Terms & Conditions
TERMS AND CONDITIONS
Spread Software Limited
Last updated: 27 May 2026 | Version 2.0
IMPORTANT: Please read these Terms and Conditions carefully before using the Spread service. By accessing or using the Service, you confirm that you have read, understood, and agree to be bound by these Terms. If you do not agree, you must not use the Service.
1. ABOUT US
1.1 These Terms and Conditions ("Terms") govern your access to and use of the cloud-based software-as-a-service provided by Spread Software Limited (company number 16564312, incorporated in England and Wales), whose registered office is at The Coach House, 5 West Street, Leighton Buzzard, LU7 1DA ("Spread", "we", "us", "our").
1.2 Spread provides an automated accounting workflow platform (the "Service") that connects with Xero and other third-party accounting systems to automate accruals, prepayments, deferred revenue recognition, recurring bill management, and associated accounting functions.
1.3 By accessing, registering for, or using the Service, you enter into a legally binding agreement with us and accept these Terms in full. If you are entering into these Terms on behalf of a company or other legal entity, you represent that you have the authority to bind that entity to these Terms.
1.4 If you do not agree to these Terms, you must immediately cease all use of the Service.
2. DEFINITIONS
"Accounting Software" means Xero, or any other third-party accounting platform connected to the Service by you.
"Customer" means the legal entity or individual that subscribes to and is responsible for use of the Service.
"Data" means all financial records, transaction data, accounting entries, and other information you submit to or process through the Service.
"Documentation" means published user guides, help articles, release notes, onboarding materials, and online resources provided by Spread relating to the Service.
"Fair Use Threshold" means the data processing volume limits described in the Fair Use Policy.
"Fees" means the subscription charges payable for access to the Service as set out in your Subscription plan.
"Organisation" means a single Xero tenant, QuickBooks company file, or equivalent accounting entity connected to and managed through the Service.
"Service" means the Spread cloud-based software platform, including all modules (Cost Inbox, Sales Inbox, Recurring Bills), features, APIs, and related services provided by Spread.
"Subscription" means the plan selected by Customer for access to the Service, including the applicable tier, Organisation count, and Fees.
"User" means any individual authorised by Customer to access and use the Service under its Subscription.
3. SERVICE PROVISION AND ACCESS
3.1 We will provide the Service to you in accordance with these Terms and the Subscription you have selected. We will use commercially reasonable efforts to make the Service available in accordance with clause 11 (Service Levels).
3.2 You acknowledge that the Service is a cloud-based platform delivered over the internet. You are responsible for ensuring you have adequate internet connectivity and compatible systems to access the Service.
3.3 As a condition of use, you shall:
(a) ensure that all Users comply with these Terms and are made aware of them;
(b) be responsible for all activity that occurs under your account, including activity by Users;
(c) provide accurate, current, and complete registration information and update it promptly as required;
(d) maintain the confidentiality of your account credentials and notify us immediately upon becoming aware of any unauthorised access;
(e) use the Service only for lawful purposes and in accordance with these Terms and all applicable laws and regulations.
3.4 You must not:
(a) copy, modify, reverse engineer, disassemble, or create derivative works of the Service or any part of it;
(b) use the Service to provide services to third parties in a manner that circumvents your Subscription obligations;
(c) introduce any virus, malware, or otherwise attempt to disrupt, damage, or gain unauthorised access to the Service or any related systems;
(d) use the Service in any way that infringes the Intellectual Property Rights of Spread or any third party;
(e) sublicence, sell, resell, or transfer access to the Service without our prior written consent.
3.5 We may modify, update, or discontinue the Service or any feature at any time. Where reasonably practicable, we will provide advance notice of material changes. We shall not be liable to you for any modification, suspension, or discontinuation of the Service, provided such action is not made in bad faith.
3.6 You acknowledge and accept that the Service relies on integration with third-party Accounting Software platforms. You are solely responsible for maintaining valid, active accounts with those platforms and for ensuring that necessary permissions and API connections are maintained. Spread is not responsible for any loss of functionality arising from changes to or disruption of third-party platform APIs or access policies.
