Terms of Service

These Terms of Service (the Terms) are the agreement between you and the company that provides Tideward. They explain how accounts and tenants work, what plans cost and how they are billed, what each of us is responsible for, and what happens if something goes wrong. If you use Tideward as a seafarer for yourself, section 11 sets out the rights you have as a consumer, which nothing in these Terms takes away.

1. About these Terms

1.1 In brief

• Tideward is software that connects seafarers, manning agencies, maritime operators, port agents, fleet owners and vessels around one shared crew record. We are a mediator: we never employ seafarers and we never make hiring decisions.
• Every seafarer, every company and every vessel on Tideward is a tenant. A company can enter a seafarer or a company that is not on Tideward yet, and look after that record until the person or company claims it.
• Plans are sold per tenant type. Free plans need no card. Paid plans are billed monthly in euro through Stripe and renew until you cancel.
• Each company plan includes a number of seats, shown with the plan. Seats used beyond them are added automatically as add-ons at the extra-seat price shown with the plan, which you agree to when you register your company.
• You can cancel at any time. Your plan runs until the end of the month you have paid for, and we do not refund part-months. A seafarer who buys a paid plan can withdraw within 14 days.
• We do not promise a particular level of availability on plans bought online. Our liability is capped at the fees you paid us in the 12 months before the claim, except where the law does not allow a cap.
• Cyprus law applies. Consumers keep the protection of the mandatory law and the courts of the country where they live.

This summary is for convenience only. The rest of these Terms govern.

1.2 Who we are

Tideward is a product of Rogue Star Marine Software Ltd, trading as RSM Software (RSM Software, we, us and our), a company incorporated in the Republic of Cyprus on 7 August 2026 under registration number HE496769, with its registered office at Pavlou Aggelinide 21, 3110 Limassol, Cyprus. You can reach us at legal@rsm-software.com. Our full company information is on the Legal page.

1.3 Who the agreement is with

• If you register as a seafarer for yourself, the agreement is between you and us.
• If you register or buy for a company, the agreement is between that company and us. The person who accepts these Terms for the company confirms that they are authorised to bind it.
• If a company invites you to use its account as one of its staff, or as crew on one of its vessels, your access is provided under that company's agreement with us. You must still follow the rules on use in these Terms and in the Acceptable Use Policy, and the company is responsible for how you use Tideward on its behalf.

In these Terms, you and the Customer mean the person or company that has the agreement with us. A User is any individual who has a Tideward login.

1.4 Consumers and business customers

A Consumer is an individual who uses Tideward for purposes outside their trade, business, craft or profession. In practice this is a seafarer using their own seafarer account to keep their documents, manage their career and look for work. A Business Customer is every other Customer, including every company and anyone acting for a company. Where a section applies only to Consumers or only to Business Customers, it says so.

1.5 What these Terms cover

These Terms cover the Tideward platform: its portals, the vessel desk, its application programming interface and integration hub, the in-product help and support, and any other service we provide under them (together, the Service). They also apply, as far as relevant, to your use of our public website at tideward.net.

1.6 Documents that form part of these Terms

The following documents form part of these Terms and are binding in the same way:

• the Legal & mediator notice, published as the Mediator & employment notice;
• the Refund and cancellation policy;
• the Acceptable Use Policy;
• for Business Customers, the Data Processing Addendum and the Sub-processors list it refers to; and
• any Order Form you have signed with us.

Our Privacy Policy, Cookie Policy and Sourced job adverts notice explain how we handle personal data, cookies and adverts from third-party sources. They are information we give you rather than terms you agree to.

1.7 How you accept these Terms

You accept these Terms when you tick the box that refers to them when you sign up, join a company's account, or buy or upgrade a plan, whether at checkout or on the Account page of your Portal. We record the version you accepted and when. The current version is always available at Terms of Service, where you can save or print it. If you need a version you accepted earlier, ask us at legal@rsm-software.com.

When you register or claim a Company Tenant, the box you tick also records your consent to how additional Seats are handled under section 7.5: Seats your Company Tenant uses beyond its Plan's allowance are added to its Subscription automatically as Seat add-ons, at the extra-seat price shown with the Plan, and charged with the Subscription, without our asking you again each time. The box you tick to buy or upgrade a company Plan says the same. We record your consent with the version of these Terms you accepted.

2. Definitions

Words defined in section 1 have the meanings given there. In these Terms:

