Last updated: April 2025
Adema is a trading name of SH Proptech Ltd, a company registered in England and Wales under company number 15518685, with its registered office at 3rd Floor, 45 Albemarle Street, Mayfair, London, W1S 4JL. Throughout this Agreement, "Adema," "we," "us," or "our" refers to SH Proptech Ltd operating under the Adema brand.
This License Agreement (the "Agreement") governs all use of Adema's platform, applications, and services (collectively, the "Services"), including any use during free trials or beta testing periods. By creating an Adema account (for example, by completing an online registration and clicking "I Agree"), by executing an order form or subscription agreement that references this Agreement, or by otherwise accessing or using the Services, you ("User" or "you") agree to be bound by this Agreement. You agree that a handwritten signature is not required; your electronic assent or use of the Services signifies your acceptance of this Agreement.
This Agreement includes: (i) this license agreement document; (ii) any Order Form or subscription plan terms you have agreed to; (iii) Adema's Privacy Policy; (iv) Adema's Website Terms of Use or Terms of Service; and (v) the Data Processing Agreement ("DPA"), if applicable. These documents are incorporated by reference.
You must be 18 years or older and have the legal capacity to enter into a binding contract in order to use the Services. By accepting this Agreement, you confirm that you meet this eligibility requirement.
This Agreement is primarily intended for business use of the Services. If you are using the Services as an individual consumer for personal (non-business) purposes, please be aware that certain provisions of this Agreement may not apply to you or may be superseded by mandatory consumer rights under applicable law.
To access the Services, you will need to create an account. You agree to provide accurate and complete information when registering and to keep that information up to date. You are responsible for maintaining the confidentiality of your account login credentials and for all activities that occur under your account.
Subject to your timely payment of fees and compliance with this Agreement, Adema grants you a limited, non-exclusive, non-transferable, and non-sublicensable license during the term of your subscription to access and use the Services for your internal business purposes (or personal use if you are an individual not using the Services for business).
If your subscription plan allows for multiple authorized users, you may designate the permitted number of Users under your account, and each such User must agree to and abide by this Agreement. You are responsible for the compliance of all users under your account with the terms and conditions of this Agreement.
You (and anyone acting on your behalf) agree not to do any of the following with respect to the Services:
Some features of the Services may integrate with or provide access to third-party services, data, or content. You acknowledge and agree that Adema is not responsible for any third-party services or content, which are provided "as is" for your convenience.
If the Services are provided to you on a paid subscription basis, you agree to pay all applicable subscription fees and any other charges indicated at the time of purchase or sign-up. Fees are typically billed in advance on a periodic basis (e.g., monthly or annually), as described in your selected plan or Order Form.
To confirm your early access and reserve your place in the Adema launch program, you authorise us to place a temporary £1 pre-authorisation hold on your payment card. This is not a charge, but a temporary hold to validate your payment method and confirm your commitment.
The £1 will be either:
Your subscription begins on the start date specified in your Order Form or sign-up flow and continues for the initial subscription period you selected ("Initial Term").
Upon the expiration of the Initial Term, your subscription will automatically renew for successive renewal terms equal in length to the Initial Term, unless either party gives notice of non-renewal. To prevent a subscription from auto-renewing, either you or Adema must give written notice of termination at least 30 days before the end of the current term.
Adema may modify the subscription fees for the Services at the time of renewal. If the fee for your subscription is going to change upon renewal, Adema will make a reasonable effort to notify you of the updated fee at least 30 days prior to the renewal date.
Except as expressly provided in this Agreement or as required by applicable law, all payments are non-refundable and there are no credits for partial use of Service periods.
Adema may offer free trials or promotional subscriptions to the Services. Such trials are subject to the terms of this Agreement. Adema reserves the right to modify or terminate trials at any time.
Prices and fees quoted for the Services do not include any taxes, levies, duties or similar governmental assessments. You are responsible for paying all Taxes associated with your purchases under this Agreement.
If you are a consumer under applicable law, you have the right to cancel this agreement within 14 days from the day after you signed up, without giving any reason. To exercise this right, please contact us at info@adema.ai. If a £1 pre-authorisation hold was placed on your card, it will be released or refunded upon cancellation.
