Terms of Service

These Terms of Service (“Terms”) govern access to and use of the Morvo platform, website, and related services (the “Service”). By creating an account, clicking “Accept”, or otherwise using the Service, you agree to be bound by these Terms.

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

Morvo Ltd (CRN: 16457191) (“Morvo”, “we”, “our”, or “us”) is a company registered in England and Wales with its registered office at Jactin House, 24 Hood Street, Ancoats, Manchester, M4 6WX, United Kingdom.

Support contact: support@morvo.co.uk

As part of the Service, Morvo provides an AI-powered on-site shopping assistant that helps website visitors discover and curate products through a conversational interface, and provides aggregated analytics and revenue attribution to merchants. The Service and its features are further described on Morvo’s website and in documentation made available by Morvo (the “Documentation”).

The Service includes:

• (a) a chat widget that can be added to merchant storefronts via the Morvo Shopify App Store app or a JavaScript snippet;
• (b) a merchant dashboard showing usage analytics, conversation history, and revenue attribution;
• (c) a self-serve seven-day preview tool, supported by a Chrome browser extension, enabling merchants to test Morvo internally before starting a free trial; and
• (d) where applicable, integration with the merchant’s Shopify store to access product catalogue and order data (subject to the merchant’s approval of the required access scopes).

The Service is provided on a business-to-business basis only.

In these Terms, “Customer”, “you” or “your” means the business or organisation that creates an account or otherwise uses the Service.

3.1 To access the Service, you must create an account and accept these Terms via a clickwrap mechanism or other online functionality at sign-up.

3.2 Acceptance of these Terms occurs when you:

• click an “Accept” or similar button during sign-up; and/or
• complete the direct debit mandate or payment authorisation process with our payment provider and are redirected back to Morvo.

3.3 By completing the payment authorisation process, you confirm that you have read, understood, and agree to be bound by these Terms.

3.4 You represent and warrant that:

• you are acting on behalf of a business or organisation;
• you have authority to bind that entity to these Terms; and
• the information you provide is accurate and kept up to date.

3.5 You are responsible for maintaining the confidentiality of your account credentials and for all activity under your account.

4.1 You may use the Service only for lawful business purposes and in accordance with these Terms and the Documentation.

4.2 You must not:

• submit personal data of end users or shoppers through the Service, except as expressly contemplated by the Service (including order data processed under the Shopify order-status feature described in Section 7.4);
• submit or solicit special category data (as defined under data protection law) into or as part of the Service;
• submit content that infringes third-party rights;
• use the Service to provide legal, medical, financial, or other regulated advice;
• attempt to reverse engineer, interfere with, scrape, or disrupt the Service;
• bypass usage limits or security controls;
• use the Service in a way that violates applicable law or third-party terms.

Where you embed the Service on your website, you are responsible for ensuring that your use of the Service, including any cookies or tracking technologies deployed by the Service, complies with the laws applicable to you, such as the Privacy and Electronic Communications Regulations 2003 (PECR) and the UK GDPR. You must obtain any required consents from your website visitors before the Service sets cookies or processes personal data on your site.

4.3 Where the Customer elects for Morvo to perform installation, onboarding, or setup services, the Customer authorises Morvo to access the Customer’s ecommerce platform, generate API credentials, and make configuration changes reasonably required to provide the Service.

4.4 Any credentials or access details provided to Morvo for setup or support purposes will be used solely to deliver the Service and handled in accordance with Morvo’s security and privacy practices.

4.5 Morvo may suspend or terminate access if it reasonably believes the Service is being misused or these Terms are breached.

4.6. Merchant Knowledge Content

(a) You may supply content for the Service to answer from, including FAQ web page addresses and uploaded documents (“Merchant Knowledge Content”). Merchant Knowledge Content may include internal-only guidance that steers the Service’s recommendations without being quoted to shoppers.