• Tenant means an account space on Tideward that holds data and to which Users belong. Every seafarer, every company and every vessel on Tideward is a Tenant.
• Tenant Type means the kind of Tenant: seafarer, manning agency, maritime operator, port agent, fleet owner or vessel, and any other type we add.
• Seafarer Tenant, Company Tenant and Vessel Tenant mean a Tenant of a seafarer, of a company (a manning agency, maritime operator, port agent or fleet owner) and of a vessel.
• Portal means the part of the Service built for a Tenant Type, such as the seafarer portal, the agency portal or the vessel desk.
• Administrator means a User who holds the administrator role in a Company Tenant and can manage its Users, its plan and its billing.
• Unclaimed Tenant means a Seafarer Tenant or Company Tenant that a company entered on Tideward and that the person or company it represents has not yet claimed.
• Steward means the company that entered an Unclaimed Tenant and looks after it until it is claimed.
• Claim means the process by which a person or company takes control of the Tenant that represents them.
• Pool means a Tenant's register of the other Tenants it works with, such as a manning agency's seafarers, vessels and companies. Being in a Pool is a membership: the member's record is not copied into the Pool holder's Tenant.
• Shared Record means a record that concerns more than one Tenant and that each of them can read, such as a crewing contract or a sea-service record shared between a seafarer and the company they served with.
• Plan means a subscription option for a Tenant Type, with the modules and, for company Plans, the included seats described for it.
• Subscription means a Tenant's subscription to a Plan.
• Billing period means one month of a Subscription.
• Paid-through date means the date and time up to which a Subscription has been paid. It is shown on the Account page of your Portal.
• Billing portal means the page hosted by our payment provider, Stripe, where you manage your payment card, see your invoices and cancel your Subscription.
• Seat means one user, one seafarer or one vessel counted against the allowance of a company Plan.
• Seat add-on means a monthly charge for each Seat a Company Tenant uses above its Plan's allowance.
• Customer Data means the data, documents and other content that you or your Users put into the Service, or that the Service holds for your Tenant, including personal data.
• Sourced Advert means a job advert that we show on Tideward and that comes from a third-party job board or other public source.
• Profile Share Link means a link that a seafarer creates to show chosen parts of their profile to anyone who has the link.
• Order Form means an order form, quotation or master services agreement for the Service signed by you and by us.

3. Accounts, tenants and tenant types

3.1 Tenants and users

Tideward is organised around Tenants. A seafarer's own account is a Seafarer Tenant. A company's account is a Company Tenant, and its staff are its Users. Vessels are Tenants too: companies hold a vessel in their Pools in a role, for example as its owner, its technical manager or its crew manager, and several companies can hold the same vessel at the same time. A Vessel Tenant is used through the Portals of the companies that hold it and by the crew they give access to; it is not sold as a separate Plan. One person can be a User of more than one Tenant, for example of their own Seafarer Tenant and of the company they work for.

3.2 Who can use Tideward

• You must be at least 16 years old to use Tideward. The Service does not accept a seafarer whose date of birth shows them to be younger than 16, which is the minimum age for work at sea under the Maritime Labour Convention, 2006.
• If you are under the age of majority where you live, you may buy a paid Plan only with the consent of a parent or guardian.
• A Company Tenant must represent a genuine business of the Tenant Type it registers as.
• You must not use Tideward if a law that applies to you or to us prohibits us from dealing with you, including sanctions law.

3.3 Registering a company

When you register a company, you must give its correct legal name, registration number and country. The first person to register a Company Tenant becomes its Administrator. We may check that a company is who it says it is, and we may refuse or suspend a Company Tenant that we cannot verify.

3.4 Joining a company's account

A company can invite people to join its Company Tenant, by invitation or with a join code. The company decides who joins, what role each User has and when access ends. If you leave a company, or the company removes you, you lose access to its Tenant, but your own Seafarer Tenant, if you have one, stays yours.

3.5 Keeping your account secure

• Keep your sign-in details secret and use the security features we offer, such as multi-factor authentication.
• You may sign in with a Google, Facebook or X (formerly Twitter) account where we offer it. That provider's own terms then apply to your use of it, and if it becomes unavailable you may need to contact us to recover access.
• Tell us at once at legal@rsm-software.com if you think someone has used your account without permission.
• You are responsible for what happens under your login. A Customer is responsible for what its Users do in its Tenant.

3.6 One record per person, company and vessel

Tideward holds each person, company and vessel once, so that the same seafarer does not exist as separate, conflicting records in different companies. Before you enter a seafarer, company or vessel, search for it: the Service suggests existing matches when you create a record. You must not create a second record for someone or something already on Tideward. A vessel is identified by its IMO number. We may review records that look like duplicates and ask you to correct them.

4. Unclaimed tenants, stewardship and claiming

4.1 Entering someone who is not on Tideward yet

A company can enter a seafarer or a company that does not have a Tideward account yet, for example a new crew member or a counterparty it works with. The Service creates an Unclaimed Tenant for that person or company, and the company that entered it becomes its Steward.

4.2 The Steward's responsibilities

A Steward looks after the Unclaimed Tenant until it is claimed. As Steward, you:

• decide what is entered about the person or company, and are the controller of that personal data under data protection law, as the Data Processing Addendum and the Privacy Policy explain;
• must have a lawful basis to enter the data and must tell the person what data you hold and why, as data protection law requires;
• must keep the record accurate and limited to what your work with the person or company needs, especially medical fitness records and bank details; and
• must not use the record to hold yourself out as the person or company, or to act for them without their authority.

4.3 Claiming a record

When a person or company signs up and their details match an Unclaimed Tenant by a strong identifier, the Service does not create a second record. For a seafarer, a strong identifier is the email address recorded on the Tenant, or the combination of name, date of birth and nationality. For a company, it is the registration number together with the country. The Service sends a one-time link to the email address recorded on the Tenant, and the person or company takes control of it once they have shown they control that address. If no email address is recorded, our team reviews the claim. A resemblance that is not a strong match never gives control of a record; our team reviews it and the person or company carries on signing up.

