clause 9.1. Bletchley gives no indemnity in respect of any Output.
9.3 Customer must satisfy itself, before deploying an Agent to End Users and on each material change, that the Agent's behaviour is suitable for Customer's intended use and lawful in every jurisdiction in which Customer operates. Bletchley provides a preview environment for that purpose. Customer must not represent to End Users that an Output has been verified or certified by Bletchley, that it constitutes professional advice, or that it is legally binding on Customer, unless Customer has independently satisfied itself that this is so.
9.4 Where Bletchley describes an Output as traceable or data-backed, this means that the Platform records the data from which the Output was drawn. It does not mean that the underlying data has been audited, or that the Output has been certified by Bletchley.
9.5 The Platform may withhold a Capability, or mark it as out of date, where a data source has changed, become unavailable or has not been refreshed. Withholding an answer in those circumstances is intended behaviour. It is not a defect, and it is not a failure of availability.
9.6 Customer must not use the Platform to make or communicate a final determination in respect of medical diagnosis or treatment; legal advice; credit, lending, insurance or employment decisions; eligibility for a public benefit; or any other decision producing a legal or similarly significant effect on an individual, unless a qualified human being makes that determination. Customer must not modify the intended purpose of the Platform in any way that would cause it to be classified as high-risk or prohibited under applicable legislation governing artificial intelligence.
10. Acceptable use
10.1 Customer must comply, and must ensure that its Authorised Users comply, with Schedule 4 and with the terms and policies of every Publishing Surface, Model Provider and Connected Service used.
10.2 Customer must not, and must not permit any person to: use the Platform to develop a competing model or product, or to benchmark it for publication without Bletchley's written consent; examine, probe, measure or reverse engineer the Platform in order to determine its design, architecture, internal structures, prompts or model parameters, or to reconstruct any part of it, except to the extent that such a restriction is unenforceable under applicable law; circumvent rate limits, Credit metering or access controls; resell or otherwise provide the Platform to a third party except under a written partner agreement with Bletchley; or use the Platform to send unlawful, deceptive or unsolicited messages.
10.3 Bletchley may apply and enforce reasonable rate limits and fair use thresholds, and may throttle or suspend usage that materially affects the security, performance, integrity or commercial viability of the Platform.
10.4 Customer is solely responsible for the lawfulness of its use of the Platform, of the data it supplies, of the content its Agent produces and of the conduct of its Authorised Users and End Users, in every market in which it operates. Bletchley takes no part in Customer's business, has no knowledge of the purposes for which Customer uses the Platform beyond what Customer tells it, and does not endorse, adopt or approve any Customer Records, Agent or Output. Where the Platform is used for an unlawful, fraudulent, deceptive or infringing purpose, that use is Customer's own and not Bletchley's, and Bletchley accepts no responsibility or liability for it.
10.5 Bletchley's rights to investigate, restrict, suspend, remove content or terminate under these Terms are rights and not obligations. Bletchley has no general obligation to monitor the Platform, and no failure to detect, prevent or act upon a breach by Customer, an Authorised User or an End User creates any liability on Bletchley's part, waives any of Bletchley's rights, or reduces Customer's responsibility under clause 10.4.
11. Suspension
11.1 Bletchley may suspend all or part of the Platform immediately where there is a security or integrity risk; where Customer is in breach of clause 9.6, clause 10 or Schedule 4; where a Publishing Surface, Model Provider or Connected Service requires it or has suspended Customer; where suspension is required by law; or where payment for a Credit Block has failed or been reversed, including by chargeback, or where a fee due under an order form remains unpaid or its payment has failed or been reversed.
11.2 Bletchley will give notice as soon as reasonably practicable and will limit any suspension in scope and duration to what is necessary. Suspension does not relieve Customer of its obligations in respect of a failed or reversed payment for a Credit Block, or of fees due under an order form (including where their payment has failed or been reversed), except where the suspension results from Bletchley's own breach. An empty balance is not a suspension and is governed by clause 6.6.
12. Confidentiality
12.1 Each party will protect the other's confidential information with at least reasonable care, use it only for the purposes of these Terms, and disclose it only to personnel and professional advisers who need it and who are bound by equivalent obligations.
