Effective Date: 05/5/26
Last Updated: 10/06/26
These Terms and Conditions ("Terms") constitute a legally binding agreement between you and Matainable Ltd, a company registered in England and Wales (Company Registration Number: 16543039) with its registered office at 3rd Floor, 86-90 Paul Street, London, EC2A 4NE ("Matainable", "we", "us", or "our").
Please read these Terms carefully before using the Matainable platform. By accessing or using the Platform, you agree to be bound by these Terms.
In these Terms, the following definitions apply:
2.1 By creating an Account, accessing, or using the Platform in any way, you confirm that you have read, understood, and agree to be bound by these Terms, together with our Privacy Policy, which is incorporated into these Terms by reference.
2.2 If you are accessing or using the Platform on behalf of a Company, you represent and warrant that you have the authority to bind that Company to these Terms. In such cases, "you" and "your" refer to that Company.
2.3 If you do not agree to these Terms, you must not access or use the Platform.
2.4 These Terms apply to all Users of the Platform, including Buyers, Suppliers, and any other visitors or users.
3.1 To access certain features of the Platform, you must create an Account. You agree to provide accurate, current, and complete information during the registration process and to update such information to keep it accurate, current, and complete.
3.2 Each individual may maintain only one Account. Each Account must be associated with a valid Company. You are responsible for obtaining proper authorisation from your Company before creating an Account or taking actions on the Platform on behalf of that Company.
3.3 You are responsible for safeguarding the password and credentials associated with your Account. You agree to notify us immediately of any unauthorised access to or use of your Account.
3.4 Matainable reserves the right to suspend or terminate any Account that we reasonably believe contains inaccurate information, is being used in violation of these Terms, or poses a security risk to the Platform or other Users.
3.5 Accounts are subject to approval by Matainable. We reserve the right to refuse registration at our discretion. We may revoke approval of an existing Account where we have reasonable grounds to believe that the Account is in breach of these Terms, involves fraudulent or unlawful activity, or poses a risk to the Platform or other Users. Where we revoke a paid Account, we will provide a pro-rata refund of any prepaid Fees covering the unexpired portion of the subscription term.
4.1 Matainable is a technology platform that provides software tools for managing supply chain data, creating Digital Product Passports, tracking certifications, estimating carbon footprints, and facilitating connections between Buyers and Suppliers.
4.2 Matainable is NOT:
4.3 The Platform is provided as a software-as-a-service (SaaS) tool. Matainable's role is limited to providing and maintaining the technology infrastructure. All decisions based on data within the Platform are the sole responsibility of the User.
5.1 You agree to use the Platform only for lawful purposes and in accordance with these Terms.
5.2 Data Accuracy. You are solely responsible for the accuracy, completeness, legality, and reliability of all Content you upload, submit, or create on the Platform. This includes, without limitation, material origin data, certification claims, sustainability metrics, supply chain information, product composition data, and any information included in Digital Product Passports.
5.3 Legal Compliance. You are solely responsible for ensuring that your use of the Platform, and any data you upload or share through the Platform, complies with all applicable laws, regulations, and industry standards in all relevant jurisdictions. This includes, without limitation:
5.4 You must not:
5.5 Third-Party Data. If you upload or process personal data of third parties (including employees, supply chain contacts, or other individuals) through the Platform, you represent and warrant that you have obtained all necessary consents and legal bases for such processing, and you shall comply with all applicable data protection legislation. You shall indemnify Matainable against any claim arising from your failure to do so.
6.1 Subscription Plans. The Platform is available under the following Subscription Plans, each with specified features and limitations:
6.2 Billing. All payments are processed through Stripe, our third-party payment processor. By subscribing to a paid Subscription Plan, you agree to Stripe's terms of service in addition to these Terms. All Fees are quoted in Euros (EUR) and are inclusive of applicable taxes unless otherwise stated.
6.3 Auto-Renewal. Paid Subscription Plans automatically renew at the end of each billing period (monthly or annually, as applicable) unless cancelled before the renewal date. You authorise us to charge the applicable Fees to your payment method on file at each renewal.
6.4 Cancellation and Refunds. You may cancel your Subscription Plan at any time through your account settings or by contacting us. Cancellation takes effect at the end of the current billing period. No refunds will be provided for partial billing periods where you cancel voluntarily, except where required by applicable law. Where Matainable terminates your Account other than for cause under Section 16.2, you will receive a pro-rata refund of any prepaid Fees covering the unexpired portion of the billing period.
6.5 Founders Tier — Special Terms.
6.6 Price Changes. We reserve the right to change our Fees at any time. For existing paid subscribers, any Fee increase will take effect at the start of the next billing period following at least 30 days' written notice (60 days for Founders Tier). If you do not agree to a price change, your sole remedy is to cancel your Subscription Plan before the change takes effect.
