Legal

Terms of Service

Last updated: 15 March 2026

1. Agreement to Terms

These Terms of Service ("Terms") constitute a legally binding agreement between Ravenstone Advisory (F.Z.C), a company registered in the Ajman Free Zone, United Arab Emirates, trading as CSP Software ("CSP Software", "we", "us", or "our"), and the entity or individual ("Client", "you", or "your") that accesses or uses the CSP Software platform and associated services ("Services").

By accessing the platform, signing an Order Form, or clicking to accept these Terms during account setup, you confirm that you have read, understood, and agree to be bound by these Terms, our Privacy Policy (available at cspsoftware.com/legal/privacy-policy), and our Data Processing Agreement, which are incorporated herein by reference.

If you are entering into these Terms on behalf of a company or other legal entity, you represent and warrant that you have authority to bind that entity to these Terms. If you do not have such authority, you must not access or use the Services.

These Terms apply to all users of the platform, including administrators, standard users, read-only users, and any other access roles provisioned within a client account.

2. Description of Service

CSP Software provides an enterprise software-as-a-service platform designed for corporate service providers, trust companies, fund administrators, company secretarial firms, and related professional services organisations. The platform includes modules for entity management, compliance monitoring, document automation, workflow management, beneficial ownership tracking, deadline management, billing and invoicing, and related functions, as described in the applicable Order Form and product documentation.

The Services are provided on a subscription basis and are hosted by CSP Software on cloud infrastructure within UK and EU data centres. CSP Software reserves the right to modify, update, and enhance the platform at any time, provided that such modifications do not materially reduce the core functionality available to the Client during the subscription term. Where CSP Software introduces a material change that reduces functionality, it will provide the Client with at least 30 days' prior written notice.

CSP Software may offer additional modules, professional services, implementation support, or integrations that are not included in the base subscription and are subject to separate fees and terms as agreed in a written Order Form or Statement of Work.

3. Account Registration

To access the Services, the Client must provide accurate, current, and complete registration information, including the legal name of the subscribing entity, primary billing contact details, and the nominated account administrator. The Client is responsible for ensuring that all such information is kept up to date throughout the subscription term.

The Client is responsible for all activity that occurs under its account, including the actions of all authorised users. The Client must implement and maintain appropriate internal controls to ensure that platform access credentials are not shared, transferred, or disclosed to unauthorised individuals. CSP Software enforces multi-factor authentication for all user accounts and the Client must not disable or circumvent this control.

In the event of any actual or suspected unauthorised access to the Client's account, the Client must notify CSP Software immediately at info@cspsoftware.com and take prompt steps to secure the account, including resetting affected credentials.

The Client may provision user accounts for its employees and authorised contractors, subject to the user seat limits specified in the applicable Order Form. Adding users beyond the contracted seat limit may incur additional charges as set out in the applicable pricing schedule.

4. Acceptable Use

The Client agrees to use the Services solely for its own legitimate internal business purposes in connection with the provision of corporate service provider, trust administration, fund administration, or company secretarial services. The Client must not use the Services in any manner that:

CSP Software reserves the right to suspend access to the Services immediately, without notice, in the event of a material breach of this Section 4 or where continued access poses a security risk to the platform or other clients.

5. Subscription and Payment

The Services are provided on a subscription basis. Subscription fees, billing frequency (monthly or annual), user seat limits, and any applicable usage-based charges are specified in the Order Form signed by both parties. Annual subscriptions are payable in advance. Monthly subscriptions are payable in advance of each monthly billing period.

All fees are quoted exclusive of value added tax (VAT) or equivalent applicable taxes, which will be applied at the applicable rate and included in invoices as a separate line item. The Client is responsible for all taxes, duties, and withholdings applicable to its use of the Services, other than taxes on CSP Software's income.

Payment is due within 30 days of the invoice date, unless otherwise agreed in writing. CSP Software reserves the right to charge interest on overdue amounts at the rate of 8% per annum, calculated from the due date until the date of actual payment.

CSP Software will provide at least 60 days' written notice of any fee increase applicable to the renewal of an existing subscription. Where the Client does not accept a proposed fee increase, it may elect not to renew the subscription at the end of the then-current term by providing written notice of non-renewal in accordance with Section 12.

All subscription fees paid are non-refundable, except where expressly stated otherwise in these Terms or as required by applicable law.

6. Data and Privacy

CSP Software processes personal data on behalf of the Client in connection with the operation of the platform. In this context, the Client is the data controller and CSP Software is the data processor, as those terms are defined under the UK GDPR and applicable data protection legislation.