4. SUBSCRIPTION, FEES, AND PAYMENT
4.1 Fees for the Service are determined by your chosen Subscription plan, which may be based on the number of Organisations connected, the category of Customer (accounting practice or in-house finance team), and the billing cycle (monthly or annual). Current pricing is set out on our website and in your account at the time of Subscription.
4.2 Fees are quoted exclusive of VAT and any other applicable taxes, which will be added at the applicable rate and are your responsibility to pay.
4.3 Fees are payable in advance, monthly or annually as elected. Payment is processed via our third-party payment provider and you authorise us to charge your nominated payment method on each renewal date.
4.4 If any payment is not received by the due date, we reserve the right to:
(a) suspend your access to the Service without liability until all outstanding amounts are settled; and/or
(b) charge interest on overdue amounts at the rate of 4% per annum above the Bank of England base rate, calculated on a daily basis.
4.5 We reserve the right to revise Fees at any time by giving not less than 30 days' prior written notice. If you do not accept the revised Fees, you may cancel your Subscription before the revised Fees take effect. Continued use of the Service after the effective date of any Fee change constitutes your acceptance of the revised Fees.
4.6 Annual Subscriptions are non-refundable except as set out in clause 5 or as required by applicable law.
4.7 Volume-based discounts may be available for accounting practices managing multiple Organisations. Such discounts are subject to separate agreement and will be documented in writing to you.
4.8 We may review and adjust your pricing where your usage materially and persistently exceeds the applicable Fair Use Threshold. We will provide at least 30 days' notice before any such pricing adjustment takes effect.
5. TRIAL PERIOD
5.1 We may offer a free trial period ("Trial") to new Customers. The Trial period is currently 7 days from the date of first access, unless otherwise specified.
5.2 During the Trial, you may access the Service and connect Organisations subject to any limitations we apply to trial accounts.
5.3 At the end of the Trial period, you must select a paid Subscription plan to continue using the Service. If no plan is selected, access to the Service will be suspended and your data will be deleted after a further 7 days' notice.
5.4 We reserve the right to modify, suspend, or discontinue the Trial at any time without liability.
6. CANCELLATION AND TERMINATION
6.1 You may cancel your Subscription at any time via your subscription settings, your Accounting Software's subscription management portal (where applicable), or by contacting us at support@spread.finance. Cancellation will take effect at the end of the then-current billing period, and no refund will be issued for any unused portion of a monthly Subscription.
6.2 For annual Subscriptions, cancellation will take effect at the end of the annual term. No partial refunds will be issued for annual Subscriptions except where required by law or where Spread is in material breach of these Terms.
6.3 We may terminate or suspend your Subscription immediately by written notice if:
(a) you materially breach these Terms and fail to remedy such breach (where capable of remedy) within 14 days of written notice;
(b) you become insolvent, enter administration, liquidation, or any analogous proceeding;
(c) you cease to carry on business; or
(d) we are required to do so by applicable law or regulation.
6.4 On termination or expiry of your Subscription for any reason:
(a) all rights granted to you under these Terms will immediately cease;
(b) you must cease all use of the Service;
(c) you may request an export of your Data within 7 days of the termination date; and
(d) we may delete or archive your Data after 7 days following termination, without further liability.
7. INTELLECTUAL PROPERTY RIGHTS
7.1 All Intellectual Property Rights in and to the Service, the Spread platform, its underlying technology, algorithms, user interface, branding, Documentation, and all developments thereto vest in and shall remain the property of Spread Software Limited or its licensors.
7.2 Subject to your compliance with these Terms and timely payment of all Fees, we grant you a limited, non-exclusive, non-transferable, revocable licence to access and use the Service during the Subscription term solely for your internal business purposes.
7.3 You retain all ownership rights in your Data. By submitting Data to the Service, you grant us a limited, royalty-free licence to process and use your Data solely as necessary to provide the Service and fulfil our obligations under these Terms and the Data Processing Addendum.