(b) You grant Morvo a non-exclusive, worldwide licence to store, index, and use Merchant Knowledge Content solely to provide the Service to you. You retain all ownership rights in your Merchant Knowledge Content.

(c) You represent and warrant that:

• (i) you have all necessary rights, licences, and permissions to provide the Merchant Knowledge Content to Morvo and to grant the licence in Section 4.6(b);
• (ii) the Merchant Knowledge Content does not infringe any third-party intellectual property rights or other rights;
• (iii) the Merchant Knowledge Content does not contain personal data (as defined under data protection law), except to the extent you have a lawful basis to provide such data, have provided all required transparency information, and have obtained all required consents, and where the provision of such data complies with any applicable data protection laws; and
• (iv) where Merchant Knowledge Content includes internal guidance that influences the Service’s recommendations to shoppers, such guidance is fair, lawful, and compliant with all applicable consumer protection laws and regulations, including the Consumer Protection from Unfair Trading Regulations 2008 and the Consumer Rights Act 2015.

(d) You remain solely responsible for the content, accuracy, and lawfulness of all Merchant Knowledge Content you provide. Morvo does not review, approve, or monitor Merchant Knowledge Content and is not responsible for any claims arising from your Merchant Knowledge Content or its use by the Service.

(e) You acknowledge that internal guidance provided as Merchant Knowledge Content may influence the Service’s product recommendations to your shoppers. You are responsible for ensuring that any such influence does not constitute a misleading action, misleading omission, or aggressive commercial practice under applicable consumer protection law.

5.1 The Service uses artificial intelligence and large language models to generate responses based on:

• product and content data provided by the Customer; and
• the user’s current query.

5.2 The Service uses AI models provided by third-party providers under business terms that exclude the use of your data or prompts to train their models. Prompts submitted to AI providers contain the conversation as entered by the shopper (which may include personal data a shopper chooses to type into the chat), your product and catalogue data, and your configured guidance and Merchant Knowledge Content. Morvo never attaches shopper identifiers (session identifiers, visitor identifiers, IP addresses), device data or account data to prompts. AI providers process this data as our sub-processors and do not use it to train models. Contact details a shopper types into the chat are masked before any conversation record is stored, archived or included in any report or email. Morvo does not use customer conversation content or merchant input data to train or evaluate AI models; any model evaluation or testing uses synthetic test material only.

5.3 The Service displays a notice to shoppers that they are chatting with an AI assistant. You acknowledge that the Service provides AI-generated responses and that the Service is not intended to, and does not, provide professional, legal, medical, financial, or safety-critical advice.

5.4 AI-generated outputs are provided on an “as is” basis. In particular:

• they are generated from the merchant’s product data and content, and Morvo does not verify the accuracy, completeness, or currency of that underlying data;
• they may be inaccurate, incomplete, outdated, or inconsistent with actual product availability, pricing, specifications, or stock levels;
• they do not constitute professional, legal, medical, financial, or purchasing advice, and should not be relied upon as such;
• neither Morvo nor the merchant accepts responsibility for any purchasing decision made in reliance on AI-generated outputs; and
• shoppers should independently verify any product information before making a purchase, particularly where safety, suitability, or regulatory compliance is relevant.

5.5 Where the Service generates recommendations or advice adjacent to safety-relevant product categories (such as child car seats, electrical equipment, or products subject to regulatory safety standards), the Service defers to manufacturer specifications and stated product limits. You remain responsible for ensuring that your product data, descriptions, and specifications are accurate and comply with all applicable safety standards and regulations. Neither you nor your shoppers should rely on AI-generated outputs as a substitute for professional assessment of safety or suitability.

5.6 You remain responsible for:

• the content you submit to the Service; and
• ensuring you have all necessary rights and permissions to provide such content.

6.1 The Service relies on third-party infrastructure, ecommerce platforms, and AI model providers.

6.2 Your use of the Service is subject to any applicable limitations, technical constraints, or obligations imposed by those third parties.