The processing of personal data by CSP Software on behalf of the Client is governed by the Data Processing Agreement ("DPA") entered into between the parties, which forms part of the agreement between the parties and is incorporated herein by reference. In the event of any conflict between these Terms and the DPA in relation to the processing of personal data, the DPA shall prevail.

The Client is solely responsible for ensuring that the personal data it inputs into, or directs to be processed by, the platform is processed in accordance with applicable data protection law, including that the Client has an appropriate legal basis for processing such data and has provided all required notices to the individuals concerned.

CSP Software's own processing of personal data as a data controller — including data relating to the Client's staff, billing contacts, and website visitors — is governed by CSP Software's Privacy Policy.

7. Intellectual Property

CSP Software retains all right, title, and interest in and to the platform, including all software, code, algorithms, user interfaces, documentation, product names, trademarks, and all other intellectual property embodied in or associated with the Services. Nothing in these Terms transfers any intellectual property rights to the Client.

Subject to these Terms and the timely payment of applicable fees, CSP Software grants the Client a limited, non-exclusive, non-transferable, non-sublicensable licence to access and use the platform during the subscription term for the Client's internal business purposes.

The Client retains all right, title, and interest in and to the data it inputs into the platform ("Client Data"), including all corporate entity records, documents, and compliance data. The Client grants CSP Software a limited, non-exclusive licence to process Client Data solely to the extent necessary to provide the Services, as set out in the DPA.

CSP Software may use aggregated, anonymised, and de-identified data derived from Client usage of the platform for product improvement, benchmarking, and analytics purposes, provided that such data does not identify the Client or any individual.

Any feedback, suggestions, or improvement requests submitted by the Client or its users to CSP Software may be used by CSP Software without restriction or obligation to the Client.

8. Confidentiality

"Confidential Information" means any non-public information disclosed by one party to the other in connection with the Services that is designated as confidential or that reasonably should be understood to be confidential given the nature of the information and the circumstances of disclosure. Confidential Information includes, without limitation: the terms and pricing of the parties' agreement; the Client's business data and entity records processed through the platform; and CSP Software's technical architecture, product roadmap, and commercial strategy.

Each party agrees to: (i) hold the other party's Confidential Information in strict confidence; (ii) not disclose it to any third party without the prior written consent of the disclosing party, except to its own employees, contractors, and advisers who need to know such information and are bound by obligations of confidentiality no less restrictive than those in these Terms; and (iii) use the Confidential Information only for the purposes of performing its obligations or exercising its rights under these Terms.

The obligations of confidentiality in this Section 8 do not apply to information that: (a) is or becomes publicly available through no act or omission of the receiving party; (b) was rightfully known to the receiving party before disclosure; (c) is rightfully received from a third party without restriction; or (d) is required to be disclosed by law, regulation, or court order, provided that the receiving party gives the disclosing party prompt written notice (where legally permitted) and cooperates with the disclosing party's efforts to seek a protective order.

The confidentiality obligations in this Section 8 shall survive the termination or expiry of these Terms for a period of five years.

9. Warranties and Disclaimers

CSP Software warrants that: (i) it has the right and authority to enter into these Terms and to grant the licences described herein; (ii) the platform will perform materially in accordance with the applicable product documentation during the subscription term; and (iii) CSP Software will provide the Services with reasonable care and skill in accordance with applicable professional standards.

CSP Software will use commercially reasonable efforts to maintain platform availability of at least 99.5% per calendar month, measured on a 24/7 basis and excluding scheduled maintenance windows (of which CSP Software will provide reasonable advance notice) and circumstances beyond CSP Software's reasonable control. Details of our service level commitments are set out in the applicable Service Level Agreement ("SLA") attached to the Order Form.

EXCEPT AS EXPRESSLY SET OUT IN THESE TERMS, THE SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE". TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, CSP SOFTWARE EXCLUDES ALL IMPLIED WARRANTIES, CONDITIONS, AND REPRESENTATIONS, INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. CSP SOFTWARE DOES NOT WARRANT THAT THE SERVICES WILL BE ERROR-FREE, UNINTERRUPTED, OR SECURE, OR THAT ALL ERRORS WILL BE CORRECTED.

The platform is a software tool to assist corporate service providers with their operational and compliance management functions. It is not a substitute for professional legal, compliance, regulatory, or financial advice. The Client remains solely responsible for ensuring that its use of the platform, and the compliance management decisions it makes, comply with all applicable laws, regulations, and professional standards in the jurisdictions in which it operates.

