# Terms of Business **Miggins** | Last updated: June 2026 ## 1. Introduction These Terms of Business ("Terms") govern your use of the Miggins platform at migginsfinancial.com (the "Platform"), provided by Miggins Ltd ("Miggins", "we", "us", "our"). By accessing or using the Platform, you agree to be bound by these Terms. If you do not agree, you must not use the Platform. ## 2. Definitions - **"Client"** means the organisation that has engaged Miggins for services. - **"User"** means any individual authorised by the Client to access the Platform. - **"Services"** means the document analysis, compliance review, persona testing, enhancement, and style review features provided through the Platform. - **"Content"** means any documents, data, or materials uploaded to or generated by the Platform. ## 3. Services ### 3.1 Description Miggins provides an AI-powered platform for analysing financial services communications. The Platform offers: - **Compliance Review** - Assessment of documents against FCA Consumer Duty and regulatory requirements - **Persona Analysis** - Simulated consumer comprehension testing using AI personas - **Document Enhancement** - Recommendations for improving clarity, readability, and compliance - **Style Review** - Assessment of documents against brand style guides - **Accessibility Review** - Assessment of documents against accessibility standards (WCAG), including structural, visual, and vulnerable-customer barrier analysis ### 3.2 Engagement Basis Services are provided on a project basis as agreed between Miggins and the Client. Access to the Platform, scope of services, and any deliverables will be set out in a separate engagement letter or statement of work. ### 3.3 Advisory Nature All analysis, scores, recommendations, and reports generated by the Platform are advisory in nature. They do not constitute legal, regulatory, or financial advice. Clients are responsible for making their own compliance decisions and should seek independent professional advice where appropriate. ## 4. Access and Accounts ### 4.1 Account Provision User accounts are provisioned by Miggins or the Client's administrator. Each User must have their own account and must not share login credentials. ### 4.2 Account Security Users are responsible for maintaining the confidentiality of their account credentials. You must notify us immediately at hello@migginsfinancial.com if you become aware of any unauthorised use of your account. ### 4.3 User Roles and Permissions The Platform supports role-based access (administrator, client, reviewer). Administrators may manage Users, permissions, and module access within their organisation. Users must only access data and features appropriate to their assigned role. ## 5. Client Obligations The Client agrees to: - Ensure all Users comply with these Terms - Provide accurate information when setting up accounts - Use the Platform only for its intended purpose of analysing financial services communications - Not upload documents containing malware or malicious content - Not attempt to circumvent security measures, access controls, or tenant isolation - Not use the Platform for any unlawful purpose ## 6. Intellectual Property ### 6.1 Client Content The Client retains all intellectual property rights in documents and materials uploaded to the Platform. By uploading Content, the Client grants Miggins a limited licence to process that Content solely for the purpose of providing the Services. ### 6.2 Platform and Analysis Output The Platform, its underlying technology, AI models, prompt templates, scoring methodologies, and user interface are the intellectual property of Miggins. Analysis reports and recommendations generated by the Platform are provided to the Client for their use in connection with the engagement. The Client may use, distribute, and adapt these outputs internally. ### 6.3 Aggregated Data and Learnings Miggins may compile anonymised, de-identified statistical and analytical data derived from the processing of Content through the Platform ("Aggregated Data"). Aggregated Data includes industry-level compliance trends, common clarity patterns, scoring distributions, and document-type benchmarks — but excludes any document text, extracts, or content attributable to the Client. Miggins may use Aggregated Data to: - Improve the Platform's analysis capabilities, scoring methodologies, and benchmarking features - Produce industry-level reports, benchmarks, and research publications (provided no such publication identifies or could reasonably be used to identify the Client or its documents) - Provide comparative benchmarking features within the Platform (for example, showing how a document's clarity score compares to anonymised industry averages) Miggins will not: (a) disclose, publish, or make available the text, extracts, or substantive content of any Client Content; (b) identify the Client as the source of any Aggregated Data; or (c) reverse-engineer Aggregated Data to reconstruct Client Content. Miggins does not use Client Content to train, fine-tune, or improve any machine learning model without the Client's prior written consent. ### 6.4 Restrictions The Client must not: - Reverse-engineer, decompile, or attempt to extract the source code of the Platform - Reproduce, resell, or redistribute the Platform or its features - Use the Platform to build a competing product or service - Scrape, harvest, or systematically extract data from the Platform beyond normal use ## 7. Data Protection We process personal data in accordance with our Privacy Policy. The Platform is designed for analysing published or draft financial communications such as financial promotions, assessment of value reports, and general consumer communications. It is not intended for processing documents containing personal data of third parties (such as customer records or individual client files). If the Client uploads documents that do contain personal data of third parties, the Client is solely responsible for ensuring it has the necessary authority and legal basis to do so. In such cases, a separate Data Processing Agreement may be required. ### 7.2 Sub-Processors Document content is processed by third-party AI providers (including