4.4 After a claim

• The person or company who claims the Tenant controls it from then on.
• The Steward can no longer change the claimed Tenant's own profile directly. Where the Service allows it, the Steward can propose changes, which the Tenant's owner decides on.
• The Steward keeps the records held in its own Tenant, and Shared Records stay readable by both sides.
• Whether a claimed seafarer stays in the Steward's Pool is the seafarer's decision, as section 5.2 explains.

4.5 Disputes about a record

If you believe a record that represents you was entered wrongly, or that someone else has claimed it, contact us at legal@rsm-software.com. We may hold a claim while we look into it, and may ask for evidence of identity or authority. We do not decide disputes about employment between seafarers and companies.

5. Pools, consent and sharing

5.1 Pools are relations, not copies

When a company adds a seafarer, a vessel or another company to its Pool, it records a relation with that Tenant; it does not take a copy of it. What a company can see about a member of its Pool depends on its Plan, on the relation and on the member's own settings.

5.2 Seafarers decide which pools they are in

A seafarer who controls their own Seafarer Tenant joins a company's Pool only with their consent, given in the Service. A seafarer can leave a company's Pool in the Service at any time, and a company can remove a seafarer from its Pool. Leaving a Pool does not delete the records a company holds about work already done, such as contracts and sea service.

5.3 Profile Share Links

A seafarer can create a Profile Share Link, choose which parts of their profile it shows, and revoke it at any time. Anyone who has the link can see what it shows while it is active, so share it only with people you want to see it.

5.4 Interest in a Sourced Advert

When a seafarer expresses interest in a Sourced Advert whose employer is not on Tideward, we email the recruiter named on that advert with the seafarer's Profile Share Link. We may group several expressions of interest into one email. A recruiter can unsubscribe from these emails, after which we send them no more, so an expression of interest may not reach the recruiter. We do not guarantee that a recruiter will reply. The Sourced job adverts notice explains how these emails work.

5.5 Shared Records

Some records belong to more than one Tenant by nature, such as a crewing contract or a sea-service record shared between a seafarer and the company they served with. Each side can read a Shared Record. Ending your Subscription or leaving a Pool does not remove the other side's copy of a Shared Record.

6. Tideward is a mediator, never an employer

6.1 What we are and what we are not

• RSM Software provides software and acts as a mediator between seafarers and the companies that work with them.
• We are not the employer of any seafarer and we are not a party to any seafarer employment agreement, crewing contract or offer made through Tideward.
• We do not decide who is recruited, assigned, promoted or employed. Those decisions belong to the manning agencies, maritime operators and owners that use Tideward.
• We do not pay wages or allotments. Payroll and allotment features are tools for the employer, which remains responsible for paying.
• We do not recruit or place seafarers ourselves. A company that uses Tideward to recruit or place seafarers is responsible for holding any licence, certification or approval that recruitment and placement requires under the Maritime Labour Convention, 2006 and national law.

6.2 No recruitment fees for seafarers

Under the Maritime Labour Convention, 2006 (Regulation 1.4), no fee or other charge for recruitment or placement may be borne, directly or indirectly, by a seafarer. Tideward never charges a seafarer for being recruited or placed. A paid Seafarer plan is an optional subscription to software features; it does not buy a job or a placement, and no company may make an offer, a place in its Pool or any other hiring step conditional on a seafarer holding a paid Plan. No company may ask a seafarer for a recruitment or placement fee through Tideward or because of it. If anyone asks you for one, tell us at legal@rsm-software.com.

6.3 The Legal & mediator notice

Every User accepts the Legal & mediator notice in the Service when they sign up, and is asked to accept it again every 24 months, or sooner if its text changes. The notice is published as the Mediator & employment notice and forms part of these Terms.

7. Plans, subscriptions and seats

7.1 Plans for each tenant type

Each Tenant Type has its own Plans, shown on our Pricing page with the modules each one includes. Some Tenant Types have a free Plan. Some prices depend on facts about the Tenant shown on the Pricing page, such as a seafarer's rank. The price you pay is the price shown to you at checkout. Some Portals, such as the vessel desk, are not sold separately and are available through the Plans of the companies that use them.

7.2 Choosing a plan

After you register, you choose a Plan through our checkout before the modules of your Portal appear. This applies to free Plans too.

7.3 Free plans

When you choose a free Plan, no card or other payment details are collected and nothing is charged. A free Plan renews each month at no charge until you change it or your account ends. We may change what a free Plan includes, or stop offering one, by giving you at least 30 days' notice.

7.4 Paid plans

• Paid Plans are billed monthly in advance, in euro (EUR).
• A paid Subscription renews automatically at the start of each Billing period until you cancel it or change it.
• Your Subscription gives you the Plan's modules until the Paid-through date.
• A User of a Company Tenant who buys or changes its Plan does so on behalf of the Customer, and the Customer is bound by it.

7.5 Included seats and seat add-ons

Each company Plan includes an allowance of Seats of three kinds: users, seafarers and vessels. The allowance of each kind and the monthly price of each additional Seat are shown with the Plan on our Pricing page, at checkout and on the Account page of your Portal, and are part of the Plan's terms. A kind whose allowance is shown as unlimited has no additional Seats.