7.4 You shall not remove, obscure, or alter any proprietary notices, branding, or markings displayed within the Service.
7.5 Where Spread develops enhancements or new features in response to Customer feedback, such developments shall remain the sole property of Spread unless otherwise agreed in writing.
8. CUSTOMER DATA AND ACCOUNTING OUTPUT
8.1 The Service is designed to automate accounting workflows, including the generation and posting of journals, accruals, prepayments, deferred revenue adjustments, and recurring bill management entries to your connected Accounting Software.
8.2 You acknowledge that:
(a) Spread processes Data based on rules, configurations, and approvals set by you;
(b) automated journal entries and accounting outputs generated by the Service remain the responsibility of you and your appointed accountants or finance professionals;
(c) you should apply appropriate professional judgment and review processes to all outputs generated by the Service before finalising accounting records;
(d) Spread is a technology tool and does not provide accountancy, tax, legal, or financial advice.
8.3 We shall implement commercially reasonable technical and organisational security measures to protect your Data, including encryption in transit and at rest, access controls, and regular security testing.
8.4 We will not use your Data for any purpose other than providing and improving the Service, except as required by law or as set out in our Privacy Policy.
9. THIRD-PARTY INTEGRATIONS
9.1 The Service integrates with third-party platforms including, but not limited to, Xero and QuickBooks. These integrations depend on the continued availability and compatibility of those platforms' APIs and terms of service.
9.2 We make no representation or warranty as to the continued availability, accuracy, or performance of any third-party platform or its API. Spread shall not be liable for any failure, interruption, or change to Service functionality resulting from changes to or discontinuation of third-party APIs.
9.3 Your use of third-party platforms is governed by the respective terms and conditions of those platforms. You are responsible for ensuring your continued compliance with third-party platform requirements.
9.4 Where the Service is listed on a third-party marketplace (such as the Xero App Store), the specific terms of that marketplace may supplement these Terms. In the event of conflict, these Terms shall prevail unless otherwise required by the marketplace operator.
10. AUTHORISED ACCOUNT ACCESS
10.1 Purpose and Scope
To enable us to provide effective support, maintain Service quality, and fulfil our obligations to you, Spread staff may, in limited circumstances, access your account by assuming your user session or an administrative view of your account ("Authorised Account Access"). This clause explains when, why, and how this access is used, and the protections that apply.
10.2 Permitted Purposes
Spread may use Authorised Account Access solely for the following purposes:
(a) Customer Support: to investigate, diagnose, and resolve technical issues, errors, or faults reported by you or identified through automated monitoring, including reviewing account configurations, journal entries, workflow settings, and connected Organisation data necessary to understand and fix the reported issue;
(b) Onboarding and Implementation Assistance: to assist you during the initial set-up of the Service, including configuring Organisations, reviewing imported data for accuracy, and ensuring that accrual, prepayment, deferred revenue, and recurring bill workflows have been correctly established;
(c) Guided Training: to demonstrate functionality, walk through features, or assist Users in understanding how to operate specific modules of the Service, at your request or with your prior consent;
(d) Quality Assurance: to verify that automated journal entries, accounting outputs, and synchronisation with connected Accounting Software are functioning correctly following updates, releases, or reported concerns;
(e) Data Integrity Checks: to investigate and correct data inconsistencies, duplicate entries, misaligned accounting periods, or synchronisation errors that may affect the accuracy of your financial records;
(f) Security and Fraud Investigation: to investigate suspected unauthorised access, unusual activity, or potential misuse of the Service affecting your account;
(g) Regulatory and Legal Compliance: where required to do so by applicable law, regulation, court order, or at the request of a competent regulatory authority;
(h) Service Improvement: in aggregated, anonymised form only, to understand how the Service is being used in order to inform product development and improve the user experience. No personally identifiable or Customer-specific data will be used for this purpose without your explicit consent.