6.7 Overdue Payments. If any payment is overdue, we may suspend access to the Platform until all outstanding amounts are paid. We reserve the right to charge interest on overdue amounts at 4% above the Bank of England base rate, in accordance with the Late Payment of Commercial Debts (Interest) Act 1998.
7.1 The Platform provides tools for creating and managing Digital Product Passports. Users are solely responsible for the accuracy, completeness, and legal compliance of all information contained within their Digital Product Passports.
7.2 Matainable does not review, verify, validate, audit, or certify the information contained in any Digital Product Passport. The inclusion of data in a Digital Product Passport created through the Platform does not constitute any representation by Matainable as to the accuracy or compliance of that data.
7.3 Users control the public visibility of their Digital Product Passports through the Platform's visibility settings. Users are responsible for configuring these settings appropriately. Matainable shall not be liable for any disclosure of information that results from a User's configuration of visibility settings.
7.4 Digital Product Passports created through the Platform are not certified as compliant with the EU Ecodesign for Sustainable Products Regulation (ESPR) or any delegated acts thereunder. The Platform provides a data management tool that may assist Users in preparing for future DPP requirements, but compliance with such requirements is the sole responsibility of the User. As delegated acts specifying DPP requirements for specific product categories have not yet been finalised at the date of these Terms, the Platform's DPP features are offered on a "DPP-readiness" basis only.
7.5 Matainable makes no representation that Digital Product Passports created through the Platform will satisfy the requirements of any specific regulation, standard, or certification scheme, now or in the future.
7.6 Where ESPR delegated acts or other legislation specifying DPP requirements for particular product categories are finalised and published, Matainable will use reasonable efforts to update the Platform's DPP features to reflect those requirements within a commercially reasonable timeframe. Matainable does not guarantee that such updates will be available before any regulatory compliance deadline, and Users remain solely responsible for ensuring their own compliance.
8.1 The Platform includes AI-powered features, including but not limited to: conversational AI assistants (product assistant, passport chat), automated document extraction, material enrichment, carbon footprint estimation, and compliance readiness indicators.
8.2 AI outputs are provided for informational purposes only. They do not constitute legal advice, compliance advice, regulatory guidance, certified environmental assessments, or professional opinions of any kind. You must not rely on AI outputs as a substitute for professional advice.
8.3 AI Features may produce outputs that are inaccurate, incomplete, outdated, or misleading. Matainable expressly disclaims any warranty or representation as to the accuracy, reliability, completeness, or fitness for purpose of any AI-generated output. You are solely responsible for reviewing, verifying, and validating any AI output before relying on it or incorporating it into your business processes.
8.4 AI Features are powered by third-party AI models. Data submitted to AI Features may be processed by our AI sub-processors as described in our Privacy Policy. Matainable does not control the underlying AI models and is not responsible for their outputs, limitations, or biases.
8.5 You acknowledge that when interacting with any conversational or generative feature of the Platform, you are interacting with an artificial intelligence system, not a human. This disclosure is provided in accordance with applicable AI transparency requirements.
8.6 Matainable shall have no liability whatsoever for any loss, damage, regulatory penalty, or other adverse consequence arising from reliance on AI-generated outputs, including but not limited to: incorrect compliance assessments, inaccurate carbon estimates, erroneous material classifications, or any other AI output.
9.1 The Platform, including all software, algorithms, AI models (as configured by Matainable), user interfaces, designs, text, graphics, logos, and trademarks, is owned by or licensed to Matainable and is protected by intellectual property laws. Nothing in these Terms grants you any right, title, or interest in the Platform other than the limited right to use it in accordance with these Terms.
9.2 You retain ownership of all Content that you upload, submit, or create on the Platform. By uploading Content to the Platform, you grant Matainable a non-exclusive, worldwide, royalty-free licence (sublicensable solely to sub-processors and service providers necessary for Platform operation) to use, store, reproduce, modify (solely for display, technical compatibility, or Platform functionality purposes), display, and distribute your Content solely for the purposes of operating, improving, and providing the Platform and Services. This licence continues for so long as your Content is stored on the Platform and for a reasonable period thereafter to enable backup, migration, and data portability operations.
9.3 For the avoidance of doubt, the licence in Section 9.2 includes the right to make Content available to other Users in accordance with the sharing and visibility settings you configure, and to use aggregated and anonymised Content for analytics, benchmarking, and platform improvement purposes.
9.4 You represent and warrant that you have all necessary rights, licences, and consents to upload your Content and to grant the licence described in Section 9.2, and that your Content does not infringe the intellectual property or other rights of any third party.