• When your Company Tenant uses more Seats of a kind than its Plan includes, a Seat add-on for the additional Seats is added to your Subscription automatically and at once, and your Administrators are notified. You consented to this when you registered or claimed your Company Tenant, or bought or upgraded its Plan (section 1.7), so we do not ask you again each time.
• The Plan's terms provide for a monthly charge for each additional Seat, at the extra-seat price shown with the Plan, payable with your Subscription.
• When your usage comes back within the allowance, the Seat add-on is reduced or removed from the end of the current Billing period. It is not refunded for the rest of that Billing period.

7.6 Changing plan

The table summarises how plan changes work. The Refund and cancellation policy gives the detail.

If your Subscription is not active when you choose a paid Plan, for example because your Paid-through date has passed, or if you are moving from a free Plan to a paid one, the choice is a new purchase through checkout: you pay the new Plan's monthly price, and a new Billing period starts when you pay. While a paid Subscription is active, you change Plan on the Account page of your Portal rather than by buying another Plan, so that an upgrade is charged only for the rest of the current Billing period and a downgrade waits for its end.

7.7 Plans we stop selling

If we stop selling a Plan, you keep it for as long as your Subscription to it continues. Retiring a Plan changes only whether we offer it to new customers. If you move to another Plan, you may not be able to move back to a retired one.

7.8 Price changes

A change to a Plan's price applies to purchases and plan changes made after it is published. It does not change the price of a Subscription that is already running. If we ever need to change the price of running Subscriptions, we will tell you at least 30 days before the first Billing period at the new price, and you may cancel before it applies.

7.9 Plans agreed in an Order Form

If you have signed an Order Form with us, its prices, allowances and billing terms apply instead of those on the Pricing page, and a Plan we grant to your Tenant under it follows what we agreed.

8. Payment, invoices and taxes

8.1 Payment through Stripe

You pay through a checkout page hosted by Stripe, our payment provider. Stripe collects and holds your payment card details; we do not receive or store your full card number. Stripe processes your payment under its own terms and privacy notice. You manage your payment card, see your invoices and cancel your Subscription in the Billing portal, which you open with Manage billing on the Account page of your Portal.

8.2 Invoices

An invoice is issued through Stripe for each payment, and you can see and download your invoices in the Billing portal.

8.3 Taxes and VAT

• VAT and other taxes are calculated and charged at checkout by our payment provider, Stripe, where we are registered to collect them, from the billing address you give at checkout and, if you buy as a business, the VAT identification number you give there. The same calculation applies to every renewal and to the charge for an upgrade.
• Prices of Seafarer plans are shown including VAT. The tax is part of the price shown, so the price shown is the price you pay.
• Prices of company Plans are shown excluding VAT. VAT and other taxes are added at checkout. If you are a business established in another EU member state and give a valid VAT identification number at checkout, the reverse-charge mechanism applies: no VAT is charged and you account for it yourself.
• The checkout shows the tax before you pay. An upgrade made on the Account page is charged at once, without a checkout, and its tax appears on its invoice. Each invoice shows the tax charged.
• If you are a Business Customer established outside the EU, you are responsible for any tax on the Service that the law of your country imposes on you.
• Business Customers must give accurate details of their legal name, billing address and VAT status at checkout. If an invoice shows tax wrongly, we may issue a corrected invoice.

8.4 Failed payments and access to the Paid-through date

If a renewal payment fails, Stripe tries it again over the following days and may ask you to update your card. While Stripe retries the payment, your Plan stays active and its modules stay open, and you can update your card in the Billing portal at any time. If the payment has still not succeeded when Stripe stops retrying, or a Subscription is cancelled at Stripe, the Subscription is cancelled or marked unpaid and the Plan's modules close at that point. You can still sign in and choose a Plan again on the Account page; a new Billing period starts when that payment succeeds. Your Tenant and your Customer Data are not deleted when this happens, and we do not charge for any time after a Subscription has ended for non-payment.

8.5 Questions about a charge

If you think a charge is wrong, contact us first at info@rsm-software.com; it is usually the quickest way to put it right. If we charged you in error, we refund it. You keep any rights your bank or card issuer gives you.

9. Suspension

9.1 When we may suspend

We may suspend a Tenant or a User, in whole or in part, if we reasonably believe that:

• the Tenant or User has seriously breached these Terms or the Acceptable Use Policy, for example by asking a seafarer for a recruitment fee or by misusing seafarer data;
• there is a risk to the security or integrity of the Service or to other Tenants' data;
• the account is being used for fraud or other unlawful purposes;
• a company is not the business it claims to be, or we cannot verify it; or
• the law, a court or a competent authority requires it.

9.2 What suspension means

While a Tenant is suspended, its Plan's modules are hidden, or the affected Users cannot sign in. Suspension does not delete Customer Data and does not by itself end the Subscription.

9.3 Notice and restoring access

We will tell you why we have suspended your account, unless the law prevents it or telling you would put security or an investigation at risk. We limit a suspension to what is needed and restore access as soon as the reason for it has been dealt with.

9.4 Fees during a suspension

If we suspend a Tenant because of its breach of these Terms or the Acceptable Use Policy, fees for the time of the suspension are not refunded. If we suspend a Tenant by mistake, we refund the fees for the days affected, as the Refund and cancellation policy explains.

10. Cancellation and refunds

10.1 Cancelling a Subscription

You can cancel a paid Subscription at any time in the Billing portal. Your Plan stays active until the Paid-through date, no further payments are taken, and after that date your Plan's modules close. If you want to stop paying but keep using Tideward, you can choose a free Plan instead, where your Tenant Type has one.