OpenAI and Google) under their paid-tier API terms, which provide that content submitted through the API is not used to train their models. Providers may retain content for a limited period for abuse monitoring; zero-retention configurations are not currently in place. A current list of sub-processors and their data residency is published in our Privacy Policy. We will notify the Client of any material changes to our sub-processor list with reasonable advance notice. ### 7.3 Data Residency Account data and uploaded documents are stored in the European Union (Cloudflare D1 and R2 with EU jurisdiction). Authentication is managed through Auth0 in the UK (eu-west-2, London). Document content is transmitted to US-based AI providers for analysis under their paid-tier API terms (see Privacy Policy Section 5.2 for details). ## 8. Confidentiality ### 8.1 Mutual Obligations Each party agrees to keep confidential all information received from the other party that is marked as confidential or would reasonably be considered confidential. This includes, but is not limited to: - Uploaded documents and their contents - Analysis results and reports - Business processes and strategies - Pricing and commercial terms ### 8.2 Exceptions Confidentiality obligations do not apply to information that: - Is or becomes publicly available through no fault of the receiving party - Was already known to the receiving party before disclosure - Is independently developed by the receiving party - Is required to be disclosed by law or regulation ### 8.3 Data Isolation The Platform operates a multi-tenant architecture with strict data isolation. Each Client's data is segregated and cannot be accessed by other Clients or their Users. ## 9. Service Levels ### 9.1 Availability We aim to provide reasonable availability of the Platform but do not guarantee uninterrupted service. The Platform is hosted on Cloudflare's infrastructure. ### 9.2 Maintenance We may perform scheduled maintenance that temporarily affects Platform availability. Where practical, we will provide advance notice of planned maintenance. ### 9.3 AI Processing Analysis processing times depend on document size and complexity. Large or complex documents may take longer to process. We do not guarantee specific processing times. ## 10. Limitation of Liability ### 10.1 Advisory Nature The Platform provides AI-generated analysis for informational and advisory purposes only. Miggins does not warrant that any analysis, score, or recommendation is complete, accurate, or suitable for any particular regulatory requirement. ### 10.2 Exclusions To the maximum extent permitted by law, Miggins shall not be liable for: - Any regulatory action, penalty, or enforcement arising from reliance on Platform outputs - Indirect, consequential, or special losses - Loss of profit, revenue, data, or business opportunity - Losses arising from the Client's failure to seek independent professional advice ### 10.3 Cap on Liability Miggins' total aggregate liability in connection with these Terms shall not exceed the fees paid by the Client in the 12 months preceding the claim. ### 10.4 Nothing Excluded Nothing in these Terms excludes or limits liability for: - Death or personal injury caused by negligence - Fraud or fraudulent misrepresentation - Any liability that cannot be excluded by law ## 11. Fees and Payment Fees for the Services will be as agreed in the engagement letter or statement of work between Miggins and the Client. Unless otherwise agreed: - Invoices are payable within 30 days of issue - All fees are exclusive of VAT, which will be charged where applicable - We reserve the right to suspend access to the Platform for overdue payments ## 12. Term and Termination ### 12.1 Term These Terms apply for the duration of the engagement as set out in the applicable statement of work or engagement letter. ### 12.2 Termination Either party may terminate the engagement: - By giving 30 days' written notice to the other party - Immediately, if the other party commits a material breach that is not remedied within 14 days of written notice ### 12.3 Effect of Termination Upon termination: - The Client's access to the Platform will be revoked - The Client may request export of their data within 30 days of termination. Data export is available through the Platform's admin interface or on request. - After the 30-day export window (or earlier upon written instruction), Miggins will delete Client data within 90 days. Deletion includes: uploaded documents and extracted text; analysis results, scores, and reports; user account records; and team and permission structures. - The following data is excluded from deletion: anonymised audit log records (user identifiers removed), retained for compliance purposes; Aggregated Data as described in Section 6.3; and any data required to be retained by law or regulation. - Miggins will confirm deletion in writing to the Client upon completion. - Sections on confidentiality, intellectual property, limitation of liability, and aggregated data survive termination ## 13. Changes to Terms We may update these Terms from time to time. Material changes will be communicated to the Client in writing. Continued use of the Platform after notification constitutes acceptance of the updated Terms. ## 14. General ### 14.1 Governing Law These Terms are governed by the law of Scotland. The Scottish courts have exclusive jurisdiction over any disputes. ### 14.2 Entire Agreement These Terms, together with any engagement letter or statement of work, constitute the entire agreement between the parties in relation to the Services. ### 14.3 Severability If any provision of these Terms is found to be unenforceable, the remaining provisions shall continue in full force and effect. ### 14.4 Assignment The Client may not assign its rights under these Terms without our prior written consent. ### 14.5 No Waiver Failure to enforce any provision of these Terms does not constitute a waiver of that provision. ## 15. Contact Us For any questions about these Terms: **Miggins Ltd** (registered in Scotland, company number SC887230) **Registered office:** 5 South Charlotte Street, Edinburgh, EH2 4AN, United Kingdom **Email:** hello@migginsfinancial.com