LodgeStock

Terms of Service

Wild Spaces Ventures Ltd — Version 1.0, effective 25 October 2026

1.About these terms

1.1
These terms of service (the “Terms”) govern access to and use of the LodgeStock platform and related services. They form a binding agreement between Wild Spaces Ventures Ltd, a company incorporated in England and Wales with company number 17422068, whose registered office is at 71-75 Shelton Street, Covent Garden, London, WC2H 9JQ (“we”, “us”, “LodgeStock”), and the customer identified in the applicable Order Form (the “Customer”, “you”).
1.2
These Terms are incorporated by reference into each Order Form. By signing an Order Form, or by accessing or using the Service, you agree to these Terms. If you sign an Order Form on behalf of an organisation, you confirm you have authority to bind that organisation.
1.3
If there is any conflict between these Terms and an Order Form, the Order Form prevails to the extent of the conflict.

2.Definitions

“Authorised Users” means the Customer’s employees and contractors permitted to use the Service on the Customer’s behalf;

“Billing Period” means the billing frequency stated in the Order Form or, if none is stated, one month;

“Customer Data” means all data entered into or generated within the Service by or on behalf of the Customer, including operational readings, asset records and derived reports relating to the Customer’s properties;

“DPA” means the data processing agreement entered into between the parties, which forms part of the Agreement;

“Fees” means the subscription fees and any other charges set out in, or calculated in accordance with, the Order Form;

“Fixed Fee Period” means any period stated in the Order Form during which the Fees are fixed;

“Initial Term” means the initial subscription period stated in the Order Form or, if none is stated, one month;

“Order Form” means the order form signed by both parties setting out the Properties and modules covered, the Fees, the Start Date, the Initial Term, the Billing Period, any Fixed Fee Period, the paying entity and any special terms;

“Property” means each lodge, camp or other property identified in the Order Form;

“Renewal Term” means each successive period following the Initial Term, of the length stated in the Order Form or, if none is stated, of the same length as the Initial Term;

“Service” means the LodgeStock software platform, comprising the modules identified in the Order Form, together with the digests, alerts and reports it generates, and any related support;

“Start Date” means the subscription start date stated in the Order Form;

“Agreement” means, together, the Order Form, these Terms and the DPA.

3.The Service

3.1
We will provide the Service to the Customer, and grant the Customer a non-exclusive, non-transferable right for its Authorised Users to use the Service for the Customer’s internal business operations during the subscription period.
3.2
We may update, improve or modify the Service from time to time, provided the changes do not materially reduce its core functionality. Where a change materially reduces core functionality, we will give the Customer at least 30 days’ written notice.
3.3
The Service includes automated monitoring, anomaly alerts and digest reports. These are operational aids derived from the data entered by the Customer. They depend on the accuracy, completeness and timeliness of that data, and they do not replace the Customer’s own inspection, maintenance and management of its property, equipment and stock. The Customer remains solely responsible for its operational decisions.
3.4
Support is provided by email. We aim to respond to support requests within one business day. We will use reasonable endeavours to make the Service available at all times, but do not guarantee uninterrupted availability. Where practicable, we will give advance notice of scheduled maintenance.

4.Term and fixed Fees

4.1
The subscription begins on the Start Date and continues for the Initial Term. It then renews automatically for successive Renewal Terms unless cancelled in accordance with clause 8.
4.2
Where the Order Form specifies a Fixed Fee Period, the Fees will not increase during that period, and no change under clause 6 may take effect before the period ends. If the subscription is cancelled before the end of a Fixed Fee Period, the fixed Fees lapse and any later subscription is at our then-current pricing.

5.Fees, payment and taxes

5.1
Fees are payable as stated in the Order Form. Unless the Order Form states otherwise, Fees are invoiced in advance on or around the first day of each Billing Period, invoices are due within 14 days of the invoice date, and Fees are stated and payable in US dollars.
5.2
Fees are exclusive of value added tax, goods and services tax, sales tax and similar transaction taxes chargeable on the supply of the Service. The Customer is responsible for such taxes, which will be added to invoices where we are required to charge or collect them. Taxes levied on our own income, revenue or presence in a jurisdiction are our responsibility and will not be added to invoices.
5.3
All payments must be made in full without set-off or deduction. If the Customer is required by law to deduct or withhold any tax from a payment, the amount payable shall be increased so that, after the deduction or withholding, we receive an amount equal to the sum we would have received had no deduction or withholding been made. The Customer shall provide us with official receipts or certificates evidencing any amounts withheld within 30 days of payment. We will provide reasonable cooperation, including a certificate of tax residence where available, to enable the Customer to apply any reduced rate available under an applicable double taxation treaty.
5.4
If any undisputed invoice remains unpaid 14 days after its due date, we may suspend the Customer’s access to the Service on 7 days’ written notice until payment is received. Suspension does not affect the Customer’s obligation to pay Fees for the suspension period.

