Skylark Terms and Conditions

Skylark Control Ltd | Date Created: 06-05-2026 | Last Updated: 22-05-2026

Platform Terms of Service

1. Definitions

In these Platform Terms, the following definitions apply:

'Company' means Skylark Control Ltd (Registered No. NI 6511111), registered at C/O Dnt Chartered Accountants Ormeau House, 91-97 Ormeau Road, Belfast, County Antrim, Northern Ireland, BT7 1SH (postal address: 51, 55 High St, Antrim BT41 4AY).

'Customer' means the organisation or individual that creates an Account and uses the Platform.

'Platform' means the Skylark workforce and safety management software platform, including all associated services, APIs, and tooling made available by the Company.

'Account' means the Customer's registered account through which they access the Platform.

'Authorised Users' means the individuals authorised by the Customer to access and use the Platform under its Account, including employees, contractors, and workers of the Customer.

'Order Form' means any written order, statement of work, or subscription agreement entered into between the Company and the Customer specifying the scope and commercial terms of Platform access.

'Customer Data' means all data submitted to, stored on, or processed through the Platform by or on behalf of the Customer, including data relating to the Customer's workers, contractors, and operations.

'Feature Activation' means the act of enabling an optional Platform feature, such as Asset Scheduling or Transfer of Control, through the Platform's feature activation workflow, which records the Customer's acceptance against their Account with a timestamp.

'MDPA' means the Skylark Control Master Data Processing Agreement, the current version of which is published at https://admin.skylarkcontrol.com/legal/master-data-processing-agreement.pdf and incorporated into these Terms by reference.

'Sub-processor Register' means the register of sub-processors used by the Company in delivering the Platform, which is available to customers on request.

'Security Policy' means the Company's technical and organisational security measures applicable to the Platform, published at https://admin.skylarkcontrol.com/legal/security-policy.html.

'Privacy Notice' means the Company's Privacy Notice governing the processing of Customer contact and account data, published at https://admin.skylarkcontrol.com/legal/privacy-notice.html.

'Support Services Policy' means the Skylark Control Support Services Policy (SSP1), which defines the support services, target response times, and support channels available to Customers, published at https://admin.skylarkcontrol.com/legal/support-services.pdf

'Change of Control' means any transaction or series of transactions resulting in: (a) a change in the ownership or control of more than 50% of the voting shares or equivalent interests in the Customer; or (b) a change in the right to direct or cause the direction of the management and policies of the Customer, whether by contract, ownership, or otherwise.

2. Access to the Platform

2.1 Subject to payment of any applicable fees and compliance with these Terms, the Company grants the Customer a non-exclusive, non-transferable right to access and use the Platform during the subscription term for the Customer's internal business purposes.

2.2 The Customer is responsible for all use of the Platform under its Account, including use by its authorised users, and must keep Account credentials secure.

2.3 The Customer must not use the Platform in any way that violates applicable law or regulation, or that causes harm to the Company, its infrastructure, or other customers.

2.4 The Company will use commercially reasonable endeavours to make the Platform available to a target of 99.9% uptime, measured monthly across the production environment. The availability target excludes planned maintenance, unscheduled emergency maintenance (with reasonable notice given where practicable), and downtime caused by factors outside the Company's reasonable control. Detailed availability commitments may be set out in the Order Form.

2.5 Support services are provided in accordance with the Support Services Policy, published at https://admin.skylarkcontrol.com/legal/support-services.pdf. Where an Order Form specifies enhanced support arrangements, the terms of that Order Form prevail over the standard arrangements in the Support Services Policy.

2.6 The Customer is responsible for ensuring that all data, files, and content submitted to the Platform, including worker and contractor records, certificates, and operational data, is accurate, submitted lawfully, and submitted with the authority to do so.

2.7 The Customer must not upload or introduce to the Platform any content that contains malware, executable scripts, or other malicious code, or any content that infringes a third party's intellectual property rights.

3. Acceptance of Terms and the MDPA

3.1 By creating an Account, the Customer accepts these Terms and Conditions, including the Platform Terms of Service set out in this Part 2, in their entirety.