6.3 Morvo does not guarantee uninterrupted availability of third-party services and is not responsible for outages or failures caused by them.

7.1 For the purposes of data protection law, you act as the data controller and Morvo acts as a data processor in respect of personal data processed through the Service on your behalf.

7.2 The Data Processing Agreement between you and Morvo, available via morvo.co.uk/trust (the “DPA”), forms part of these Terms and governs Morvo’s processing of personal data on your behalf, including details of the data processed, retention periods, security measures, sub-processors, and international transfer safeguards. In the event of any conflict between these Terms and the DPA, the DPA prevails.

7.3 You must disclose Morvo as a data processor and the AI assistant functionality to your shoppers in your own privacy notice, and ensure that you have a lawful basis under applicable data protection law to provide shopper data to Morvo.

7.4 Where a merchant enables order status, Morvo retrieves the order from the merchant’s store platform at the shopper’s request, verifies the shopper against the order email, and displays the result directly to the shopper. Order details and shopper contact details are not submitted to AI model providers, are not stored by Morvo, and do not appear in conversation records; Morvo retains only an event record (order reference, shop and timestamp) for audit and billing. Addresses are shown in truncated form only.

7.5 You grant Morvo the right to generate, collect and use aggregate data from data processed through or generated by the Service, including in combination with data from other customers, to maintain, develop, and improve the Service. Such aggregated data may include, without limitation, aggregated usage metrics (such as feature usage counts and session statistics). Such aggregated data will not identify you, your business, or any individual, and no customer’s individual data will be disclosed to any other customer. You may opt out of cross-customer aggregate learning by contacting support@morvo.co.uk; opting out does not affect learning from your own store’s data.

7.6 Morvo processes certain personal data as a data controller for its own business purposes as described in the DPA.

8.1 Self-Serve Preview. Morvo may offer a self-serve seven-day preview tool that fetches your publicly available product listings to its servers and holds a copy so the preview can run. The assistant is displayed in your browser and nothing is installed on your store. Preview access ends after 7 days (or a longer period where we extend it at your request); the imported catalogue copy is deleted within a further 7 days after the preview access ends. We retain the request record (store address, email, request IP), the conversation content from the preview, and aggregate usage statistics; the requester can delete the preview and all related data at any time from the manage link made available by Morvo.

8.2 Morvo may offer a free trial period. Unless stated otherwise, free trials last 30 days and may be cancelled at any time before the end of the trial period.

8.3 If you do not cancel before the end of the free trial, your subscription will automatically convert to a paid monthly subscription and you authorise Morvo to charge the applicable fees.

8.4 Monthly subscriptions:

• are billed in advance;
• may be cancelled at any time; and
• will remain active until the end of the current billing period.

No refunds or partial refunds are provided for unused time within a billing period.

8.5 Annual subscriptions are billed upfront for a 12-month term and are non-refundable, except where required by law.

8.6 Plan limits and usage are measured in conversations. For billing purposes, a conversation is a single shopper session comprising up to 10 messages; a session exceeding 10 messages counts as one conversation for each block of 10 messages, or part of one. Sessions in the dashboard playground are not billable. Morvo may monitor usage and adjust the Customer’s subscription plan if usage consistently exceeds or falls below the applicable plan limits. Any plan change will apply prospectively, and the Customer will be notified in advance by email.

8.7 Morvo may request reasonable information from the Customer to verify usage levels, including analytics data. The Customer is responsible for ensuring that any information provided is accurate and complete.