10.1 Our collection and use of personal data in connection with the Platform is governed by our Privacy Policy, which forms part of these Terms.
10.2 Where you use the Platform to process personal data of third parties (including employees, supply chain workers, contacts, or other individuals), you act as a data controller in respect of such data. Matainable acts as a data processor on your behalf. The parties shall comply with the Data Processing Agreement published at matainable.com/legal/dpa (or such successor URL as we may notify), which is incorporated into these Terms by reference.
10.3 You are solely responsible for ensuring that your collection, upload, and processing of personal data through the Platform complies with all applicable data protection legislation, including the UK GDPR, EU GDPR, and any applicable national data protection laws.
10.4 Matainable uses sub-processors to provide the Services. A current list of sub-processors is published at matainable.com/legal/sub-processors (or such successor URL as we may notify). We will provide at least 14 days' advance notice of any changes to our sub-processor list by updating that page and notifying affected Users by email.
10.5 Data Breach Notification. In the event of a personal data breach (as defined in the UK GDPR) affecting your data, Matainable will notify you without undue delay and in any event within 72 hours of becoming aware of the breach. Such notification will include, to the extent reasonably available: the nature of the breach, the categories and approximate number of affected records, the likely consequences, and the measures taken or proposed to address the breach. This is without prejudice to Matainable's obligations to notify the Information Commissioner's Office under Article 33 of the UK GDPR where applicable.
11.1 The Platform enables Users to record and manage supply chain data, including material origins, geolocation data, supplier relationships, certification records, and environmental metrics.
11.2 Users are solely responsible for the accuracy, completeness, and legality of all supply chain data they upload or create on the Platform. Matainable does not conduct any independent verification, audit, or validation of supply chain data.
11.3 Any supply chain risk scores, compliance readiness indicators, or similar assessments generated by the Platform are indicative only and are based solely on the data provided by Users. They do not constitute a compliance audit, due diligence assessment, or certification of any kind.
11.4 Matainable shall not be liable for any loss, damage, regulatory penalty, or other adverse consequence arising from inaccurate, incomplete, or misleading supply chain data uploaded by Users, or from any reliance on indicative assessments generated by the Platform based on such data.
11.5 Where supply chain data is shared between Users (e.g., from Supplier to Buyer), the sharing User is responsible for ensuring they have the right to share such data and that it is accurate. The receiving User is responsible for conducting their own due diligence and must not rely solely on data received through the Platform for regulatory compliance purposes.
12.1 The Platform may facilitate connections and information exchange between Buyers and Suppliers, including through features such as requests for quotation (RFQs), order requests, and messaging.
12.2 Matainable is not a party to any transaction between Buyers and Suppliers. Any contract for the sale, purchase, or supply of goods or services entered into between Users is solely between those Users. Matainable has no responsibility or liability for the performance, quality, safety, legality, or any other aspect of any such transaction.
12.3 Matainable does not:
12.4 Users transact with each other entirely at their own risk. You are responsible for conducting your own due diligence on any User you transact with through the Platform.
13.1 This Section 13 sets out Matainable's entire financial liability to you in respect of any breach of these Terms, any use of or inability to use the Platform, and any representation, misrepresentation, statement, or tortious act or omission (including negligence) arising under or in connection with these Terms.
13.2 Nothing in these Terms excludes or limits Matainable's liability for:
13.3 Subject to Section 13.2, Matainable shall not be liable to you for any:
whether such losses were foreseeable, known, or otherwise, and whether arising in contract, tort (including negligence), breach of statutory duty, or otherwise.
13.4 Aggregate Liability Cap. Subject to Sections 13.2 and 13.4A, Matainable's total aggregate liability to you under or in connection with these Terms, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, shall not exceed the greater of:
13.4A Data Protection Carve-Out. The aggregate liability cap in Section 13.4 does not apply to claims arising from either party's breach of its obligations under applicable data protection legislation (including the UK GDPR and EU GDPR) or the Data Processing Agreement. Liability for such claims is subject only to Section 13.2 and applicable law.
13.5 Disclaimer of Warranties. Except as expressly set out in these Terms, all conditions, warranties, and other terms implied by statute or common law are, to the fullest extent permitted by law, excluded. Without limiting the foregoing:
13.6 This Section 13 shall survive termination of these Terms.
14.1 You shall indemnify, defend, and hold harmless Matainable, its directors, officers, employees, agents, and affiliates from and against any and all claims, liabilities, damages, losses, costs, and expenses (including reasonable legal fees) arising from or in connection with:
14.2 Matainable shall promptly notify you of any claim subject to indemnification and shall provide reasonable cooperation in the defence of such claim at your expense.