12.2 Confidential information excludes information that is or becomes public without breach of these Terms, is independently developed without reference to the disclosing party's information, or is lawfully received from a third party without restriction. Disclosure compelled by law, a court or a regulator is permitted, with prompt notice to the other party where it is lawful to give it.
12.3 Subject to clause 12.2, Bletchley's confidential information includes non-public information about the design, architecture, internal operation and performance characteristics of the Platform, the methods by which Derived Data is produced, its supply chain, its roadmap, and unpublished pricing. Customer must not disclose that non-public information or publish security testing results without Bletchley's written consent, except where disclosure is permitted under clause 12.2. Nothing in these Terms, including the restriction on published benchmarks in clause 10.2, prevents honest public reviews or comparisons based on ordinary use that do not disclose that non-public information or security testing results. This exception does not authorise security testing, reverse engineering or access beyond Customer's permissions.
12.4 Personal data subject to applicable data protection law is governed by the Data Processing Agreement and is not treated as confidential information for the purposes of this clause.
13. Security
13.1 Bletchley maintains an information security programme appropriate to the Platform and to the data it holds, including encryption of data in transit and at rest, access control on least-privilege principles, separation of Customer environments, logging and audit trails, change management, vulnerability management, personnel screening and training, and an incident response plan that addresses incidents specific to artificial intelligence systems, such as the unauthorised entry of personal data into a model or abnormal model output.
13.2 Bletchley will notify Customer without undue delay, and in any event within 72 hours of becoming aware, of any breach of security leading to the accidental or unlawful destruction, loss, alteration, unauthorised disclosure of, or access to Customer Records, and will provide the information Customer reasonably requires in order to meet its own notification obligations.
13.3 Bletchley will make available, on reasonable request, documentation describing its security controls, and will respond to Customer's security assessment questionnaires once a year. Information provided under this clause is Bletchley's confidential information. Audit rights beyond this are as set out in the Data Processing Agreement or in an order form.
13.4 Customer is responsible for the security of its own systems and credentials, for the access it grants to Authorised Users, and for the authentication and identity verification controls applied to any Connected Service it configures.
13.5 Suspected vulnerabilities should be reported to info@bletchley.cc. Customer must not test the security of the Platform other than through that process.
14. Availability and support
14.1 Bletchley will use commercially reasonable efforts to keep the Platform available. No service level commitment applies unless it is stated in an order form or in a service level agreement published by Bletchley and expressly made applicable to Customer's account.
14.2 Availability excludes scheduled maintenance; failure, latency, policy change or withdrawal on the part of a Publishing Surface, Model Provider or Connected Service; Customer's own systems, data or configuration; behaviour described in clause 9.5; and events beyond Bletchley's reasonable control.
14.3 Support is provided by email on Hong Kong business days. Response targets apply only where an order form states them.
15. Early access features
15.1 Features identified as beta, preview, early access or experimental are provided as they stand, may be changed or withdrawn without notice, are excluded from any service level commitment, and should not be used with production-critical or sensitive data. Bletchley's aggregate liability arising from such features is limited to US$100.
16. Third-party services and Publishing Surfaces
16.1 Publishing Surfaces, Model Providers and Connected Services are operated by third parties under their own terms. Bletchley is not responsible for their acts or omissions, their availability, pricing, policy changes, data practices or security.
16.2 Customer is responsible for obtaining and maintaining its own entitlements, licences, accounts and interface access for every Connected Service it connects, and for the authentication and identity verification controls used to connect them. Bletchley accepts no liability for any claim arising from inadequate authentication or identity verification of a connection configured by Customer.
16.3 Where a third party changes, restricts or withdraws an interface, Bletchley may change or withdraw the corresponding feature, subject to clause 3.6, without further liability.
17. Feedback and publicity
17.1 Where Customer provides feedback or suggestions, Bletchley may use them without restriction or payment. Feedback is not Customer's confidential information, and Customer should not include confidential information within it.
17.2 Neither party may use the other's name, logo or trade marks in publicity without prior written consent. Any case study, performance figure or quotation requires the prior written approval of the party it concerns.
18. Term and termination
18.1 These Terms run from the creation of Customer's account and continue until the account is closed by either party in accordance with these Terms.
