Legal

Terms and Conditions

Itembay Limited (trading as RotaCubed). Company Number 12027952. Registered Office 235 Foxhall Road, Ipswich, IP3 8LF. Last updated: 10 August 2026.

1. Introduction

1.1 These Terms and Conditions ("Terms") govern access to and use of the RotaCubed workforce scheduling and rota management software (the "Service"), provided by Itembay Limited, a company registered in England and Wales under company number 12027952, whose registered office is at 235 Foxhall Road, Ipswich, IP3 8LF ("we", "us", "our").

1.2 By creating an account, starting a free trial, or otherwise accessing or using the Service, you ("you", "your", the "Customer") agree to be bound by these Terms. If you are entering into these Terms on behalf of an organisation, you confirm that you have authority to bind that organisation, and "you" refers to that organisation.

1.3 If you do not agree to these Terms, you must not access or use the Service.

2. Definitions

"Account" means the account created by the Customer to access the Service.

"Customer Data" means any data, information or content submitted, uploaded or entered into the Service by or on behalf of the Customer, including employee names, contact details, shift and rota information, and, where applicable, pay rate and cost data.

"Fees" means the subscription fees payable for the Service as set out at checkout or otherwise agreed in writing.

"Free Trial" means the 30 day trial period referred to in clause 5.

"Service" means the RotaCubed software application, accessible via web browser, and any related support services.

"Subscription Period" means the monthly or annual billing period selected by the Customer.

3. The Service

3.1 The Service is a cloud based, subscription software application for workforce scheduling and rota management, accessed via web browser. No installed or downloaded software is provided.

3.2 We may update, modify or improve the Service from time to time, including adding or removing features, provided that we will not materially reduce the core functionality of the Service during a paid Subscription Period without reasonable notice.

4. Licence to Use the Service

4.1 Subject to your compliance with these Terms and payment of applicable Fees, we grant you a limited, non exclusive, non transferable, non sublicensable licence to access and use the Service, solely for your internal business purposes, for the duration of your Subscription Period.

4.2 You must not, and must not permit any third party to:

(a) copy, modify, or create derivative works of the Service;

(b) reverse engineer, decompile, or disassemble the Service, except to the extent this restriction is prohibited by law;

(c) rent, lease, sell, sublicense, distribute or otherwise make the Service available to any third party outside your organisation;

(d) remove or obscure any proprietary notices on the Service;

(e) use the Service to build a competing product or service.

4.3 We reserve all rights in the Service not expressly granted to you under these Terms.

5. Free Trial

5.1 We offer a free trial period of 30 days from the date of Account creation ("Free Trial").

5.2 During the Free Trial, you may access the Service without charge, on the terms stated at signup.

5.3 If you do not convert to a paid subscription before the Free Trial ends, your Account access will be restricted, and any Customer Data entered during the Free Trial will be retained in accordance with clause 11 (Customer Data) and then permanently deleted.

5.4 We may change or withdraw the Free Trial at any time without notice.

6. Registration and Accounts

6.1 To use the Service, you must register for an Account and provide accurate, current and complete information.

6.2 You are responsible for maintaining the confidentiality of your Account login details and for all activity that occurs under your Account.

6.3 You must notify us promptly at support@rotacubed.com if you become aware of any unauthorised use of your Account.

7. Fees and Payment

7.1 Fees are charged according to the pricing plan selected at signup, either on a monthly rolling basis or an annual basis, as selected by you.

7.2 Fees are payable in advance for each Subscription Period and are processed via our third party payment provider, Stripe.

7.3 We may change our Fees from time to time. We will give you at least 30 days' notice of any Fee increase, which will take effect from your next renewal date. Continued use of the Service after a Fee change takes effect constitutes acceptance of the new Fees.

7.4 All Fees are exclusive of VAT unless stated otherwise. VAT will be added at the applicable rate where required.

8. Cancellation and Termination

8.1 You may cancel your subscription at any time, with no notice period required, by contacting support@rotacubed.com or via your Account settings where available.

8.2 Monthly subscriptions: cancellation takes effect at the end of the current monthly billing period. No refunds are given for the current or any prior monthly billing period.

8.3 Annual subscriptions: if you cancel, your subscription will continue until the end of the current annual billing period and will not renew. No refund will be given for the remainder of the current annual period, except as set out in clause 8.4.

8.4 If you cancel an annual subscription within 14 days of it renewing for a further annual period, you are entitled to a full refund of that renewal Fee. Outside of this 14 day window, annual Fees are non refundable.

8.5 We may suspend or terminate your Account immediately if you materially breach these Terms and fail to remedy that breach within 14 days of being notified, or if we reasonably believe your use of the Service poses a security or legal risk to us or to other customers.

8.6 On termination or expiry of your subscription for any reason, your right to access the Service ends immediately, and Customer Data will be handled in accordance with clause 11 (Customer Data).

9. Support

9.1 We provide support via support@rotacubed.com and aim to respond to support queries within 48 hours. This is a target response time, not a guaranteed service level, and does not constitute a service level agreement.

10. Service Availability

10.1 We use reasonable efforts to keep the Service available and operational, but we do not guarantee that the Service will be available at all times or free from interruption, error, or delay.