10.2 Refunds

We do not refund part of a Billing period, except in the cases set out in the Refund and cancellation policy, which include payments taken in error, a Consumer's withdrawal within 14 days (section 11.2) and cases where we end your Plan for a reason that is not your fault.

10.3 Deactivating your login

You can deactivate your own login on the Account page of your Portal. Deactivation marks your membership as disabled and signs out the browser you used; to have your login closed at our sign-in service as well, write to us at legal@rsm-software.com. It does not delete your records, as section 20.5 explains, and it does not cancel a paid Subscription: cancel the Subscription first.

11. Your rights as a consumer

11.1 Who this section is for

This section applies if you are a Consumer. It adds to the rest of these Terms, and where it gives you more protection, it prevails.

11.2 Your right to withdraw within 14 days

When you buy a paid Seafarer plan, you have the right to withdraw from the contract within 14 days of the day your purchase completes, without giving a reason. The right applies to each new purchase of a paid Plan; it does not start again when a Subscription renews.

• Your paid Plan starts as soon as your purchase completes. Before it does, whether at checkout or on the Account page of your Portal, we ask you to request expressly that the service starts at once, and to acknowledge that if you then withdraw you pay for the service you had before you told us.
• If you withdraw after making that request, we refund what you paid for the Plan, less an amount in proportion to the service you had before you told us of your decision. If your Plan started without that request being recorded, we refund everything you paid. We pay the refund within 14 days of receiving your notice, to the payment method you used.
• To withdraw, send us a clear statement of your decision, by email to info@rsm-software.com or by post to our registered office. You may use the model withdrawal form in the Refund and cancellation policy, but you do not have to.
• Cancelling in the Billing portal stops renewal but does not by itself tell us that you are withdrawing.

The Refund and cancellation policy explains how the refund is calculated and gives an example.

11.3 A service that matches what we promised

We must supply the Service as described in these Terms and on the Pricing page for your Plan, with reasonable skill and care. If the Service does not conform, the law of the country where you live gives you remedies, which may include having it brought into conformity, a price reduction or ending the contract with a refund. Nothing in these Terms limits those remedies.

11.4 Changes that affect you

If we change the Service in a way that has more than a minor negative effect on your use of a paid Plan, we will tell you clearly and in advance, and you may end your contract free of charge within 30 days of the change or of our telling you, whichever is later. If you do, we refund the fees you paid for the time after the contract ends. We will not charge you for a change we make to keep the Service in conformity.

11.5 Your home-country protection

These Terms are governed by Cyprus law, but that does not deprive you of the protection of the mandatory provisions of the law of the country where you live. You may bring a claim in the courts of Cyprus or in the courts of the country where you live, and we will bring a claim against you only in the courts of the country where you live, where the law gives you that protection.

11.6 Complaints

If you are unhappy with the Service, write to legal@rsm-software.com and tell us what happened and what you would like us to do. We will reply as soon as we can. If we cannot resolve a complaint, you may contact the consumer protection authority of the country where you live, and we will tell you whether an alternative dispute resolution body can deal with the dispute.

11.7 Parts of these Terms that do not apply to Consumers

The indemnity in section 23 and the confidentiality duties in section 16 do not apply to Consumers. The limits on our liability apply to Consumers only as section 22.4 describes.

12. Customer responsibilities and Customer Data

12.1 Your Customer Data

As between you and us, you keep all rights in your Customer Data. You give us the right to host, copy, process, transmit and display it only as far as needed to provide, support and secure the Service, to follow your instructions and to comply with the law, and to show it to other Tenants only where you or the Service's sharing features direct, such as Pools, Shared Records and Profile Share Links. We do not sell Customer Data, and we do not use one Tenant's Customer Data to train models or to improve the Service for other Tenants. Corrections you make to text the Service reads from your documents are stored for your Tenant only and are never shared with another Tenant.

12.2 Accuracy and lawfulness

You are responsible for the Customer Data you put into the Service: that it is accurate, that you have the right to use it, and that putting it into the Service and sharing it through the Service is lawful.

12.3 Personal data you enter about others

If you enter personal data about other people, such as crew members, next of kin, emergency contacts or a counterparty's staff, you must have a lawful basis to do so and must give them the information data protection law requires. Some data the Service can hold is sensitive: occupational medical fitness records are health data, and allotment records contain bank details. Enter only what your work genuinely needs, and give access to it only to Users who need it.

12.4 Your regulatory duties

The Service stores evidence and helps you keep track of your duties. It does not certify compliance with the Maritime Labour Convention, 2006, STCW, the ISM Code, the ISPS Code or any other regime, and it does not issue certificates, endorsements or documents of compliance. You remain responsible for your own duties as an employer, manning agency, operator, owner or port agent under those regimes, flag-state law and the law of the countries where you work. The Service does not screen people, companies or vessels against sanctions lists; any screening is your responsibility.

12.5 Your Users and integrations

• Administrators decide who has access to a Company Tenant and with what role, and must remove access when a User no longer needs it.
• If you create integration keys or webhooks in the Service, keep the keys secret, give them only to systems you control, and rotate or revoke a key if it may have been exposed. You are responsible for what is done with your keys and for the systems your webhooks send data to. We may revoke a key that we believe has been compromised.