18.2 Customer may close its account at any time. Unused Credits are dealt with under clause 6.8. Bletchley may close an account used solely for the Free Trial, or an account that has been inactive for 12 consecutive months, on at least 30 days' notice. An account is inactive if there has been no use of the Platform, including access to the Console, and no Credit purchase during that period. The notice states the proposed closure date and treatment of the remaining balance. Unused purchased Credits on such a closure by Bletchley are refunded pro rata under clause 6.8.
18.3 Either party may terminate on written notice where the other commits a material breach that is not cured within 30 days of notice, or becomes insolvent, enters liquidation or has an administrator or receiver appointed. Bletchley may terminate immediately for breach of clause 9.6, clause 10.2, clause 12.3 or Schedule 4.
18.4 On termination, ordinary use of the Platform ceases; Customer retains access to export Customer Records, its Committed Records and its configuration for 30 days; Bletchley will delete or return Customer Records and Derived Data within 30 days after the end of that export window, other than copies held in backups that expire on their ordinary cycle and data Bletchley is required by law to retain; and outstanding obligations in respect of failed or reversed Credit Block payments and unpaid fees due under an order form (including where their payment has failed or been reversed) remain payable. Unused Credits are dealt with under clause 6.8. Clauses 5.1, 6.8, 6.14, 8, 9.2, 12, 20, 21 and 23 survive termination.
18.5 Where Bletchley holds a business messaging account, sender identity or telephone number on Customer's behalf, Customer may request its migration to another provider on termination. Bletchley will co-operate with the relevant platform operator's migration process at Customer's cost, subject to that operator's rules, which Bletchley does not control.
19. Warranties and disclaimers
19.1 Each party warrants that it has authority to enter into these Terms.
19.2 Bletchley warrants that it will provide the Platform with reasonable skill and care.
19.3 Except as expressly stated in these Terms, the Platform and all Output are provided as they stand and as available. To the maximum extent permitted by law, Bletchley excludes all other warranties, conditions and representations, whether express or implied, including as to merchantability, satisfactory quality, fitness for a particular purpose, non-infringement, accuracy of Output, and uninterrupted or error-free operation.
19.4 Nothing in these Terms excludes or limits any liability or right that cannot lawfully be excluded or limited.
19.5 Bletchley gives no representation or warranty that Customer's use of the Platform, or any Output, complies with any law, regulation, licence condition, industry code or professional rule applicable to Customer or to its End Users. Bletchley does not provide legal, regulatory or compliance advice, and nothing supplied by Bletchley is a substitute for Customer's own advice.
20. Indemnities
20.1 Customer will defend and indemnify Bletchley against all claims, proceedings, losses, damages, fines, penalties and reasonable costs arising from Customer Records, including any allegation that they infringe a third party's rights or were supplied without the necessary rights or consents; from Outputs as used, published or relied upon by Customer or its End Users; from any message or call sent by or through Customer's Agent, including any allegation that a required consent was not held; from any unlawful, fraudulent, deceptive or infringing use of the Platform by Customer, an Authorised User or an End User; from Customer's breach of clause 9.6, clause 10, clause 12.3 or Schedule 4; and from Customer's configuration of any Connected Service or action.
20.2 Where Customer uses the Platform under an executed order form, Bletchley will defend and indemnify Customer against third-party claims that the Platform as supplied by Bletchley infringes that third party's intellectual property rights, provided that Customer notifies Bletchley promptly, gives Bletchley control of the defence and settlement, and co-operates. This indemnity excludes claims arising from Customer Records, Output, a Connected Service, Customer's own modifications, or any use in breach of these Terms. Bletchley may at its option modify the Platform, procure a licence, or terminate the affected services and refund unused purchased Credits under clause 6.8. No intellectual property indemnity is given in respect of use without an order form.
21. Limitation of liability
21.1 Neither party is liable for indirect, incidental, special, punitive or consequential loss, nor for loss of profit, revenue, goodwill, anticipated savings, business opportunity or data, however arising.
21.2 Subject to clauses 21.3 and 21.4, each party's aggregate liability arising out of or in connection with these Terms is limited to the greater of the amounts paid by Customer for Credits and under any order form in the 12 months preceding the first event giving rise to liability, and US$1,000.
21.3 Each party's aggregate liability for breach of clause 12 or of the Data Processing Agreement is limited to the greater of three times the amounts paid by Customer for Credits and under any order form in the 12 months preceding the first event giving rise to liability, and US$5,000.