10.3 What We Will Not Do
Spread staff will not use Authorised Account Access to:
(a) access your account for any commercial purpose unrelated to the provision, maintenance, or improvement of the Service;
(b) extract, copy, or retain your Data beyond what is necessary for the permitted purpose;
(c) access your account out of curiosity, for internal demonstrations to third parties, or for sales or marketing purposes without your prior written consent;
(d) share, disclose, or transfer any data observed during Authorised Account Access to any third party, except as required by law or as permitted under the Data Processing Addendum.
10.4 Access Controls and Governance
Spread implements the following controls in connection with Authorised Account Access:
(a) Access is restricted to authorised Spread personnel only, on a role-based, need-to-know basis;
(b) Spread staff are bound by obligations of confidentiality and trained on data protection obligations applicable to account access;
(e) Access is time-limited to the duration necessary to fulfil the permitted purpose.
10.5 Notification
Where reasonably practicable, Spread will notify the Customer's account administrator before or promptly after an instance of Authorised Account Access, except where:
(a) prior notification would delay urgent resolution of a critical issue materially affecting your use of the Service;
(b) the access is at the express request of the Customer or User; or
(c) notification is restricted by applicable law or a regulatory requirement.
Where notification is delayed under (a), we will inform the Customer's account administrator as soon as reasonably practicable following the access.
10.6 Your Rights
You may at any time:
(a) object to Authorised Account Access for non-urgent purposes, in which case Spread will seek alternative means to provide support where technically feasible;
(b) request that Spread staff do not access your account except where strictly necessary for legal or contractual compliance, by notifying us in writing at support@spread.finance.
Note that restricting Authorised Account Access may limit Spread's ability to provide effective support and troubleshooting assistance.
10.7 Data Protection
All access to Customer accounts under this clause is treated as processing of personal data in accordance with the Data Processing Addendum (Part 2 of these Terms). Such access is carried out on the basis of Spread's legitimate interests in providing and maintaining the Service, and its contractual obligations to the Customer, subject always to applicable data protection law. Spread will not process any data observed during Authorised Account Access for any purpose incompatible with those set out in clause 10.2.
11. WARRANTIES AND DISCLAIMERS
11.1 We warrant that:
(a) the Service will perform materially in accordance with the Documentation;
(b) we will provide the Service with reasonable skill and care; and
(c) we will comply with all applicable data protection laws in our processing of personal data.
11.2 Except as expressly stated in these Terms, the Service is provided on an "as is" and "as available" basis. We disclaim all other warranties, whether express, implied, statutory, or otherwise.
11.3 We do not warrant that the Service will be error-free, uninterrupted, or free from security vulnerabilities. We do not warrant the accuracy or completeness of any accounting output generated by the Service.
11.4 You accept sole responsibility for the configuration of the Service, the accuracy of rules and settings you apply, and the review and approval of all automated accounting entries before they are relied upon.
12. SERVICE LEVELS
12.1 We target a Service availability of 99.5% measured on a monthly basis, excluding scheduled maintenance and outages attributable to third-party platform failures or factors outside our reasonable control.
12.2 Scheduled maintenance will, where practicable, be carried out during off-peak hours and communicated to you in advance via email or in-app notification.
12.3 Support is provided via support@spread.finance during business hours of 9:00am to 5:00pm, Monday to Friday, excluding English public holidays. We target an initial response within one business day for standard queries and within four hours for critical issues affecting Service availability.
12.4 Service availability targets are operational commitments and do not constitute a guarantee.
13. LIMITATION OF LIABILITY
13.1 Nothing in these Terms shall exclude or limit either party's liability for:
(a) death or personal injury caused by negligence;
(b) fraud or fraudulent misrepresentation; or
(c) any other liability that cannot lawfully be excluded or limited.
13.2 Subject to clause 12.1, our total aggregate liability to you shall not exceed the greater of:
(a) the total Fees paid by you to Spread in the twelve months immediately preceding the event giving rise to the claim; or
(b) £500.
13.3 Subject to clause 12.1, we shall not be liable to you for any loss of profits, revenue, anticipated savings, loss of business, contracts or goodwill, loss or corruption of data, business interruption, or indirect, special, or consequential loss or damage.