This Agreement will remain in effect for as long as you have an active subscription or account for the Services, unless earlier terminated as provided below. For free or trial users, the Agreement remains in effect while you access the Services.
You may terminate this Agreement by canceling your subscription or account at any time. For paid subscriptions, termination will take effect at the end of the current paid term.
Adema may terminate this Agreement or suspend your account immediately upon notice to you if: (a) you breach any material provision of this Agreement and fail to cure the breach within 15 days after receiving notice; (b) you fail to pay any undisputed amount due; (c) you become the subject of a petition in bankruptcy or any other proceeding relating to insolvency; or (d) your use of the Services poses a security risk.
Upon termination or expiration of this Agreement for any reason: (i) all rights and licenses granted to you under this Agreement will immediately cease; (ii) you must stop all use of the Services; (iii) if requested, each party will promptly return or destroy the other party's Confidential Information; and (iv) any payment obligations accrued up to the date of termination will survive.
In the course of the parties' relationship, either party (the "Discloser") may provide the other (the "Recipient") with information that is proprietary or confidential ("Confidential Information"). Confidential Information includes any non-public information, whether oral, written, or electronic, that is designated as confidential or that a reasonable person should understand is confidential given the nature of the information and the context of disclosure.
The Recipient will: (i) use the Discloser's Confidential Information solely for the purpose of fulfilling its obligations or exercising its rights under this Agreement; (ii) not disclose or make available the Discloser's Confidential Information to any third party; and (iii) protect the Discloser's Confidential Information from unauthorized use, access, or disclosure.
As between the parties, Adema (and/or its licensors) owns all right, title, and interest in and to the Services and all related intellectual property and proprietary rights. This includes the underlying software, code, algorithms, databases, user interface design, know-how, and any content provided by Adema.
You retain all rights to your User Data and any other content you provide to Adema. Adema does not claim ownership of your data. However, you grant Adema the necessary licenses to use your data to provide the Services.
You represent and warrant that: (a) you have the legal authority to enter into this Agreement; (b) all information you provide to Adema is accurate; (c) you will use the Services only in accordance with this Agreement and with applicable laws and regulations; and (d) if you are using the Services as a business, you are not a "consumer" as defined under applicable consumer protection laws.
Adema warrants that it has the right and authority to enter into this Agreement and to grant the licenses herein. Adema further warrants that the core functionality of the Services will operate in substantial conformity with the written documentation or service descriptions provided by Adema, under normal use and circumstances.
Except as expressly provided in this Agreement, the Services are provided "AS IS" and "AS AVAILABLE". To the fullest extent permitted by law, Adema and its suppliers disclaim all other warranties, guarantees, or conditions, whether express, implied, or statutory.
You acknowledge that Adema's Services may include features that utilize artificial intelligence or machine learning algorithms. Any outputs or information provided by AI Features are for informational purposes only and are not guaranteed to be correct, accurate, or suitable for any particular purpose.
To the fullest extent permitted by law, neither party will be liable to the other for any indirect, special, incidental, consequential, punitive, or exemplary damages, or for any loss of profits, loss of revenue, loss of goodwill, loss of data, or business interruption, arising out of or in connection with this Agreement or the use of (or inability to use) the Services.
You agree to indemnify, defend, and hold harmless Adema, its affiliates, and their respective officers, directors, employees, and agents from and against any and all third-party claims, demands, suits, or proceedings, and all related liabilities, damages, losses, fines, penalties, costs, or expenses arising out of or related to your use of the Services in violation of this Agreement or applicable law.
This Agreement is governed by and construed in accordance with the laws of England and Wales, without regard to its conflict of laws principles.
The courts located in England and Wales shall have exclusive jurisdiction to adjudicate any dispute arising out of or relating to this Agreement or its subject matter.
Notices under this Agreement must be in writing. Adema may provide notices to you via email to the address associated with your account, via in-Service notifications, or via certified mail or courier to your contact address on record.
If you have any questions about this License Agreement, please contact us at:
Email: info@adema.ai
Address: Adema AI / SH Proptech Ltd, 3rd Floor, 45 Albemarle Street, Mayfair, London, W1S 4JL