Terms of Service

1. Who we are#

In short: Logicboks Limited, a real registered company, with the number and address here.

AyaiMQ is operated by Logicboks Limited, a company registered in England and Wales under company number 13613888, whose registered office is B1 Vantage Park, Old Gloucester Road, Hambrook, Bristol, BS16 1GW, United Kingdom.

Our VAT registration number is GB 391 216 112.

References to "we", "us" and "our" mean Logicboks Limited. References to "you" mean the organisation using the service, and the individual accepting these terms confirms they are authorised to do so on that organisation's behalf.

2. The service#

In short: A managed MQTT broker. We move messages and do not store them.

AyaiMQ provides a hosted, multi-tenant MQTT message broker together with a web console for creating clusters, managing credentials and permissions, and inspecting live traffic. We may add, change or remove features over time.

AyaiMQ carries messages. It is not a data store: the broker keeps at most one retained message per topic and bounded offline queues, and it is not a system of record for your historical data. If you need history, keep it somewhere that is built to keep it.

3. Business customers only#

In short: This is sold to organisations, not consumers, so consumer cancellation rights do not apply.

AyaiMQ is offered to businesses, schools, trusts and other organisations, and not to consumers. By accepting these terms you confirm you are acting for purposes relating to your trade, business, craft or profession.

This matters to both of us. It means the consumer cancellation rights under the Consumer Contracts Regulations do not apply, and it means the cancellation and refund terms in section 10 are the ones that govern. If you are an individual buying for personal use, do not subscribe.

4. Your account#

In short: Keep your credentials safe, and you are responsible for what happens under your account.

You must provide accurate information and keep it up to date. You are responsible for activity under your account and for keeping your sign in details and broker credentials secure.

Tell us promptly at support@logicboks.com if you suspect any unauthorised use. Broker credentials are shown once when they are created and are not recoverable afterwards, so treat them as you would a password.

New accounts are reviewed before access is granted. We may decline an account without giving a reason.

5. Accepting these terms#

In short: Using the service means agreeing to these terms and the acceptable use policy.

You accept these terms when you tick the box at sign up, and again when you subscribe to a paid plan. We record which version of each document you accepted and when.

Each version of this document carries a date, shown at the top of this page. If we make a material change we will tell you before it takes effect and ask you to accept the new version. Continued use after a non material change means you accept it.

6. Acceptable use and misuse#

In short: Do not use it for anything illegal or abusive. In practice almost every case is a misconfigured device and we treat it that way.

Your use of AyaiMQ must comply with our Acceptable Use Policy, which forms part of these terms. In summary, and without limiting that policy, you must not:

• use the service for anything unlawful, or to send, store or transmit unlawful material
• attempt to access another customer's cluster, topics, credentials or messages, or to defeat the isolation between tenants
• probe, scan or load test the platform, or attempt to circumvent the connection, credential or rate limits that apply to your plan
• resell or provide the service to third parties as your own broker, unless we have agreed that in writing
• publish at a volume or rate that degrades the service for other customers, whether deliberately or through a misconfigured device
• use the service in a way that would make us breach a law, a regulation, or a third party's rights

We monitor the health of the platform, not the content of your messages. Where a connection is harming the service or another customer we may rate limit or disconnect it, and we will tell you what we did and why.

Serious or repeated misuse can lead to suspension or termination under section 13. Where the misuse is a misconfigured device rather than intent, which is the common case, we will contact you first wherever it is safe to do so.

7. Your data#

In short: Yours stays yours. We are your processor for what passes through the broker, and the data processing agreement covers it.

You retain all rights in the data and messages you send through the service ("Customer Data"). You grant us the limited licence needed to host, process and transmit Customer Data in order to provide the service.

Our handling of personal data is described in our Privacy Policy and, where we act as your processor, in our Data Processing Agreement. The Data Processing Agreement is incorporated into these terms and you do not need to sign a separate copy.

8. Charges and VAT#

In short: Prices exclude VAT. UK customers pay 20 percent, and there is never a charge per message.

Paid plans are charged per cluster, per billing period, in pounds sterling. The current prices are on our pricing page and on the Plan page in the console. A plan includes an allowance of credentials on each cluster; credentials above that allowance are charged at the published rate for each one.

All prices are shown excluding VAT. Where VAT is due it is added at checkout and shown on your invoice. UK customers are charged UK VAT at the standard rate, currently 20 percent. Business customers outside the United Kingdom who provide a valid VAT registration number are not charged UK VAT, and where the reverse charge applies your invoice will say so and you must account for the tax in your own country.

You are responsible for giving us an accurate billing address and VAT number. If the information you give us is wrong and we are assessed for tax as a result, we may pass that cost on to you.

There is no charge for messages. There never will be: we do not meter message volume, and your bill cannot move because a site got busy.

9. Payment#

In short: Card or Direct Debit through Stripe. We never see your card details.

You can pay by card or by Direct Debit, which are collected automatically at the start of each billing period. Where we have agreed it in advance, you can instead be invoiced and pay by bank transfer, in which case invoices are due 30 days from the date of issue and we will put your purchase order number on them if you give us one.

Card and Direct Debit payments are processed by Stripe. We do not see or store your card details.