13.4 We shall not be liable for any errors, inaccuracies, or financial consequences arising from automated journal entries or accounting outputs where such outputs result from incorrect configuration, data inputs, or approval decisions made by you.
13.5 We shall not be liable for delays, losses, or failures arising from the actions or omissions of third-party platforms, including Xero.
14. INDEMNIFICATION
14.1 You shall defend, indemnify, and hold harmless Spread Software Limited from and against any claims, damages, losses, and costs arising out of or relating to:
(a) your breach of these Terms;
(b) your use of the Service in violation of applicable law;
(c) your Data or the way it is processed by you; or
(d) any claim by a third party arising from your accounting outputs or the decisions you take based on them.
15. CONFIDENTIALITY
15.1 Each party shall keep all Confidential Information of the other party strictly confidential, use it solely for the purposes of performing obligations under these Terms, and not disclose it to any third party without prior written consent, except to employees or advisors on a need-to-know basis and subject to equivalent confidentiality obligations.
15.2 Confidential Information does not include information that is or becomes publicly available otherwise than through breach of this clause; was already known to the receiving party at time of disclosure; is independently developed; or is required to be disclosed by law.
15.3 The obligations in this clause shall survive termination of these Terms for a period of three years.
16. CHANGES TO THE SERVICE AND TERMS
16.1 We may update these Terms from time to time. We will notify you of material changes by email or via in-app notification at least 30 days before the changes take effect.
16.2 If you do not accept updated Terms, you may cancel your Subscription before the changes take effect. Continued use of the Service after the effective date constitutes your acceptance of the revised Terms.
17. GOVERNING LAW AND JURISDICTION
17.1 These Terms shall be governed by and construed in accordance with the laws of England and Wales.
17.2 Each party irrevocably submits to the exclusive jurisdiction of the courts of England and Wales in relation to any dispute arising out of or in connection with these Terms.
18. GENERAL
18.1 Entire Agreement. These Terms (together with the Data Processing Addendum and Fair Use Policy) constitute the entire agreement between the parties and supersede all prior agreements and understandings.
18.2 Severability. If any provision is found void or unenforceable, it shall be severed and the remaining provisions shall continue in full force.
18.3 Waiver. Failure to exercise any right under these Terms shall not constitute a waiver of that right.
18.4 Assignment. You may not assign your rights under these Terms without our prior written consent. We may assign our rights freely.
18.5 Third Party Rights. Nothing in these Terms shall be enforceable by any person who is not a party under the Contracts (Rights of Third Parties) Act 1999.
18.6 Force Majeure. Neither party shall be liable for failure or delay caused by events outside its reasonable control.
18.7 Notices. All notices shall be in writing and sent to the contact details on file, or for notices to Spread, to legal@spread.finance.
18.8 Electronic Acceptance. Clicking "I agree", completing registration, or commencing use of the Service constitutes valid electronic acceptance of these Terms.
FAIR USE POLICY
Spread Software Limited
Last updated: 27 May 2026 | Version 2.0
This Fair Use Policy ("Policy") applies to all Customers using the Spread Service. It is designed to ensure that the Service remains fast, reliable, and cost-effective for all users. It forms part of the Terms and Conditions and should be read alongside them.
1. PURPOSE
Spread's Subscription pricing is designed around the typical and expected usage patterns of accountants, bookkeeping practices, and in-house finance teams managing accruals, prepayments, deferred revenue recognition, and recurring bills across their connected Organisations.
This Policy ensures that:
- the Service remains performant and available for all Customers;
- infrastructure costs remain sustainable and fairly distributed;
- Customers using the Service in ways that significantly exceed normal patterns contribute proportionately to the cost of providing it;
- pricing can remain accessible for the majority of users whose usage falls within expected norms.