21.4 The limitations in this clause do not apply to death or personal injury caused by negligence; fraud or fraudulent misrepresentation; Customer's payment obligations; Customer's indemnity under clause 20.1; or either party's wilful misconduct.
21.5 Customer acknowledges that these limitations are a reasonable allocation of risk, having regard to the fees charged and to the fact that Customer controls both the data the Agent draws on and the use made of Output.
21.6 Amounts stated in US dollars, including in clauses 15.1, 21.2 and 21.3, are converted into Hong Kong dollars at the U.S. dollar exchange rate published by the Hong Kong Monetary Authority for the date the liability arises or, if no rate is published for that date, its most recent preceding published rate.
22. Changes to these Terms
22.1 Bletchley may amend these Terms on 30 days' notice, given by email to the administrator contact on the account or by notice within the Console. An amendment takes effect on the date stated in the notice, which is at least 30 days after notice is given. Where an amendment is materially adverse to Customer, Customer may close its account without a closure charge before it takes effect. Where Customer does so, Bletchley refunds unused purchased Credits pro rata under clauses 6.8.2 and 6.8.3. Continued use after the effective date constitutes acceptance.
22.2 Amendments required by law, or by a Publishing Surface or Model Provider, may take effect immediately on notice.
23. General
23.1 Neither party may assign or novate these Terms without the other's written consent, except to a successor of its business or assets on notice.
23.2 Bletchley may engage subprocessors and subcontractors and remains responsible for their performance. Changes to subprocessors are notified as provided in the Data Processing Agreement.
23.3 Notices to Bletchley are given by email to info@bletchley.cc. Notices to Customer are given to the administrator contact on the account.
23.4 Neither party is liable for any failure or delay caused by events beyond its reasonable control, excluding payment obligations.
23.5 Nothing in these Terms creates a partnership, agency, employment relationship or joint venture.
23.6 A person who is not a party to these Terms has no right to enforce any of them, and the Contracts (Rights of Third Parties) Ordinance (Cap. 623) does not apply.
23.7 These Terms, together with the documents listed in clause 1.3, are the entire agreement between the parties and supersede all prior discussions and representations. Neither party relies on any statement not set out in them, other than a fraudulent misrepresentation.
23.8 An unenforceable provision is severed or modified to the minimum extent necessary. A failure or delay in enforcing a right is not a waiver of it.
23.9 These Terms and any dispute arising out of them are governed by the laws of the Hong Kong Special Administrative Region, without regard to conflict of laws rules, and the United Nations Convention on Contracts for the International Sale of Goods does not apply.
23.10 Any dispute arising out of or in connection with these Terms is referred to and finally resolved by arbitration administered by the Hong Kong International Arbitration Centre under its Administered Arbitration Rules in force at the time, before a single arbitrator, with the seat of arbitration in Hong Kong and the language of the arbitration in English. Either party may apply to any court of competent jurisdiction for interim or injunctive relief, and Bletchley may bring proceedings for failed or reversed payments for Credit Blocks and unpaid fees due under an order form (including where their payment has failed or been reversed) in any court having jurisdiction over Customer.
23.11 These Terms are in English. Any translation is provided for convenience and the English version prevails.
Schedule 1 — Artificial intelligence terms
These terms apply to every part of the Platform that uses machine learning or language model inference.
1. Model Providers
1.1 Inference is performed by third-party Model Providers acting as subprocessors in respect of any personal data contained in Input. Input is transmitted to those providers. All processing by them is governed by the Data Processing Agreement between Bletchley and Customer. The categories of subprocessor engaged are described in the Privacy Policy. The identity of the subprocessors engaged from time to time is disclosed to Customer under the Data Processing Agreement and is Bletchley's confidential information.
1.2 Where model selection is available to Customer in the Console, Customer chooses the provider and tier used and accepts that provider's applicable usage policies as notified. Bletchley may substitute a model of equivalent or greater capability, and will give notice where a substitution materially changes the behaviour of Customer's Agent.
2. Input, Output and rights of use
2.1 Input and Output are Customer's data and are subject to clauses 5 and 8 of the Terms. Customer is responsible for all Input, including Input submitted by an End User.