10.2 We may suspend access to the Service for scheduled or emergency maintenance and will endeavour to give reasonable notice of scheduled maintenance where practicable.

11. Customer Data

11.1 As between you and us, you own all Customer Data. We claim no ownership rights over Customer Data.

11.2 You are solely responsible for the accuracy, quality, and legality of Customer Data, and for having all necessary rights and consents to submit it to the Service, including in respect of any personal data relating to your employees or workers.

11.3 In relation to any personal data contained within Customer Data, you act as the data controller and we act as a data processor, processing that data solely on your instructions and in accordance with our Privacy Policy. Business customers may request a separate Data Processing Agreement by contacting support@rotacubed.com.

11.4 Following cancellation or termination of your Account, we will retain Customer Data for a period of 1 year, after which it will be permanently and irretrievably deleted from our systems, unless we are required to retain it for longer to comply with a legal obligation.

12. Intellectual Property

12.1 We and our licensors own all right, title and interest in and to the Service, including all software, design, text, graphics and other content forming part of the Service, excluding Customer Data, and all associated intellectual property rights.

12.2 Nothing in these Terms transfers any intellectual property rights in the Service to you, other than the limited licence granted under clause 4.

13. Acceptable Use

13.1 You must not use the Service:

(a) in any way that breaches any applicable law or regulation;

(b) to transmit any harmful code, virus or malicious software;

(c) to attempt to gain unauthorised access to the Service or any related systems;

(d) in a way that could damage, disable, overburden or impair the Service.

13.2 We reserve the right to suspend your Account if we reasonably believe you have breached this clause 13.

14. Warranties and Disclaimers

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

14.2 Except as expressly stated in these Terms, the Service is provided "as is" and we exclude all warranties, conditions and representations, whether express or implied, to the fullest extent permitted by law, including any implied warranties of satisfactory quality, fitness for a particular purpose, and non infringement.

14.3 Nothing in this clause 14 excludes or limits our liability where it would be unlawful to do so.

15. Limitation of Liability

15.1 Nothing in these Terms excludes or limits our liability for death or personal injury caused by our negligence, fraud or fraudulent misrepresentation, or any other liability that cannot be excluded or limited under English law.

15.2 Subject to clause 15.1, we will not be liable to you for any indirect or consequential loss, or for any loss of profit, revenue, business, contracts, anticipated savings, or goodwill, arising out of or in connection with these Terms or the Service, whether in contract, tort, including negligence, or otherwise.

15.3 Subject to clauses 15.1 and 15.2, our total aggregate liability to you arising out of or in connection with these Terms or the Service, whether in contract, tort, including negligence, or otherwise, will not exceed the total Fees paid by you to us in the 12 months immediately preceding the event giving rise to the claim.

15.4 You acknowledge that this limitation of liability reflects the price charged for the Service and the allocation of risk between the parties, and that we would not provide the Service on these Terms without it.

16. Indemnity

16.1 You agree to indemnify and hold us harmless against any claims, losses, liabilities, and costs, including reasonable legal fees, arising from your breach of these Terms, your misuse of the Service, or Customer Data submitted by you infringing the rights of any third party.

17. Confidentiality

17.1 Each party agrees to keep confidential any non public information disclosed by the other party in connection with these Terms, and to use it only for the purposes of these Terms, except where disclosure is required by law.

18. Cookies and Website Analytics

18.1 Our marketing website may use cookies and similar tracking technologies, including Google Analytics, Meta advertising tools, and the LinkedIn Insight Tag, to understand website usage and measure the effectiveness of our marketing. Where required by law, we will obtain your consent to non essential cookies via a cookie banner on our website.

18.2 Further information on how we use cookies and personal data is set out in our Privacy Policy.

19. Changes to These Terms

19.1 We may update these Terms from time to time. If we make material changes, we will notify you by email or via the Service at least 14 days before the changes take effect. Continued use of the Service after that point constitutes acceptance of the updated Terms.

20. General

20.1 Assignment: You may not assign or transfer your rights under these Terms without our prior written consent. We may assign these Terms in connection with a merger, acquisition, or sale of assets.

20.2 Severability: If any provision of these Terms is found unenforceable, the remaining provisions will continue in full force.

20.3 Entire Agreement: These Terms, together with our Privacy Policy and any order form or Data Processing Agreement agreed between the parties, constitute the entire agreement between you and us regarding the Service.

20.4 Force Majeure: Neither party will be liable for any failure or delay in performance caused by circumstances beyond its reasonable control.

20.5 Third Party Rights: A person who is not a party to these Terms has no right to enforce any of its terms under the Contracts (Rights of Third Parties) Act 1999.

20.6 No Partnership: Nothing in these Terms creates a partnership, agency, or joint venture between the parties.

21. Governing Law and Jurisdiction

21.1 These Terms are governed by the laws of England and Wales.

21.2 The courts of England and Wales have exclusive jurisdiction to settle any dispute arising out of or in connection with these Terms.

22. Contact Us

Itembay Limited (trading as RotaCubed). Company Number 12027952. Registered Office 235 Foxhall Road, Ipswich, IP3 8LF. Email: support@rotacubed.com