12.6 Checking what the Service produces

Some things the Service produces are automated aids and can be wrong: text read from documents, expiry alerts and reminders, rest-hour calculations, suggested matches and reports. Check them before you rely on them for a decision about a person, a vessel or your compliance.

13. Acceptable use

You must use the Service lawfully and in line with our Acceptable Use Policy. Among other things, it requires you to:

• recruit lawfully, and never charge a seafarer a fee for recruitment or placement;
• never discriminate against a seafarer on grounds the law prohibits;
• use seafarer data only for the purpose it was shared for;
• not scrape the Service or export data from it in bulk, except through the exports and integration features the Service offers for your own Tenant;
• not test the security of the Service without our written permission; and
• not upload unlawful, infringing or harmful content.

We may remove content that breaks the Acceptable Use Policy, and suspend or end access as sections 9 and 20 describe.

14. Intellectual property and licence

14.1 Our rights

We and our licensors own the Service, its software, its design and documentation, and the Tideward name and logos. These Terms do not transfer any of those rights to you.

14.2 Your licence to use the Service

While your Subscription lasts, we give you a non-exclusive, non-transferable right, which you cannot sublicense, to use the Service: for a Business Customer, for the internal business of its Tenant through its Users; for a Consumer, for personal purposes, including managing their career.

14.3 Restrictions

You must not, and must not let anyone else:

• copy, modify or create works based on the Service, except as the Service itself allows;
• reverse engineer or decompile the Service, except to the extent the law allows despite this restriction;
• resell, rent or provide the Service to anyone outside your Tenant and its Users;
• get around a Plan's limits, such as its modules or Seat allowances; or
• use the Service to build a competing product.

14.4 Feedback

If you send us ideas or suggestions about the Service, we may use them without any obligation to you.

14.5 Open-source software

The Service includes open-source components, which are provided under their own licences.

14.6 Content from others

Sourced Adverts and other content that comes from third parties belongs to its owners. You may not copy it from the Service or from our website in bulk.

15. Third-party services

15.1 Stripe

Payments are processed by Stripe. Your use of Stripe's checkout and Billing portal is also subject to Stripe's own terms and privacy notice. We are not responsible for a failure or delay caused by Stripe, but we will help you resolve any problem with a payment for the Service.

15.2 Social sign-in

If you sign in with Google, Facebook or X (formerly Twitter), that provider shares basic profile information with us so we can sign you in, under its own terms and privacy policy. We are not responsible for the provider's service.

15.3 Job adverts from third-party sources

• Sourced Adverts come from third-party job boards and other sources. Each one names the job board it was published on, and we record against each board any credit line or link its terms require. We keep only as much of an advert's text as the board allows; the public jobs page shows neither the advert's text nor a link to the original advert, and a signed-in seafarer is given the link to the original only where we cannot pass their interest on. We remove Sourced Adverts when they expire.
• We do not check the employer or recruiter behind a Sourced Advert, and the advert's content is the advertiser's responsibility. Check an opportunity before you rely on it, and never pay anyone for a job.
• Each source has a takedown contact. Anyone who believes an advert should not be shown can ask us to remove it, as the Sourced job adverts notice explains.

15.4 Hosting, email and document reading

We run the Service on Amazon Web Services in its Europe (Ireland) region, where we store files and from where we send email. The Service reads text from the text layer of your documents itself. Where an external document-reading service is switched on, such as Amazon Textract or Azure Document Intelligence, documents are also sent to that service to read their text. The providers that process personal data for us are listed on our Sub-processors page.

15.5 Systems you connect

If you connect your own systems or another provider's service to Tideward, for example through integration keys or webhooks, that connection is your choice and your responsibility, and the other provider's terms apply to it.

16. Confidentiality

This section applies to Business Customers.

• Confidential Information means information one of us receives from the other in connection with the Service that is marked as confidential or that a reasonable person would understand to be confidential. Your Customer Data is your Confidential Information. The terms of an Order Form and non-public information about the Service's security are ours.
• Each of us will use the other's Confidential Information only to perform or benefit from these Terms, will protect it with at least reasonable care, and will share it only with employees, advisers and subcontractors who need it and are bound by duties of confidentiality at least as strict as these.
• These duties do not cover information that is or becomes public through no fault of the recipient, that the recipient already had or develops independently, or that it receives lawfully from someone else without a duty of confidence.
• Either of us may disclose Confidential Information where the law, a court or a competent authority requires it, after telling the other first where the law allows.
• These duties last while these Terms apply and for five years afterwards, and for trade secrets and personal data for as long as they remain so. The Data Processing Addendum also protects personal data in your Customer Data.

17. Data protection

17.1 Who is responsible for which data

Whether we or a company decide how personal data is used depends on the situation. Our Privacy Policy explains each case. In summary:

• for the records a Company Tenant keeps, such as its crew files, its Users' work in its Tenant and Unclaimed Tenants it entered, the company is the controller and we are its processor under the Data Processing Addendum, which forms part of these Terms for every Business Customer;
• for a seafarer's own Seafarer Tenant after they sign up or claim it, for account, sign-in and billing data, and for Sourced Adverts and the emails we send to recruiters named on them, we are the controller.