2.2 Customer permits each Model Provider to use Input solely to produce Output, to comply with law, and to enforce that provider's own policies. Bletchley contractually prohibits Model Providers from using Input or Output to train or improve their services and uses processing without data retention where the provider offers it.
2.3 A third party may submit Input that produces Output identical or similar to Customer's. Customer has no right, title or interest in such third-party results.
3. Data that Bletchley does not accept
3.1 Customer must not supply identity card, passport or other government identity numbers; full payment card numbers; bank account credentials; biometric templates; or free-text clinical remarks. Automated checks cover full payment card numbers and government identity numbers. Where those numbers are detected in an uploaded file or data source, the upload or ingestion is rejected. Where detected in an End User message, the numbers are masked before the message is stored or sent to a Model Provider. These checks do not provide automatic detection or masking of every prohibited category, and Customer remains responsible for not supplying prohibited data.
3.2 Customer must not supply special category, sensitive or restricted personal data, protected health information, cardholder data, or data subject to sector-specific regulation, unless an order form expressly permits it and any addendum required by law has been executed. Absent that, Customer warrants that it will not do so and is solely responsible for any such data it supplies.
4. Information about individuals
4.1 General business information may be answered to any End User. Information about an individual is answered only where the Platform has verified that it is dealing with that individual, either because the Publishing Surface itself proves control of a telephone number or account already held in Customer Records, or because a one-time code sent to a channel already held has been confirmed. Identity is never established by inference or on a balance of probabilities, and where it cannot be verified the information is withheld.
4.2 Information about individuals reaches the Platform only by authenticated upload or an authenticated connection. Where Customer administers or operates its Agent through a general-purpose assistant provided by a third party, that assistant is given configuration and summary information only, and not the underlying records about individuals.
4.3 An End User's objection to further contact is recorded against the person rather than the channel on which it was received, and is honoured across Customer's workspace. Where the same person uses a different Publishing Surface, the objection follows them wherever the Platform can match them by telephone number or email address. That record is retained for as long as is necessary to honour it and is not overridden when records are subsequently merged or re-imported.
5. Transparency and disclosure
5.1 Customer must ensure that End Users are informed that they are interacting with an artificial intelligence system, that Output is not presented as human-generated, and that a route to a human being is available where law or a Publishing Surface requires it. Bletchley provides configurable disclosure messages and labels. Where Customer disables them, Customer bears the consequences.
5.2 Where Customer uses synthetic voice or generated audio output, Customer must comply with applicable disclosure requirements and with the prohibited use policy of the relevant voice provider as notified.
6. Human oversight
6.1 Customer must maintain a route of escalation to a human being, monitor the performance of its Agent using the Console, and review conversations that are flagged, escalated or answered with low confidence. The Platform is designed to escalate rather than answer where the data or the level of confidence is insufficient. Customer is responsible for staffing that escalation.
7. Restrictions
7.1 Customer must not use the Platform or any Output to build a competing model or product, to extract or reconstruct model parameters, prompts, internal structures or any other part of the Platform's design, or in any manner that would cause the Platform to be classified as high-risk or prohibited under applicable legislation governing artificial intelligence. Customer must comply with the usage policies of each Model Provider as notified and with Schedule 4.
Schedule 2 — Publishing Surfaces
2.1 Customer selects the Publishing Surfaces on which its Agent operates. These may include business messaging platforms, the understanding of inbound voice messages, Customer's own website through an embeddable interface, Customer's own application through a documented interface, and general-purpose assistants through a connector. Native mobile software development kits are provided only where an order form says so.
2.2 Where Bletchley provisions or operates messaging platform access on Customer's behalf, and where it holds a business messaging account, sender identity or telephone number for Customer, Customer must complete any business verification the platform operator requires, provide accurate business information, and comply with that operator's messaging policies and commercial terms.
2.3 Customer is responsible for obtaining any opt-in required before a templated, proactive or marketing message is sent; for maintaining message quality; and for accepting the consequences of a platform operator's decisions on message template approval, sender quality rating, throughput limits and account standing. Those decisions are made by the operator and are not within Bletchley's control.
2.4 Voice support consists of the understanding of inbound voice messages in the languages published in the Console. It is not a telephony service. It does not include outbound calling, and it does not include access to emergency services. Customer must not represent the Platform as a telephone line or as a means of contacting emergency services, and must tell its End Users so where a surface might otherwise be mistaken for one.
