Terms of Service

1. Introduction & acceptance

1.1 These Terms of Service ("Terms") govern your access to and use of the Inkli platform, website, APIs, and related services (together, the "Service"), operated by Penned Ltd, a company registered in England & Wales (company no. 12989856, registered office The Firs, Cudham Lane South, Sevenoaks, TN14 7QE; ICO registration C1987399; VAT no. GB 513474014), trading as "Inkli" ("Inkli", "we", "us", "our").

1.2 By creating an account, clicking to accept, or using the Service, you agree to these Terms, our Privacy Policy, and — where you use the Service as a Partner (§4) — our Data Processing Agreement. If you do not agree, do not use the Service.

1.3 If you accept these Terms on behalf of an organisation, you warrant that you have authority to bind that organisation, and "you" and "Customer" refer to that organisation.

2. Definitions

• "Content" — the text, message templates, recipient data, letterhead/design files, logos, and other materials you upload to or generate through the Service.
• "Recipient Data" — personal data about the individuals your letters address (names, postal addresses, and any merge fields), forming part of your Content.
• "Output" — the rendered handwriting PDFs, proofs, and campaign files the Service produces from your Content.
• "Campaign" — a batch render job you submit.
• "Consumer Plan" / "Partner Tier" — the commercial models in §3 and §4.
• "Beta" — features or the Service made available on a pre-general-release basis.

3. The Service; accounts; eligibility

3.1 What the Service does. Inkli converts typed text into simulated single-stroke handwriting, colours and composites it (optionally onto your letterhead), and produces Output for you to download or deliver. The Service produces digital Output; unless separately agreed in writing, Inkli does not print, frank, or post physical mail — printing, posting, and postal compliance are your responsibility (or your print/mail provider's).

3.2 Simulated handwriting — not a signature service. The handwriting is machine-generated simulation. It is not, and must not be represented as, a person's genuine handwriting or signature. You must not use the Service to forge signatures, impersonate any person, or create documents intended to mislead as to their authenticity, authorship, or origin (see §6).

3.3 Accounts. You must provide accurate account information and keep your credentials and API keys secure. You are responsible for all activity under your account and keys. Notify us promptly of any unauthorised use.

3.4 Eligibility. You must be at least 18 and able to form a binding contract. The Service is intended for business and bona-fide personal correspondence use, not consumer-to-consumer resale.

4. Commercial models, fees & payment

4.1 Consumer Plans. Consumer accounts pay per letter via a plan or letter balance. Charges are taken through our payment processor (Stripe) at the point stated at checkout or on download, per the pricing shown in-product. Included/free allowances are as displayed and may change on notice.

4.2 Partner Tiers. Partner (mailing-house / API) accounts are billed a monthly platform fee plus tiered per-letter usage, metered on rendered volume and invoiced in arrears. Your tier sets volume limits (per-campaign and monthly caps); exceeding them may block further submissions until the next period or a tier change. Negotiated fees, tiers, and limits, where agreed, prevail over the standard schedule.

4.3 Taxes. Fees are exclusive of VAT and other applicable taxes, which you will pay in addition.

4.4 Payment & late payment. Consumer charges are due when incurred. Partner invoices are due within 30 days of issue. Overdue amounts may accrue interest at the statutory rate under the Late Payment of Commercial Debts (Interest) Act 1998, and we may suspend the Service for non-payment (§11).

4.5 Refunds. Except where required by law or expressly stated, fees are non-refundable, including for Output already rendered. Metering counts rendered letters; failed or cancelled renders are not charged/metered.

4.6 Changes to pricing. We may change pricing on reasonable notice; changes apply from your next billing period.

5. Your Content & licence to us

5.1 You own your Content. As between the parties, you retain all rights in your Content and Output.

5.2 Licence to operate the Service. You grant us a non-exclusive, worldwide, royalty-free licence to host, process, render, transmit, and store your Content solely to provide, secure, and improve the Service and to produce and deliver your Output. We do not sell your Content or use your Recipient Data for our own marketing.