17.2 Where data is held and transferred

We host the Service in the European Union, in the Amazon Web Services Europe (Ireland) region. Stripe processes payment data, including transfers to the United States, and the social sign-in providers process sign-in data under their own arrangements. The Sub-processors page lists each provider, where it processes data and the safeguard used for any transfer outside the European Economic Area.

17.3 Security

We use technical and organisational measures appropriate to the risk, which the Data Processing Addendum describes. Each Tenant's data is kept apart from other Tenants' data in our database. You are responsible for the security of your own use of the Service, including the roles you give your Users, the use of multi-factor authentication, the devices your Users work from and any data you download from the Service.

17.4 Cookies

Our website and Portals use cookies and browser storage, and load analytics only after you consent. Our Cookie Policy explains which and why, and how to change your choice.

18. Availability and support

18.1 No availability commitment on self-serve plans

We work to keep the Service available and to fix faults promptly, but for Plans bought online we do not promise a particular level of availability, response time or resolution time, and no service credits apply. A service level applies only if an Order Form includes one.

18.2 Maintenance

We need to maintain, update and secure the Service, and it may be unavailable while we do. Where practical, we schedule planned maintenance at quieter times and tell you in advance in the Service. Urgent maintenance, for example to fix a security problem, may happen without notice.

18.3 Support

Every Portal has a Help module, with a guide to each screen, and a Support page where you can raise a ticket and follow the reply. You can also write to info@rsm-software.com. We answer as soon as we reasonably can.

19. Changes to the Service

19.1 Developing the Service

We keep developing Tideward, and we may add, change or remove features, Portals or modules, for example to improve the Service, to respond to how it is used, for security or to comply with the law.

19.2 Changes that reduce a paid Plan

If a change would materially reduce the core features of a paid Plan you hold, we will tell you at least 30 days in advance where we can, and you may cancel before the change applies. If you are a Consumer, section 11.4 also applies.

19.3 Features marked as preview or illustrative

Some screens may be marked as a preview, as coming soon or as showing illustrative figures. They are provided as they are, may change or be withdrawn, and must not be relied on.

20. Termination and its effect

20.1 Ending by you

You can cancel your Subscription at any time, as section 10 describes. To close a Company Tenant altogether, an Administrator can write to legal@rsm-software.com.

20.2 Ending by us

We may end your Subscription or your access to the Service:

• if you seriously breach these Terms or the Acceptable Use Policy, or, for a Business Customer, commit any other material breach that you have not remedied within 14 days after we asked you to;
• if the law, a court or a competent authority requires it; or
• if we stop providing the Service or a Portal, by giving you at least 90 days' notice.

If we end your Plan for a reason that is not your fault, we refund the fees you paid for the rest of the Billing period, as the Refund and cancellation policy explains.

20.3 What happens to your access

When a Subscription ends, the Plan's modules close after the Paid-through date. You can still sign in, and you can choose a Plan again, free or paid, on the Account page. Section 10.3 explains what deactivating a login does. When we end access under section 20.2, the Plan's modules close for the Tenant concerned.

20.4 Getting your data

Many modules let you download your records while your Plan is active, such as documents, exports of reports and rest-hour records, and the export of your own account data. There is no single export of everything in a Tenant, so download what you need before your Paid-through date. Your Customer Data is not deleted when your Subscription ends, and it becomes available again if you subscribe again. A Business Customer can also ask for its Customer Data to be returned, as the Data Processing Addendum explains.

20.5 Retention and deletion

• We do not delete Customer Data automatically when a Subscription ends or when a login is deactivated.
• Documents follow the retention period set for them. When a document's retention date has passed and no legal hold applies, its file is deleted.
• A Business Customer can ask for its Customer Data to be deleted under the Data Processing Addendum. A seafarer can ask for deletion of their data under our Privacy Policy.
• We carry out deletion requests subject to data that we, or another controller, must keep by law, such as records required by maritime labour, tax or payroll rules; Shared Records and records that another Tenant holds as its own; and our audit trail, which records who did what in the Service and cannot be altered.

20.6 What continues after termination

Sections that by their nature should continue after these Terms end continue, including those on fees owed, Customer Data, intellectual property, confidentiality, data protection, liability, indemnity and governing law.

21. Warranties and disclaimers

21.1 What we promise

We will provide the Service with reasonable skill and care, and in all material respects as described for your Plan.

21.2 What we do not promise

• We do not promise that the Service will be uninterrupted or free of errors.
• We do not promise any outcome from using Tideward, such as a job for a seafarer, crew for a vessel or compliance with any regime.
• We do not check the accuracy of content that comes from others, such as Sourced Adverts, records entered by other Tenants or documents uploaded by Users.
• The Service does not give legal, medical, regulatory, financial or employment advice.

21.3 Other warranties

For Business Customers, and to the extent the law allows, we give no warranties other than those in these Terms, and all other warranties and conditions, including those of satisfactory quality and fitness for a particular purpose, are excluded. For Consumers, nothing in this section affects your statutory rights.

22. Limitation of liability

22.1 What we never limit

Nothing in these Terms limits or excludes liability for death or personal injury caused by negligence, for fraud or fraudulent misrepresentation, for loss caused by gross negligence or wilful misconduct, or any other liability that the law does not allow to be limited or excluded.