8.8 Subscription fees are displayed at the point of sign-up. Where the Customer subscribes through the Shopify App Store, fees are charged by Shopify and appear on the Customer’s Shopify invoice, subject to Shopify’s own billing terms. Where the Customer subscribes directly with Morvo, payments are processed by a third-party payment provider (Stripe). In either case, Morvo does not store payment credentials. Morvo may increase subscription fees at any time on at least 30 days’ prior written notice to you. Any increase will take effect at the start of your next billing period following the notice period. If you do not accept the new fees, you may terminate these Terms by written notice before the increase takes effect, in which case Morvo will refund a pro-rata portion of any prepaid fees for the period after termination. Your continued use of the Service after the increase takes effect constitutes acceptance of the new fees. Where the Customer subscribes through the Shopify App Store, any fee increase is subject to Shopify’s own price change approval process, and acceptance of the fee increase for such subscriptions is governed by that process rather than by continued use.

8.9 Usage by the Customer beyond the plan limit is charged up to a maximum amount approved by the Customer when the plan is started. Morvo will notify the Customer as that maximum is approached. Reaching it does not suspend or degrade the Service.

8.10 Morvo may suspend access for non-payment in accordance with Section 15.4 (a).

8.11 Lifetime Subscription

8.11.1 Morvo may offer a one-time “Lifetime” subscription plan where expressly stated at the point of purchase.

8.11.2 A Lifetime subscription grants access to the version of the Service and features available at the time of purchase, subject to these Terms, for so long as Morvo continues to make that version of the Service commercially available.

8.11.3 A Lifetime subscription does not guarantee:

• (a) access to future products, modules, or materially enhanced versions of the Service;
• (b) access beyond the lifespan of the specific product offering purchased;
• (c) uninterrupted availability of the Service indefinitely.

8.11.4 Morvo reserves the right to modify, discontinue, or replace the Service in accordance with clause 11.3. In the event of discontinuation of the Service, Morvo may, at its discretion:

• (a) provide reasonable notice; and/or
• (b) offer access to a successor product or alternative arrangement.

8.11.5 Lifetime subscriptions are non-refundable except where required by law.

9.1 All intellectual property rights in the Service, including software, designs, and Documentation, belong to Morvo or its licensors.

9.2 You retain ownership of your content. You grant Morvo a non-exclusive licence to use such content solely to provide the Service to you. Any use of your content to improve or develop the Service is subject to the aggregated and de-identified data licence in Section 7.5.

9.3 No rights are granted except as expressly stated.

9.4 Feedback. If you provide Morvo with any suggestions, ideas, enhancement requests, recommendations, or other feedback relating to the Service (“Feedback”), you grant Morvo a perpetual, irrevocable, royalty-free, worldwide licence to use, reproduce, modify, incorporate, and exploit that Feedback in any manner and for any purpose, including to improve or develop the Service, without any obligation of confidentiality, attribution, or compensation to you. You represent that you have the right to grant this licence and that the Feedback does not infringe any third-party rights.

Each party (the “Receiving Party”) may receive confidential information of the other party (the “Disclosing Party”) in connection with the Service. “Confidential Information” means any non-public information disclosed by the Disclosing Party that is designated as confidential or that reasonably should be understood to be confidential given the nature of the information and the circumstances of disclosure, including business plans, technical data, product information, pricing, and customer data.

The Receiving Party shall: (a) keep the Disclosing Party’s Confidential Information strictly confidential; (b) not disclose it to any third party without the Disclosing Party’s prior written consent, except to its employees, contractors, and advisers who need to know it for the purposes of these Terms and are bound by equivalent confidentiality obligations; and (c) use it only for the purposes of performing its obligations or exercising its rights under these Terms.

The confidentiality obligations herein do not apply to information that: (a) is or becomes publicly available through no fault of the Receiving Party; (b) was already known to the Receiving Party at the time of 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 Receiving Party gives the Disclosing Party prompt written notice (where permitted) and cooperates with any request to seek a protective order.

Confidentiality obligations under this Section 10 survive termination of these Terms for a period of three years.

11.1 The Service is provided on a reasonable endeavours basis.

11.2 Morvo may perform maintenance, updates, or improvements to the Service, which may result in temporary unavailability.