5.3 Your warranties about Content. You warrant that: (a) you own or are licensed to use your Content (including letterhead, logos, fonts you supply, and any third-party material); (b) your use of the Service and Content does not infringe any third party's rights or breach any law; and (c) you have a lawful basis to process the Recipient Data and to contact those recipients (§7).

6. Acceptable use

6.1 You must not use the Service to create, render, or distribute content that:

• (a) forges a signature, impersonates a person or organisation, or misrepresents authenticity, authorship, or endorsement;
• (b) is fraudulent, deceptive, defamatory, harassing, threatening, obscene, or otherwise unlawful;
• (c) constitutes unlawful, unsolicited, or non-compliant direct marketing (including breaches of the UK GDPR, the Privacy and Electronic Communications Regulations (PECR), or postal/marketing codes);
• (d) impersonates a public authority, bank, or other trusted entity, or is designed to deceive recipients (e.g. phishing or "official-looking" scam mail);
• (e) infringes intellectual property, privacy, or other rights; or
• (f) circumvents Service limits, security, or metering, or overloads or interferes with the Service.

6.2 You are solely responsible for your Content, your campaigns, and their compliance with applicable law (including obtaining any consents and honouring opt-outs/suppression). We may, but are not obliged to, review, refuse, or remove Content and may suspend or terminate for breach of this §6 (§11).

7. Data protection

7.1 Roles. For Recipient Data and other personal data in your Content, you are the controller and Inkli is the processor. Our processing is governed by the DPA, which is incorporated into these Terms for Partner and business Customers and prevails over these Terms in the event of conflict on data processing. Our handling of the personal data of your account users is described in the Privacy Policy.

7.2 Your obligations. You warrant that you have provided all required notices and have a lawful basis (and, where required, consent) for the collection, use, and mailing of the Recipient Data, and that you will honour data-subject rights and marketing opt-outs.

7.3 Security & retention. We apply appropriate technical and organisational measures. Output and Content are retained per the retention settings and periods described in-product and the DPA, after which they are deleted or anonymised (billing and compliance records excepted).

7.4 International transfers & sub-processors are addressed in the DPA/Privacy Policy.

8. Intellectual property

8.1 Our IP. The Service, its software, the handwriting/rendering engines, models, fonts and font technology (which include third-party components licensed to us), designs, and documentation are owned by us or our licensors. We grant you a limited, non-exclusive, non-transferable, revocable licence to use the Service and to use the Output for your own campaigns during your subscription.

8.2 Restrictions. You must not copy, modify, reverse-engineer, decompile, resell, sublicense, or create derivative works of the Service or its underlying engines/fonts, or extract or reuse the handwriting engine or fonts other than as embodied in your Output.

8.3 Feedback. If you give us feedback or suggestions, we may use them without restriction or obligation.

9. Proofs, Output, printing & no deliverability guarantee

9.1 Proofing is your acceptance. Where a proof is offered, it is a sample provided for you to check Output before a full render. By approving a proof — or by submitting a campaign without requesting a proof — you confirm that the content, layout, Recipient Data, and Output are correct and fit for your intended use, and you accept the resulting Output. We are not obliged to detect or correct errors in your Content, and are not responsible for anything you approved.

9.2 Data accuracy is your responsibility. You are responsible for the accuracy, completeness, format, and lawfulness of your Content and Recipient Data (names, addresses, merge fields, message text) before use. We render what you provide; we are not responsible for errors originating in your Content (e.g. wrong or incomplete addresses, merge-field mistakes, or approved content).

9.3 Print suitability is your responsibility. The Service produces digital Output. You are responsible for verifying that the Output meets the requirements of your (or your print provider's) printing process — including colour space (RGB/CMYK), ICC profile, bleed/trim, page size, resolution, and PDF/X conformance — before printing. Where you select print or colour settings, choosing the correct ones is your responsibility. We do not warrant that Output is suitable for any particular printer, press, or finishing process.

9.4 No deliverability guarantee. We do not print, frank, post, or guarantee delivery of any mail. Printing, posting, and postal compliance are handled by you or your third-party providers, and we are not responsible for their acts, omissions, or outcomes.