10. Limitation of Liability

NOTHING IN THESE TERMS SHALL LIMIT OR EXCLUDE EITHER PARTY'S LIABILITY FOR: (I) DEATH OR PERSONAL INJURY CAUSED BY NEGLIGENCE; (II) FRAUD OR FRAUDULENT MISREPRESENTATION; OR (III) ANY OTHER LIABILITY THAT CANNOT BE LIMITED OR EXCLUDED BY APPLICABLE LAW.

Subject to the above, and to the fullest extent permitted by law:

The parties acknowledge that the limitations and exclusions of liability in this Section 10 reflect the allocation of risk between the parties and are a fundamental element of the basis on which CSP Software offers the Services at the fees charged.

11. Indemnification

The Client shall defend, indemnify, and hold harmless CSP Software and its officers, directors, employees, and contractors from and against any claims, damages, losses, liabilities, costs, and expenses (including reasonable legal fees) arising out of or in connection with: (i) the Client's use of the Services in violation of these Terms; (ii) Client Data, including any claim that Client Data infringes the rights of any third party; (iii) the Client's breach of applicable law or regulation; or (iv) any claim brought by a third party arising from the Client's provision of services using the platform.

CSP Software shall defend, indemnify, and hold harmless the Client from and against any third-party claim that the platform, as provided by CSP Software, infringes any intellectual property right of that third party, provided that: (a) the Client gives CSP Software prompt written notice of the claim; (b) CSP Software has sole control of the defence and settlement of the claim; and (c) the Client provides all reasonable co-operation. This indemnity shall not apply where the alleged infringement arises from: modification of the platform by the Client; use of the platform in combination with products or services not supplied by CSP Software; or use of the platform other than in accordance with these Terms and the applicable documentation.

12. Term and Termination

These Terms commence on the date of the applicable Order Form or the date on which the Client first accesses the Services (whichever is earlier) and continue for the initial subscription term specified in the Order Form. At the end of the initial term, the subscription will automatically renew for successive renewal terms of the same duration as the initial term, unless either party provides written notice of non-renewal at least 60 days before the end of the then-current term.

Either party may terminate the agreement with immediate effect by written notice to the other party if: (i) the other party commits a material breach of these Terms and fails to remedy that breach within 30 days of receiving written notice specifying the breach; or (ii) the other party becomes insolvent, enters administration, is wound up, has a receiver appointed over any of its assets, or enters into any composition or arrangement with its creditors.

CSP Software may suspend or terminate the Client's access to the Services immediately, without notice, in the event of: (i) a material breach of Section 4 (Acceptable Use); (ii) non-payment of overdue fees after 15 days' written notice; or (iii) a reasonable belief that the continued operation of the Client's account poses a security risk to the platform or other clients.

Upon termination or expiry of the subscription: (i) all licences granted under these Terms will immediately terminate; (ii) the Client must cease all use of the platform; and (iii) each party must return or destroy the other party's Confidential Information. CSP Software will make Client Data available for download for a period of 30 days following termination, after which CSP Software may delete Client Data in accordance with its data retention practices and the DPA.

Sections 6, 7, 8, 10, 11, 13, and 15, and any accrued payment obligations, shall survive the termination or expiry of these Terms.

13. Governing Law

These Terms and any dispute or claim arising out of or in connection with them (including non-contractual disputes or claims) shall be governed by and construed in accordance with the laws of the DIFC.

The parties irrevocably agree that the courts of the DIFC shall have exclusive jurisdiction to settle any dispute or claim arising out of or in connection with these Terms or their subject matter or formation.

Notwithstanding the above, CSP Software reserves the right to seek injunctive or other equitable relief in any jurisdiction to protect its intellectual property or Confidential Information.

14. Changes to Terms

CSP Software may update or amend these Terms from time to time. Where we make a material change, we will provide the Client with at least 30 days' written notice by email to the Client's nominated account administrator, and we will post the updated Terms on our website.

The Client's continued use of the Services after the effective date of any amendment constitutes acceptance of the updated Terms. If the Client does not agree to the amended Terms, it may terminate the subscription by providing written notice to CSP Software within the 30-day notice period, in which case CSP Software will provide a pro-rata refund of any prepaid fees for the remainder of the subscription term following the effective termination date.

Changes to these Terms will not apply retroactively to disputes or claims that arose prior to the effective date of the relevant amendment.

15. Contact

If you have questions about these Terms or wish to discuss your subscription, please contact us:

For urgent security matters, please contact info@cspsoftware.com.