3.2 The MDPA governs all processing of Customer Data carried out by the Company on behalf of the Customer through the Platform. The MDPA is incorporated into these Terms by reference and forms part of the agreement between the Company and the Customer from the point of Account creation.

3.3 Continued use of the Platform following any update to these Terms or the MDPA constitutes the Customer's acceptance of the updated version. The Company will provide reasonable notice of material changes.

3.4 Where an Order Form is in place, its terms take precedence over these Terms to the extent of any conflict.

4. Feature Activation and Core Capabilities

4.1 Certain Platform features, such as Asset Scheduling and Transfer of Control, are not active by default. They are enabled by Feature Activation. The Company retains a record of each Feature Activation, including the timestamp and the Account against which activation was recorded.

4.2 The collection of worker certificates, including health and fitness certificates, and the use of Automated Processing are core Platform capabilities available to all customers. They do not require Feature Activation. By accepting these Terms and the MDPA, the Customer confirms the warranties set out in the MDPA in respect of any Special Category Data it submits and any use it makes of Automated Processing. The Customer is solely responsible for the rules, requirements, and data it configures on the Platform. Automated Processing outputs are determined by the Customer's configuration and submitted data. The Company does not verify the accuracy of Customer-submitted data or the appropriateness of Customer-configured rules.

4.3 The Customer must not submit Special Category Data or use Automated Processing unless it holds the applicable lawful basis and satisfies the applicable conditions under UK GDPR and the Data Protection Act 2018.

4.4 Automated Processing outputs indicate whether a worker's submitted certificates and records satisfy the requirements configured by the Customer. They are a management tool reflecting the Customer's own rules and data, not an independent safety determination. The Customer retains responsibility for all site access and operational safety decisions, and must not treat Automated Processing outputs as a substitute for the exercise of its own professional judgement and statutory obligations.

4.5 The Platform is provided as a management tool to assist the Customer in administering workforce certificates, site access requirements, and related operational data. Use of the Platform does not relieve the Customer of any obligation it holds under applicable law or regulation, including but not limited to obligations under the Health and Safety at Work etc. Act 1974, the Electricity at Work Regulations 1989, the Construction (Design and Management) Regulations 2015, or any other statutory or regulatory framework applicable to the Customer's operations. The Customer is solely responsible for ensuring its use of the Platform supports, and does not substitute for, compliance with its own legal and regulatory obligations.

5. Data Processing

5.1 The Company processes Customer Data as a Data Processor acting on the instructions of the Customer as Data Controller, in accordance with the MDPA.

5.2 The Customer is responsible for ensuring that all Customer Data submitted to the Platform is submitted lawfully and that any required consents, notices, or lawful bases are in place prior to submission.

5.3 The Company's processing of Customer contact and Account data in its capacity as a Data Controller is governed by the Privacy Notice.

5.4 Details of the sub-processors used by the Company in delivering the Platform are set out in the Sub-processor Register. The Company will provide advance notice of changes to the Sub-processor Register in accordance with the MDPA.

5.5 The technical and organisational measures applied by the Company to protect Customer Data are described in the Security Policy, published at https://admin.skylarkcontrol.com/legal/security-policy.html. The Platform operates under ISO 27001 certified information security management and holds Cyber Essentials Plus certification.

5.6 The Company's procedures for retaining and deleting Customer Data processed through the Platform are set out in the Skylark Control Customer Data Retention & Erasure Policy (CDEP1), published at https://admin.skylarkcontrol.com/legal/data-retention-policy.pdf. The applicable retention periods are set out in the Retention Register at Section 12 of the CDEP1.

6. Enterprise Addendum

6.1 Customers with bespoke data processing requirements may request an Enterprise Addendum to the MDPA. An Enterprise Addendum, once executed in writing, supplements the standard MDPA and takes precedence over it to the extent of any conflict.

6.2 An Enterprise Addendum does not affect the standard Platform Terms set out in this Part 2 unless expressly stated.

7. Liability

7.1 The Company's total aggregate liability to the Customer in connection with the Platform, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, is limited as set out in the Order Form or, where no Order Form is in place, to the total fees paid by the Customer in the 12 months preceding the event giving rise to the claim.