9.5 Effect. Accordingly, and subject to §13.1, Penned Ltd (trading as Inkli) is not liable for loss arising from: your Content or Recipient Data; your approval of a proof or submission of a campaign; the suitability of Output for printing; or the printing, posting, or delivery of Output. This allocation is reflected in §12 (disclaimers), §13 (liability), and §14 (indemnity).

10. Beta, availability & changes

10.1 Beta. Parts of the Service may be provided as Beta and are offered "as is", may be changed or withdrawn, and may be less reliable than generally-available features.

10.2 Availability. We aim for high availability but do not guarantee the Service will be uninterrupted or error-free. We may perform maintenance and may modify or discontinue features on reasonable notice.

11. Suspension & termination

11.1 By you. You may stop using the Service and close your account at any time; fees already incurred remain payable.

11.2 By us. We may suspend or terminate your access (in whole or part) if you breach these Terms (including §6), fail to pay, or where necessary to protect the Service, other users, recipients, or comply with law. Where practical and lawful, we will give notice and an opportunity to cure.

11.3 Effect of termination. On termination, your licence to use the Service ends; we may delete your Content and Output after the retention/wind-down period described in-product/the DPA. Accrued payment obligations and clauses which by their nature survive (including §5.3, §6, §8, §12–§14, §16) survive.

12. Warranties & disclaimers

12.1 We warrant that we will provide the Service with reasonable skill and care.

12.2 Except as expressly stated, and to the fullest extent permitted by law, the Service and Output are provided "as is" and "as available", and we disclaim all other warranties, express or implied, including merchantability, fitness for a particular purpose, accuracy, and non-infringement. We do not warrant that the simulated handwriting will meet any particular aesthetic, that Output will be error-free where derived from your Content, or that mail will be delivered.

13. Limitation of liability

13.1 Nothing in these Terms limits liability that cannot be limited by law (including death or personal injury caused by negligence, fraud, or fraudulent misrepresentation).

13.2 Subject to §13.1, we are not liable for: (a) loss of profits, revenue, business, goodwill, or anticipated savings; (b) loss or corruption of data; or (c) indirect or consequential loss — in each case whether arising in contract, tort (including negligence), or otherwise, even if foreseeable.

13.3 Subject to §13.1, our total aggregate liability arising out of or in connection with the Service and these Terms is limited to the greater of (i) the fees you paid to us in the 12 months before the event giving rise to the claim, and (ii) £25,000.

13.4 You are responsible for the lawfulness and content of your campaigns; §14 (indemnity) allocates liability for third-party and regulatory claims arising from your use.

14. Indemnity

You will indemnify and hold us harmless against claims, losses, and costs (including reasonable legal fees) arising from: (a) your Content or Recipient Data; (b) your campaigns or their delivery; (c) your breach of §5.3, §6, or §7; or (d) your infringement of a third party's rights or of any law (including data protection and marketing law).

15. Confidentiality

Each party will protect the other's non-public information disclosed in connection with the Service and use it only to perform under these Terms, except where disclosure is required by law.

16. General

16.1 Governing law & jurisdiction. These Terms and any dispute are governed by the laws of England & Wales, and the courts of England & Wales have exclusive jurisdiction.

16.2 Changes to these Terms. We may update these Terms; material changes will be notified (e.g. in-app or by email) and, where they require re-acceptance, you will be asked to accept the new version before continued use. The current version and its "Last updated" date are published in-product.

16.3 Assignment. You may not assign these Terms without our consent; we may assign to an affiliate or in connection with a merger, reorganisation, or sale of assets.

16.4 Entire agreement. These Terms, the Privacy Policy, and (for Partners) the DPA are the entire agreement between us and supersede prior agreements on their subject matter. If any provision is unenforceable, the rest remains in effect.

16.5 Force majeure. Neither party is liable for delay or failure due to events beyond its reasonable control.

16.6 Notices. Legal notices to us: hello@inkli.app / Penned Ltd, The Firs, Cudham Lane South, Sevenoaks, TN14 7QE. Notices to you: to your account email.

16.7 No waiver / no partnership. A failure to enforce is not a waiver. Nothing creates a partnership, agency, or employment relationship.