2. WHAT COUNTS AS NORMAL USE
Normal use of the Service is defined by reference to the following dimensions:
Cost Inbox (accruals and prepayments)
- Expected range: up to 500 invoices or entries processed per month, per Organisation
- Likely to trigger review: consistently above 1,000 per month
Sales Inbox (deferred revenue recognition)
- Expected range: up to 500 recognition events per month, per Organisation
- Likely to trigger review: consistently above 1,000 per month
Recurring Bills
- Expected range: up to 150 recurring bills tracked per month, per Organisation
- Likely to trigger review: consistently above 250 per month
API calls to Accounting Software
- Expected range: consistent with normal operational use
- Likely to trigger review: automated bulk data extraction at scale
PDF and document processing
- Expected range: normal invoice and supporting document volumes
- Likely to trigger review: high-volume document processing (thousands per day)
Note: These thresholds are indicative and may be updated as the Service evolves and usage patterns mature. We will not change thresholds without notice.
3. DATA AND INFRASTRUCTURE COSTS
Spread's Subscription Fees are designed to reflect the infrastructure and data processing costs attributable to typical usage. Customers whose usage materially and persistently exceeds the thresholds set out in this Policy generate disproportionate costs for Spread in areas including:
- API calls to Xero and other Accounting Software platforms;
- Cloud compute and processing costs for automated journal generation;
- AI and machine learning inference costs for document and transaction processing;
- Storage costs for large volumes of data, attachments, and audit trails;
- Support burden where complex high-volume configurations require additional assistance.
To maintain fair and sustainable pricing for all Customers, Spread reserves the right to review and adjust pricing for Customers whose usage consistently and materially exceeds the Fair Use Thresholds described in section 2.
4. PRICING REVIEW PROCESS
4.1 How We Identify Excess Usage
Spread monitors usage patterns across accounts for the purpose of Service quality, security, and fair use compliance. Where a Customer's usage consistently and materially exceeds applicable thresholds over a rolling 30-day period, Spread may initiate a pricing review.
4.2 What Happens When a Review is Triggered
Spread will:
- Contact the Customer's primary account holder by email to inform them of the usage pattern identified;
- Provide a summary of the specific usage metrics that have triggered the review;
- Discuss whether the Customer's use case is better served by a custom or enterprise pricing arrangement;
- Propose any revised pricing with at least 30 days' notice before it takes effect.
Customers are encouraged to contact us proactively at support@spread.finance if they anticipate their usage may significantly exceed normal thresholds, so we can agree appropriate arrangements in advance.
4.3 What We Will Not Do
We commit that Spread will NOT:
- Interrupt, throttle, or suspend your Service due to high usage without first having a conversation with you;
- Charge retrospective fees for past usage without prior agreement;
- Change your pricing mid-subscription without at least 30 days' written notice;
- Use this Policy to unfairly disadvantage Customers with legitimately complex or growing businesses.
5. PROHIBITED USES
The following uses of the Service are expressly prohibited regardless of usage volume and may result in immediate suspension:
- Using the Service as a data extraction or scraping tool to export large volumes of data from your connected Accounting Software for purposes unrelated to accounting automation;
- Connecting Organisations to the Service that are not genuine trading or accounting entities for the purpose of circumventing per-Organisation pricing;
- Reselling, sub-licensing, or white-labelling access to the Service without prior written agreement with Spread;
- Using automated scripts or bots to access the Service in ways not provided for in the Documentation;
- Using the Service to process data on behalf of third parties outside your Subscription scope.
6. ENTERPRISE AND HIGH-VOLUME CUSTOMERS
Customers with genuinely high-volume requirements are warmly welcomed. If your business processes consistently exceed the thresholds above, we offer custom arrangements including:
- Enterprise pricing tiers with agreed volume bands;
- Dedicated support and implementation assistance;
- Custom SLAs and enhanced service levels;
- Consolidated billing and account management for large accounting practices.
To discuss enterprise pricing, please contact us at hello@spread.finance.
7. CHANGES TO THIS POLICY
We may update this Fair Use Policy from time to time to reflect changes in infrastructure costs, product capabilities, or usage norms. We will provide at least 30 days' notice of any material changes. Continued use of the Service after the effective date of any update constitutes your acceptance of the revised Policy.
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Spread Software Limited | Company No. 16564312
The Coach House, 5 West Street, Leighton Buzzard, LU7 1DA
hello@spread.finance | spread.finance