7.2 Subject to clause 7.3, the Company is not liable, whether in contract, tort (including negligence or breach of statutory duty), misrepresentation, restitution or otherwise, for any:

• loss of profits;
• loss of business;
• depletion of goodwill or similar losses;
• loss or corruption of data or information;
• pure economic loss; or
• special, indirect, or consequential loss, costs, damages, charges, or expenses,

however arising in connection with these Terms or the Platform.

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

8. Confidentiality

8.1 Each party undertakes to keep confidential all information received from the other party that is identified as confidential or that ought reasonably to be regarded as confidential given its nature or the circumstances of disclosure ("Confidential Information").

8.2 Each party may use the other's Confidential Information only for the purposes of performing its obligations or exercising its rights under these Terms, and must apply at least the same degree of care to protect it as it applies to its own confidential information, being no less than reasonable care.

8.3 Either party may disclose Confidential Information to its employees, officers, contractors, and advisers who need to know it for the purposes of these Terms, provided those persons are bound by equivalent confidentiality obligations.

8.4 The obligations in this clause do not apply to information that: (a) is or becomes publicly available other than through a breach of this clause; (b) was already known to the receiving party before disclosure; (c) is independently developed by the receiving party without use of the Confidential Information; or (d) is required to be disclosed by law, court order, or regulatory authority, provided the disclosing party gives the other reasonable prior written notice where permitted to do so.

8.5 The obligations in this clause survive termination of these Terms.

9. Term, Termination and Suspension

9.1 Term. These Terms take effect when the Customer creates an Account or executes an Order Form, whichever is earlier, and continue for the term set out in the Order Form. Where no Order Form is in place, either party may terminate on 30 days' written notice.

9.2 Termination by the Company. Without affecting any other right or remedy, the Company may terminate these Terms or the Customer's Account with immediate effect by written notice if:

• the Customer fails to pay any sum due and remains in default for not less than 30 days after written notice to make payment;
• the Customer commits a material breach of these Terms which is irremediable, or which is remediable but is not remedied within 30 days of written notice to do so;
• the Customer becomes insolvent, suspends or ceases to carry on business, enters administration or liquidation, or has a receiver appointed over its assets; or
• there is a Change of Control of the Customer of which the Customer has not given the Company at least 30 days' prior written notice.

9.3 Suspension for non-payment. Where any sum due remains unpaid more than 30 days after the due date, the Company may, without liability, disable the Customer's password, Account, and access to all or part of the Platform until payment in full is received. Before suspending access under this clause, the Company will give the Customer at least 48 hours' prior written notice of its intention to suspend. Suspension under this clause does not affect the Customer's payment obligations or the Company's other rights.

9.4 Effect of termination. On termination of these Terms or the Customer's Account for any reason:

• all rights to access and use the Platform cease immediately;
• the Customer's Account enters the deletion workflow set out in Section 13 of the MDPA, including the 30-day data export window and two-stage deletion confirmation procedure;
• any sums accrued up to the date of termination remain payable; and
• clauses which by their nature are intended to survive termination (including liability, intellectual property, confidentiality, and the data deletion provisions of the MDPA) continue in full force.

10. Assignment

10.1 The Customer must not assign, transfer, charge, sub-contract, or otherwise deal with any of its rights or obligations under these Terms without the prior written consent of the Company.

10.2 The Company may at any time assign, transfer, charge, sub-contract, or otherwise deal with any of its rights or obligations under these Terms.

11. Governing Law

These Terms and any dispute or claim arising out of or in connection with them (including non-contractual disputes) shall be governed by and construed in accordance with the law of Northern Ireland. The parties submit to the exclusive jurisdiction of the courts of Northern Ireland.

12. Updates to These Terms

The Company reserves the right to update these Terms from time to time. Customers will be notified of material changes. Continued use of the Platform following notification constitutes acceptance of the updated Terms.

Document owner: Karol Harkin (Data Protection Officer)
Published at: https://admin.skylarkcontrol.com/legal/terms-of-service.html