22.2 Losses we are not liable for (Business Customers)

For Business Customers, we are not liable for loss of profit, revenue, business, contracts, goodwill or anticipated savings, or for any indirect or consequential loss, however it arises.

22.3 The cap

Subject to sections 22.1 and 22.4, our total liability to you arising out of or in connection with these Terms, the Service and the Data Processing Addendum, whether in contract, tort (including negligence) or otherwise, is limited to the fees you paid us for the Service in the 12 months before the date on which the claim arose.

22.4 Consumers

If you are a Consumer:

• we are responsible for loss you suffer that is a foreseeable result of our breach of these Terms or of our failure to use reasonable care and skill, but not for loss that was not foreseeable;
• the cap in section 22.3 does not limit your statutory remedies where the Service does not conform to the contract, including a refund or a price reduction; and
• the cap applies to you only as far as the law of the country where you live allows.

23. Indemnity

This section applies to Business Customers.

You will compensate us for any claims brought against us by third parties, and for fines, losses and reasonable legal costs arising from them, to the extent they result from:

• your Customer Data, including personal data you entered without a lawful basis or without giving the information the law requires;
• a breach of the Acceptable Use Policy by you or your Users, including charging a seafarer a recruitment or placement fee; or
• your recruitment, placement, employment or management decisions, and your relationships with seafarers, vessels and counterparties.

We will tell you promptly about any such claim, let you conduct its defence and settlement (provided no settlement admits fault on our behalf without our consent), and give you reasonable help at your cost.

24. Force majeure

Neither of us is liable for a failure or delay caused by an event beyond our reasonable control, such as a natural disaster, war, terrorism, civil unrest, a pandemic, an action by a government or a sanctions authority, a failure of the internet or of a hosting or payment provider that is not caused by the party claiming relief, or a cyber attack despite reasonable security measures. The party affected must tell the other and do what it reasonably can to limit the effect. If the event prevents the Service from being provided for more than 30 days in a row, either of us may end the affected Subscription with immediate effect by notice to the other. This section does not excuse a failure to pay fees already due.

25. Changes to these Terms

• We may change these Terms, for example to reflect changes in the Service, in our business or in the law.
• For a change that matters to you, we will give you at least 30 days' notice before it applies, by email to the address on your account (for a Company Tenant, to its Administrators) and in the Service. For a paid Subscription, the change applies from the start of your first Billing period that begins after the notice period.
• If you do not agree to the change, you may cancel before it applies. If you keep using the Service after it applies, the changed Terms apply to you.
• A change that the law requires, that is needed for security, or that does not reduce your rights, such as a new feature or a clarification, may apply sooner.
• Changes to the Legal & mediator notice are accepted in the Service, as section 6.3 describes. Changes to the Data Processing Addendum and to our Sub-processors follow the notice rules in that addendum.
• The version and date at the top show which version applies.

26. Assignment and subcontracting

• We may transfer our rights and obligations under these Terms to a company in our group, or to a buyer of Tideward or of our business, if the transfer does not reduce your rights under these Terms. We will tell you. If you are a Consumer and you are unhappy with a transfer, you may cancel.
• A Business Customer may not transfer its rights or obligations under these Terms without our written consent, which we will not refuse unreasonably for a transfer to a buyer of its business. A Seafarer Tenant cannot be transferred to another person.
• We may use subcontractors and sub-processors to provide the Service, and we remain responsible for their work under these Terms.

27. Governing law and courts

These Terms, and any dispute or claim arising out of or in connection with them or the Service, including non-contractual disputes or claims, are governed by the law of the Republic of Cyprus. For Business Customers, the courts of the Republic of Cyprus have exclusive jurisdiction. For Consumers, section 11.5 applies: you keep the protection of the mandatory law of the country where you live, and you may bring a claim in the courts of that country.

28. General

28.1 Severability

If a court or authority finds part of these Terms invalid or unenforceable, the rest of these Terms remains in force, and the affected part applies to the greatest extent the law allows.

28.2 Entire agreement and order of precedence

These Terms, with the documents listed in section 1.6, are the whole agreement between you and us about the Service, and replace any earlier proposals, statements or understandings about it. If they conflict, a signed Order Form or master services agreement prevails over these Terms and over the online policies; on personal data processing, the Data Processing Addendum prevails over the rest of these Terms. For Consumers, this section does not exclude liability for information we gave you before the contract that the law makes binding.

28.3 No waiver

If we do not enforce a right straight away, we can still enforce it later. A waiver of a breach is not a waiver of any later breach.

28.4 Third parties

No one other than you and us has a right to enforce these Terms.

28.5 Our relationship

We and a Business Customer are independent contractors. These Terms do not create a partnership, joint venture, employment or agency relationship between us.

28.6 Language

These Terms are written in English. If we provide a translation, the English version prevails, unless the law of the country where a Consumer lives requires otherwise.

29. Notices

• We send notices under these Terms by email to the address on your account, for a Company Tenant to its Administrators, or in the Service. An email notice counts as received when it is sent, unless we learn that it was not delivered.
• Send legal notices to us by email to legal@rsm-software.com or by post to Rogue Star Marine Software Ltd, Pavlou Aggelinide 21, 3110 Limassol, Cyprus.
• We also send service messages about your account, security, billing and changes to the Service. They are part of the Service and continue while you hold an account.

30. Contact us