11.3 Morvo may modify, suspend, or discontinue parts of the Service at any time. Where reasonably practicable, we will provide advance notice of material changes.

12.1 The Service is provided “as is” and “as available”.

12.2 To the maximum extent permitted by law, Morvo disclaims all warranties, express or implied, including fitness for a particular purpose and non-infringement.

12.3 Certain features may be designated as beta, preview, or experimental. Such features are provided without warranties and may be changed or withdrawn at any time.

13.1 Nothing in these Terms limits liability for death or personal injury caused by negligence or for fraud.

13.2 Subject to clause 13.1, Morvo’s total liability arising out of or in connection with the Service shall be limited to the fees paid by you in the 12 months preceding the claim. Where no fees have been paid (for example during a free trial or preview period), Morvo’s total liability shall not exceed £100.

13.3 To the maximum extent permitted by law, neither party shall be liable for any: (a) loss of profits, revenue, or anticipated savings; (b) loss of business or contracts; (c) loss of goodwill or reputation; (d) loss, corruption, or destruction of data; or (e) indirect, special, or consequential loss or damage; in each case whether or not such loss was foreseeable or the party had been advised of its possibility.

14.1 The Customer is responsible for the accuracy, quality, integrity and legality of the data and content it provides to or processes through the Service, and for maintaining its own independent and up to date backups of that data and of its own systems, websites and ecommerce platforms.

14.2 Unless a backup service is expressly purchased from Morvo and described in an order form or written agreement, Morvo does not provide, and is not responsible for providing, any backup of the Customer’s data, systems or websites. Any backups Morvo maintains are taken for Morvo’s own operational and disaster recovery purposes only and do not replace the Customer’s responsibilities under clause 14.1.

14.3 The Customer acknowledges that no method of electronic storage or transmission is wholly secure or free from error, and that the Service is provided on the basis set out in clauses 12 and 13.

14.4 To the maximum extent permitted by law, the Customer shall hold Morvo harmless from, and Morvo shall have no liability for, any loss, corruption, deletion or unavailability of data, or any related loss, claim, cost or expense, arising out of or in connection with: (a) any backup, or any failure to provide, perform, retain or restore any backup; (b) the Customer’s failure to maintain its own backups in accordance with clause 14.1; or (c) any act, omission, outage or failure of any third party platform, hosting provider, ecommerce platform or network relied upon by the Customer or used in connection with the Service.

14.5 In the event of loss of Customer data, Morvo’s sole obligation, and the Customer’s sole and exclusive remedy, shall be for Morvo to use reasonable endeavours to restore the most recent backup (if any) held by Morvo for its own operational purposes. This obligation is subject to the limitation of liability in clause 13.

14.6 Nothing in this clause 14 excludes or limits any liability that cannot be excluded or limited under applicable law, including the liabilities described in clause 13.1.

14.7 You shall indemnify, defend, and hold harmless Morvo and its officers, directors, employees, and agents from and against any claims, demands, proceedings, losses, damages, costs, and expenses (including reasonable legal fees) brought by any third party arising out of or in connection with:

• (a) your Merchant Knowledge Content, including any claim that it infringes a third party’s intellectual property rights or other rights;
• (b) your failure to comply with applicable data protection law;
• (c) any claim by a shopper or regulator arising from internal guidance you have provided as Merchant Knowledge Content that influences the Service’s recommendations, including any claim of misleading, unfair, or aggressive commercial practice; or
• (d) your failure to obtain required consents under PECR or applicable law in connection with the Service’s use of cookies or tracking technologies on your website.

This indemnity does not apply to the extent that a claim arises from Morvo’s own negligence, fraud, or wilful misconduct.

15.1 These Terms commence on the date you first accept them and continue until terminated in accordance with this Section 15.