2.5 Where Customer publishes to its own website or application, Customer is responsible for displaying the disclosure required under Schedule 1, for obtaining consent for cookies and similar technologies on its own property, and for securing any identity token it passes to the Platform.
2.6 Where a Publishing Surface's own rules conflict with these Terms in respect of that surface, the operator's rules prevail and Bletchley may restrict functionality accordingly. A platform operator's suspension of Customer is a suspension event under clause 11.1.
Schedule 3 — Connections and actions
1. Three classes of action
1.1 First, the Agent may create a record in Customer's own store: a booking, request, enquiry or captured detail, issued with a reference and visible to Customer in the Console. This is included in the Platform and is configured by Customer without Bletchley's involvement. Any chargeable use is deducted from Credits under clause 6.
1.2 Second, the Agent may send outward: a notification, message, email or web request to a destination that Customer nominates. This is included in the Platform and is a matter of configuration rather than engineering. Any chargeable use is deducted from Credits under clause 6.
1.3 Third, the Agent may write into a third-party system of record. This requires interface availability, credentials granted by Customer, and in most cases the approval of the third party. It requires a named integration agreed under an order form and is never configured without Bletchley's involvement. Fees for named integrations, onboarding and other professional services are set out and invoiced under the executed order form. They are not deducted from Credits unless that order form expressly provides otherwise.
2. Self-serve connections
2.1 The systems that Customer may connect itself, without Bletchley's involvement, are those listed as available for self-serve connection in the Console from time to time, together with the import of spreadsheet, delimited, document and portable document files. That list changes as interfaces change, and the list published in the Console prevails.
3. Enterprise adapters
3.1 Connections to enterprise systems of record are deployed by Bletchley, or by an implementation partner, under Customer's own licence and entitlement to the system concerned. Customer is responsible for holding that entitlement and for any fee the vendor charges. The result is the same product on Customer's screen. The distinction is procurement, not capability.
4. Scope of access
4.1 Unless an order form provides otherwise, connections are read-only. Write access is enabled only where Customer expressly grants it, and Customer is responsible for the consequences of a write that it has authorised.
4.2 Bletchley does not independently verify the factual accuracy of data received through a connection and is not responsible for inaccuracy within it, nor for a third party's rate limits, downtime, breaking changes or pricing.
5. Payment links and payment in conversation
5.1 Where Customer enables payment links, Customer is the merchant of record and contracts directly with its payment provider. Bletchley is not a payment service provider, does not hold or transmit funds, and is not a party to the payment.
5.2 Cardholder data required to complete a payment is handled by Customer's payment provider. Customer must not collect full payment card numbers through its Agent. Detected full payment card numbers in messages are handled in accordance with Schedule 1, clause 3.1.
5.3 Customer is responsible for pricing accuracy, refunds, chargebacks, disputes, tax on the transaction, and any consumer protection, licensing or financial services requirement applicable to it in each market in which it sells.
Schedule 4 — Acceptable use
Customer must not use the Platform, and must not permit any person to use it, in order to:
- break the law, or facilitate a breach of the law, in any jurisdiction in which Customer or its End Users are located;
- send unsolicited messages, or any message for which a consent required by law has not been obtained;
- impersonate a person or organisation, or conceal from an End User that they are dealing with an artificial intelligence system;
- give medical, legal, financial or other regulated advice as a final determination without qualified human involvement;
- supply a category of data excluded under Schedule 1;
- harass, threaten, defame, discriminate against or disclose private information about any person;
- generate material that sexualises a minor, or that depicts or promotes violence, self-harm or terrorism;
- create or distribute malicious code, probe or test the Platform's security other than through the process in clause 13.5, or attempt to gain unauthorised access to any system or account;
- examine or reconstruct the Platform's design or internal structures, or disclose anything learned about them;
- scrape, resell or redistribute the Platform or its Output, or use either to train a competing model;
- circumvent Credit metering, rate limits or access controls; or
- interfere with the integrity, security or performance of the Platform or of any Publishing Surface.
Bletchley may investigate a suspected breach of this Schedule and may suspend or terminate under clauses 11 and 18.3. Reports of abuse should be sent to info@bletchley.cc.