Direct Debit takes a few working days to clear the first time. Your subscription starts when the payment clears, not when the mandate is signed.

Amounts are payable in full without set off. If an invoice is genuinely disputed, tell us within 14 days of the invoice date and we will not treat the disputed amount as overdue while we look into it.

10. Renewal, cancellation and refunds#

In short: It renews until you cancel. Cancel any time yourself and you keep the period you have paid for. Part months are not refunded, with two exceptions: if we have materially failed to provide the service, and within 14 days of your first ever payment if you have not used it.

Monthly subscriptions renew each month and annual subscriptions renew each year, automatically, until cancelled.

You can cancel at any time, yourself, from the Billing page in the console. You do not need to contact us and there is no notice period and no cancellation fee.

Cancelling takes effect at the end of the period you have already paid for. Your clusters keep running until then, because you have paid for that time.

We do not refund part of a period that has already started, because a broker that was available to you was a broker we were running. Two exceptions: if we have materially failed to provide the service, and if you cancel within 14 days of your first ever payment and have not used the service in that time, in which case we will refund that first payment in full.

If you add a cluster in the middle of a period, we charge the remaining part of that period for it rather than a whole one. On an annual plan that means the remaining months of the year.

11. If a payment is not made#

In short: Your broker keeps running. We chase you before anything is switched off, and we tell you first.

We will tell you, and Stripe will retry a failed card or Direct Debit automatically over the following days. A payment failing does not immediately change anything.

If the subscription is eventually cancelled for non payment, your account moves to the Free plan. Read what that means, because it is the important part: your account stays open, your clusters are not deleted, your credentials are not revoked, and controllers that already hold a credential keep connecting. What you lose is headroom, meaning the higher limits your paid plan allowed.

We say this plainly because it is a promise about how the system is built and not only about how we intend to behave. Nothing in our billing is able to take a building offline. If you are running plant on this, that is a thing you are entitled to know before you buy rather than after.

We may suspend an account with a genuinely overdue invoice that has been ignored, but we will contact a person first and give you a date.

12. Price changes#

In short: At least 30 days notice, and you can cancel before a new price applies.

We may change our prices. We will give you at least 30 days notice by email before a change affects you, and no change will take effect during a period you have already paid for.

If you do not want to continue at the new price, cancel before it takes effect and you will not be charged it.

Beta pricing specifically: while AyaiMQ is in beta, paid plans are sold below the price they will carry at general availability. The beta price holds for as long as the beta lasts. When it ends, or if the beta price changes before then, you get at least 30 days written notice and the same right to cancel before the new price applies. We will not move you onto a higher price without telling you first. The uptime commitment in the Service Level Agreement applies during the beta and is not discounted with the price.

13. Availability, suspension and termination#

In short: Paid plans carry a 99.5 percent monthly uptime commitment with service credits. Free accounts carry none.

Our availability commitment is described in our Service Level Agreement: 99.5 percent of the minutes in a calendar month, on paid plans, with service credits if we miss it. Free accounts carry no commitment. Read it before you rely on this service, including how availability is measured and what is excluded.

You may stop using the service and delete your account at any time.

We may suspend or terminate access if you materially breach these terms or the Acceptable Use Policy, if an invoice is significantly overdue after we have contacted you, or if we are required to by law. Where the situation allows it we will warn you first and give you a chance to put it right.

We may suspend a specific connection or credential immediately and without notice where it is actively harming the platform or another customer, and we will tell you as soon as we have.

On termination we will delete or return Customer Data as described in the Privacy Policy and Data Processing Agreement.

14. Intellectual property#

In short: We own the platform, you own your data and your content. Neither of us gets the other's.

We and our licensors own all rights in the AyaiMQ platform, software, and branding. These terms do not transfer any of those rights to you beyond the right to use the service as permitted here.

15. Disclaimers#

In short: These are broad, as they are in every agreement of this kind. Read them if you are relying on the service for something critical.

To the fullest extent permitted by law, the service is provided "as is" and "as available", without warranties of any kind. We do not warrant that the service will be uninterrupted, error free, or fit for a particular purpose.

AyaiMQ is not a life safety system. Do not use it as the only path for a fire, gas, security, medical or other safety critical signal, and do not use it as the only means of controlling plant where a failure could injure somebody or damage property.

16. Limitation of liability#

In short: Our liability is capped at what you paid us in the previous twelve months. This is the clause procurement will want to look at.

Nothing in these terms limits liability that cannot be limited by law, including liability for death or personal injury caused by negligence, or for fraud.

Subject to that, we are not liable for indirect or consequential loss, loss of profits, loss of business, or loss of data, and our total liability arising from the service in any twelve month period is limited to the amount you paid us in the twelve months before the claim.

17. Changes to these terms#

In short: We will tell you before a material change and you can leave rather than accept it.

We may update these terms as the service evolves. If we make material changes we will notify you and ask you to accept the new version before you continue. Each version carries the date shown at the top of this page.

18. Governing law#

In short: England and Wales.

These terms are governed by the laws of England and Wales, and the courts of England and Wales have exclusive jurisdiction, unless mandatory local law provides otherwise.

19. Contact#

In short: One address, and a person reads it.

Questions about these terms: support@logicboks.com. Questions about a bill: support@logicboks.com. Anything else: support@logicboks.com.