6.Price changes

6.1
Any changes to the Fees set out in the Order Form take effect as stated there. In addition, subject to clause 4.2, we may change the Fees by giving the Customer at least 60 days’ written notice. Such a change takes effect at the start of the first Renewal Term that begins after the end of the notice period. During a Fixed Fee Period we may give that notice, but the change cannot take effect until the period has ended. If the Customer does not accept the change, it may cancel under clause 8 before the change takes effect.

7.Customer obligations

7.1
The Customer shall:
(a)
keep Authorised User credentials secure and ensure the Service is accessed only by Authorised Users;
(b)
use the Service only for lawful purposes and in accordance with the Agreement;
(c)
not copy, modify, reverse engineer or create derivative works of the Service, or resell or make the Service available to any third party; and
(d)
be responsible for the accuracy of the Customer Data entered by its Authorised Users.

8.Cancellation and termination

8.1
Either party may cancel the subscription with effect from the end of the Initial Term or of any Renewal Term by giving the other at least 30 days’ written notice before that date. Fees are payable up to the end date, and Fees already invoiced for the current Billing Period are not refundable. Where the Agreement gives the Customer a right to cancel because of a change we have made (including under clause 16.4 and clause 4.2 of the DPA), the Customer may do so by written notice given before the change takes effect. The subscription then ends on the date the change would have taken effect, whatever the Initial Term or Renewal Term, and, despite the second sentence of this clause 8.1, we will refund any Fees paid in advance for the period after that date.
8.2
Either party may terminate the Agreement immediately by written notice if the other party commits a material breach which is not remedied within 30 days of written notice requiring it to do so, or becomes insolvent or subject to any analogous event. If the Customer terminates under this clause 8.2, we will refund any Fees paid in advance for the period after the termination date; if we terminate under this clause 8.2, no Fees are refundable.
8.3
On termination or expiry, the Customer’s right to use the Service ends, and clauses 9.2 to 9.4 (data export and deletion), 10 (anonymised data), 12 (intellectual property), 14 (confidentiality), 15 (liability) and 17 (governing law) survive.

9.Customer Data

9.1
As between the parties, the Customer owns the Customer Data. The Customer grants us a licence to host, process and use the Customer Data as necessary to provide the Service and as otherwise permitted by the Agreement.
9.2
For 30 days after termination or expiry, we will make the Customer Data available for export in CSV or another commonly used machine-readable format on written request.
9.3
We will delete the Customer Data within 60 days after the end of the export period, and remove it from backups within 90 days thereafter, except to the extent we are required by law to retain it and except for Anonymised Data under clause 10.
9.4
We maintain appropriate technical and organisational measures to protect the Customer Data, as further described in the DPA. Each party shall comply with its obligations under the DPA and applicable data protection law.

10.Anonymised and aggregated data

10.1
We may create and use data derived from the Customer Data that has been anonymised and aggregated so that neither the Customer, any property, nor any individual can be identified (“Anonymised Data”) for the purposes of operating and improving the Service, developing benchmarks and industry analysis, and producing statistical insights.
10.2
Our rights in Anonymised Data are perpetual and survive termination of the Agreement. We will never publish or disclose Anonymised Data in a form that identifies the Customer or any of its properties, or that could reasonably be used to do so.

11.Third-party services

11.1
The Service is hosted on, and makes use of, third-party infrastructure and services (including hosting, database, email delivery and AI providers) as listed in the DPA. We remain responsible for the Service as a whole, but we are not responsible for failures of third-party networks, devices or connectivity outside our reasonable control, including the Customer’s own internet connectivity.