15.2 Either party may terminate these Terms for convenience on 30 days’ written notice to the other party.

15.3 Either party may terminate these Terms immediately on written notice if the other party commits a material breach of these Terms and, where the breach is capable of remedy, fails to remedy it within 14 days of receiving written notice requiring it to do so.

15.4 Morvo may suspend or terminate your access to the Service immediately on written notice if: (a) you fail to pay any amount due and do not remedy that failure within 7 days of notice; (b) you become insolvent, enter administration, liquidation, or any analogous insolvency process; or (c) Morvo is required to do so by law or by a competent regulatory authority.

15.5 On termination for any reason: (a) your right to access and use the Service ceases immediately; (b) all fees accrued up to the date of termination remain due and payable; (c) you will not be entitled to a refund of any prepaid fees except where Morvo terminates for convenience, in which case Morvo will refund a pro-rata portion of any prepaid fees for the unexpired portion of the then-current subscription period; and (d) each party will return or destroy the other’s confidential information on request.

15.6 Personal data will be handled on termination in accordance with the DPA.

15.7 The following provisions survive termination of these Terms: Sections 4.6 (Merchant Knowledge Content, to the extent of accrued obligations), 7.5 (aggregated data licence, in respect of data collected prior to termination), 9 (Intellectual Property), 10 (Confidentiality), 13 (Limitation of Liability), 14 (Customer Data, Backups, and Indemnity), 15.5, 15.6, and 17 (General).

17.1 Governing Law. These Terms are governed by the laws of England and Wales. The courts of England and Wales have exclusive jurisdiction to settle any dispute arising out of or in connection with these Terms, provided that Morvo may seek injunctive or other equitable relief in any jurisdiction.

17.2 Entire Agreement. These Terms, together with the DPA and any other documents expressly incorporated by reference, constitute the entire agreement between the parties relating to the Service and supersede all prior agreements, representations, and understandings between the parties relating to the same subject matter. Each party acknowledges that it has not relied on any representation, warranty, or undertaking not expressly set out in these Terms.

17.3 Assignment. You may not assign, transfer, or sub-licence any of your rights or obligations under these Terms without Morvo’s prior written consent. Morvo may assign or transfer its rights and obligations under these Terms to any affiliate or to a successor entity in connection with a merger, acquisition, or sale of all or substantially all of its assets, on written notice to you. Any purported assignment in breach of this clause is void.

17.4 No Third-Party Beneficiaries. These Terms are for the benefit of the parties only. Nothing in these Terms confers or is intended to confer any right or remedy on any third party, including shoppers who interact with the Service through your storefront.

17.5 Variation. Morvo may update these Terms from time to time. Where a change is material, Morvo will provide at least 30 days’ notice by email or by a prominent notice within the Service before the change takes effect. Your continued use of the Service after the effective date of any updated Terms constitutes acceptance of those Terms. If you do not accept the updated Terms, you must stop using the Service before the effective date.

17.6 Waiver. No failure or delay by either party in exercising any right or remedy under these Terms operates as a waiver of that right or remedy. A waiver of any breach does not constitute a waiver of any subsequent breach.

17.7 Severance. If any provision of these Terms is found to be invalid, unlawful, or unenforceable by a court of competent jurisdiction, that provision shall be deemed modified to the minimum extent necessary to make it valid and enforceable, or severed if modification is not possible, without affecting the validity and enforceability of the remaining provisions.

17.8 Relationship of the Parties. The parties are independent contractors. Nothing in these Terms creates a partnership, joint venture, agency, franchise, or employment relationship between the parties. Neither party has authority to bind the other.

17.9 Notices. Notices under these Terms must be in writing. Morvo will send notices to the email address associated with your account. You must send notices to Morvo at support@morvo.co.uk (or such other address as Morvo notifies from time to time). Notices sent by email are deemed received on the next business day after sending, provided no delivery failure notification is received.

17.10 Counterparts and Electronic Execution. These Terms may be accepted electronically and such acceptance shall be as binding as a handwritten signature.