14.3 Matainable shall indemnify, defend, and hold harmless you and your Company from and against any third-party claim that your use of the Platform in accordance with these Terms infringes that third party's intellectual property rights, provided that: (a) you promptly notify Matainable of the claim; (b) you give Matainable sole control of the defence and settlement; and (c) you provide reasonable cooperation at Matainable's expense. This indemnity does not apply to claims arising from your Content, modifications you make to the Platform, or use of the Platform in combination with third-party products or services not provided by Matainable.
15.1 The Platform is currently in an early-access / beta stage of development. By using the Platform, you acknowledge and agree that:
15.2 We may introduce a Service Level Agreement in the future. Any such SLA will be communicated to Users and will apply prospectively only.
15.3 Your use of the Platform during the beta / early-access phase is entirely at your own risk. The limitations of liability in Section 13 apply with full force during this period.
16.1 You may terminate your Account and these Terms at any time by cancelling your Subscription Plan (if applicable) and requesting Account deletion through the Platform or by contacting us at admin@matainable.com.
16.2 Matainable may terminate or suspend your Account and these Terms immediately, without prior notice, if:
16.3 Matainable may also terminate any Account without cause upon 30 days' written notice. Where Matainable terminates a paid Account under this Section 16.3, we will provide a pro-rata refund of any prepaid Fees covering the unexpired portion of the subscription term.
16.4 Effect of Termination. Upon termination:
17.1 These Terms and any dispute or claim arising out of or in connection with them or their subject matter or formation (including non-contractual disputes or claims) shall be governed by and construed in accordance with the laws of England and Wales.
17.2 The courts of England and Wales 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 (including non-contractual disputes or claims).
18.1 In the event of any dispute arising out of or in connection with these Terms, the parties shall first attempt to resolve the dispute informally by contacting each other in writing. Each party shall use reasonable efforts to resolve the dispute within 30 days of the initial written notice.
18.2 If the dispute cannot be resolved informally within 30 days, either party may commence proceedings in the courts of England and Wales in accordance with Section 17.
19.1 Matainable shall not be liable for any failure or delay in performing its obligations under these Terms to the extent that such failure or delay is caused by circumstances beyond its reasonable control, including but not limited to: acts of God, natural disasters, epidemics or pandemics, war, terrorism, riots, fire, flood, government actions or orders, embargoes, sanctions, strikes or industrial disputes, power failures, internet or telecommunications failures, failures of third-party hosting or cloud service providers, cyberattacks, or changes in applicable law or regulation.
19.2 If a force majeure event continues for more than 90 days, either party may terminate these Terms by written notice to the other party.
20.1 Severability. If any provision of these Terms is found to be invalid, illegal, or unenforceable by any court of competent jurisdiction, that provision shall be deemed modified to the minimum extent necessary to make it valid, legal, and enforceable. If such modification is not possible, the relevant provision shall be deemed deleted. Any modification to or deletion of a provision shall not affect the validity and enforceability of the remaining provisions.
20.2 Entire Agreement. These Terms, together with the Privacy Policy and any applicable Data Processing Agreement, constitute the entire agreement between you and Matainable in relation to your use of the Platform and supersede all previous agreements, representations, and understandings, whether written or oral.
20.3 Assignment. You may not assign, transfer, or sub-license any of your rights or obligations under these Terms without our prior written consent. Matainable may assign its rights and obligations under these Terms to any affiliate or in connection with a merger, acquisition, reorganisation, or sale of all or substantially all of its assets, provided that the assignee agrees to be bound by these Terms.
20.4 Waiver. No failure or delay by Matainable in exercising any right, power, or remedy under these Terms shall operate as a waiver of that right, power, or remedy. No single or partial exercise of any right, power, or remedy shall preclude any other or further exercise of that or any other right, power, or remedy.
20.5 Third-Party Rights. These Terms do not confer any rights on any person or party (other than the parties to these Terms) pursuant to the Contracts (Rights of Third Parties) Act 1999.
20.6 Notices. All notices to Matainable under these Terms must be sent by email to admin@matainable.com or by post to our registered office. We may send notices to you by email to the address associated with your Account or by posting a notice on the Platform.
21.1 We reserve the right to modify these Terms at any time. For material changes, we will provide at least 30 days' prior written notice by email or prominent notice on the Platform.
21.2 If you do not agree to the modified Terms, your sole remedy is to cease using the Platform and terminate your Account before the modified Terms take effect.
21.3 Your continued use of the Platform after the effective date of any modification constitutes your acceptance of the modified Terms.
21.4 We will maintain a publicly accessible archive of previous versions of these Terms.
If you have any questions about these Terms, please contact us at:
These Terms were last updated on [INSERT DATE].
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Matainable Ltd. CRN: 16543039
3rd Floor, 86-90 Paul Street
London, England
United Kingdom,
EC2A 4NE