12.Intellectual property

12.1
We (and our licensors) own all intellectual property rights in the Service, including its software, design, documentation and the structure of its reports. Nothing in the Agreement transfers any ownership of the Service to the Customer. The Customer receives only the usage rights expressly granted in these Terms.
12.2
If the Customer provides feedback or suggestions about the Service, we may use them without restriction or obligation.

13.Reference rights

13.1
Where the Order Form so provides, the Customer grants us the right, for the duration of the subscription, to identify the Customer as a customer of LodgeStock, including use of the Customer’s name and logo on our website and in marketing materials, and use of any quotation approved by the Customer in writing. We will honour any usage guidelines the Customer reasonably notifies to us, and will cease such use within 30 days of the end of the subscription or of the Customer’s written withdrawal of consent.

14.Confidentiality

14.1
Each party shall keep confidential all non-public information disclosed by the other in connection with the Agreement, use it only for the purposes of the Agreement, and disclose it only to those of its personnel and advisers who need it and are bound by equivalent obligations. This clause does not apply to information which is or becomes public through no fault of the receiving party, was lawfully known before disclosure, or must be disclosed by law or a regulator. This clause survives for 3 years after termination. The Fees and the commercial terms of each Order Form are our confidential information. The Customer shall not disclose them to any third party, including any other lodge, operator or actual or prospective customer of ours, other than to its personnel and advisers in accordance with this clause.

15.Warranties and liability

15.1
We warrant that the Service will be provided with reasonable skill and care. Except as expressly set out in the Agreement, all other warranties, conditions and terms implied by law are excluded to the fullest extent permitted.
15.2
The Customer acknowledges that the Service’s alerts, digests, derived balances and anomaly detection are dependent on the data entered by the Customer and on configurable thresholds, and are provided as operational aids only. We do not warrant that the Service will detect every anomaly, loss, leak or fault, and the Customer shall not rely on the Service as its sole means of monitoring its operations, equipment or stock.
15.3
Nothing in the Agreement limits or excludes liability for death or personal injury caused by negligence, for fraud or fraudulent misrepresentation, or for any other liability which cannot be limited or excluded by law.
15.4
Subject to clause 15.3, neither party is liable for any loss of profits, loss of revenue, loss of anticipated savings, loss of or damage to property, equipment, fuel, water or stock, loss or corruption of data (other than our obligations under the DPA), or any indirect or consequential loss, in each case whether arising in contract, tort (including negligence) or otherwise, and including any such loss arising from reliance on, or the absence, inaccuracy or late delivery of, any alert, digest or report.
15.5
Subject to clauses 15.3 and 15.4, each party’s total aggregate liability arising out of or in connection with the Agreement in any 12-month period is limited to the total Fees paid by the Customer in the 12 months preceding the event giving rise to the claim (or, if the event occurs in the first 12 months, the Fees paid up to the date of the event).

16.General

16.1
Notices under the Agreement must be in writing and may be given by email: to the Customer, at the addresses stated in the Order Form; and to us, at legal@lodgestock.ai. Notices are deemed received one business day after sending, absent a delivery failure.
16.2
The Customer may not assign or transfer the Agreement without our prior written consent (not to be unreasonably withheld). We may assign the Agreement to a successor of our business on written notice.
16.3
The Agreement constitutes the entire agreement between the parties in relation to its subject matter and supersedes all prior discussions and arrangements. Neither party relies on any statement not set out in the Agreement.
16.4
We may update these Terms and the DPA (including its Annexes) from time to time by giving the Customer at least 30 days’ written notice. If an update materially disadvantages the Customer, the Customer may cancel under clause 8 before the update takes effect. Changes to Sub-processors are governed by clause 4 of the DPA. Any other variation, including any change to an Order Form, is effective only if in writing (which may be by email) and agreed by both parties.
16.5
No failure or delay in exercising a right is a waiver of it. If any provision is invalid or unenforceable, the remainder is unaffected. A person who is not a party has no rights under the Contracts (Rights of Third Parties) Act 1999 to enforce any term of the Agreement. Neither party is liable for delay or failure caused by events beyond its reasonable control.

17.Governing law and jurisdiction

17.1
The Agreement and any dispute or claim arising out of or in connection with it or its subject matter (including non-contractual disputes or claims) are governed by the law of England and Wales, and the parties irrevocably submit to the exclusive jurisdiction of the courts of England and Wales.