User Terms of Use

Version 1.0 · 21 September 2026 · Spruce Energy Limited

The short version. You can use Spruce because a business (your employer, or the business running the job you have been invited into) has a contract with us and controls what you can see. These terms cover four things: keep your login safe; use the platform only for the jobs you have been given access to; keep what you see private; and what we are and are not responsible for. We can pause your access if these rules are broken. Section 7 explains what happens to your personal data. It takes about twenty minutes to read in full.

1. Who we are and what these terms are

Spruce Energy Limited (company no. 14742634, registered office 126 Mildmay Road, London N1 4NE, United Kingdom) (“Spruce”, “we”, “us”) provides a software platform for installation businesses and the manufacturers, merchants and other organisations that work with them, at app.spruce.eco. These User Terms of Use are a contract between you, as an individual, and Spruce about your own use of the platform.

You accept these terms by ticking the acceptance box or clicking “I accept” when you first sign in or first open an invitation link, and again whenever we present a new version to you under section 11. If you already have an account when these terms are introduced, we will ask you to accept them the next time you sign in. You cannot use the platform without accepting them. If your organisation signs you in through single sign-on, we present these terms at your first interactive sign-in and you accept them then. Access through an application programming interface or other automated connection is governed by the Subscriber’s agreement with Spruce, not by these terms.

Spruce keeps a record of each acceptance: the account used, the date and time and the version accepted. That record is evidence of your acceptance and, if you are not a consumer (as defined in section 10), is conclusive evidence of it unless there is an obvious error. You can ask us for a copy at legal@spruce.eco. The current version is always at spruce.eco/legal/user-terms, and previous versions are available from us on request.

If you only open a document that a business has sent you (for example a link to a proposal) and do not sign in, these terms do not apply to you, although our Privacy Policy still explains how we handle any information about you.

2. Why you have access

You have access to Spruce because a business holds a subscription with us under the Spruce Platform Terms and Conditions (spruce.eco/legal/terms, or the Ireland version at spruce.eco/legal/terms-ireland where that business has signed it). We call that business the Subscriber. You are one of two kinds of user:

  • an Authorised User: an employee, agent or independent contractor of the Subscriber who has been allocated a user place (a Seat) on its account; or

  • a Guest User: someone the Subscriber has invited to view or contribute to specific jobs: for example a homeowner viewing their own job, or a surveyor, electrician, subcontractor, installer, or a merchant’s, distributor’s or manufacturer’s representative working on it. In these terms we call the business that invited you the Inviting Business. It may be an installer, or a manufacturer, merchant or other business running the job in its Spruce account, and it may not be the business you contracted with.

In return for your agreement to these terms, Spruce grants you a personal, revocable, non-exclusive and non-transferable right to access and use the platform for the purposes the Subscriber or Inviting Business has authorised, for as long as the Subscriber’s subscription and your authorisation continue, and subject to sections 4 and 9. That right is granted to you personally; it is not a sub-licence of the Subscriber’s rights, it ends automatically as described in section 9, and it gives you no rights under, and does not change, the agreement between Spruce and the Subscriber. If that agreement and these terms conflict, that agreement prevails as between Spruce and the Subscriber, and these terms govern your own use of the platform. You do not breach section 4 by doing something that agreement expressly permits. If the Subscriber’s agreement with Spruce does not mention these terms, they still apply to you personally.

The Subscriber (or the person who invited you) decides what you can see and do and can change or remove your access at any time. As between you and Spruce, Spruce claims no ownership of the content you put into the platform in the course of a job, and you acquire no personal rights in the platform by entering it; how that content is owned and used as between you and the Subscriber or Inviting Business is a matter between you and them. If you are a homeowner, you keep all rights in material you upload; you allow the Inviting Business to use it for your job, and you allow Spruce to use it to provide the platform to the Inviting Business and, in anonymised or de-identified form, for the purposes described in section 7 and in our Privacy Policy.

You pay Spruce nothing for access, and these terms do not make you liable for the Subscriber’s fees or its commercial obligations to Spruce. You may stop using the platform, and ask us to close your account, at any time and at no cost by emailing legal@spruce.eco; we will act on that request with the Subscriber or Inviting Business.

3. Your account

You must be 18 or older to use the platform, and by accepting these terms you confirm that you are. The Subscriber or Inviting Business must not give access to anyone under 18. If we learn that a user is under 18 we will suspend that access, tell the Subscriber or Inviting Business, and delete the account data we hold about that person unless the law requires us to keep it or we need it to deal with a legal claim.

Give accurate information when your account is created and keep it up to date. Your account is personal: you must keep your login details to yourself, must not use anyone else’s, and should use a strong password and turn on multi-factor authentication where we offer it. Tell your organisation’s administrator and Spruce (security@spruce.eco) straight away if you think someone else has used your account or your password has been compromised. Until you have told us, we may treat actions taken through your account as yours, unless the unauthorised use was caused by Spruce’s breach of these terms or its negligence, or the actions were not in fact taken by you or by someone you allowed to use your account.

4. The rules

Use the platform lawfully and only for the purposes the Subscriber or Inviting Business has authorised. You must not:

  • (a) upload or share anything unlawful, infringing, defamatory, obscene or harmful, or anything containing a virus or other malicious code;

  • (b) try to access accounts, jobs, data or systems you are not authorised to access, or probe, scan or test the security of the platform other than by reporting a suspected vulnerability to security@spruce.eco;

  • (c) copy, scrape, download in bulk or extract the software, its calculation methods or substantial parts of the data in the platform (using the export features Spruce provides is not restricted); or, except where the law gives you a right to do so that cannot be excluded, take the software apart or try to work out how its calculations are made (reverse-engineer or decompile it);

  • (d) use the platform, its outputs or the data in it to train, develop or improve any machine-learning model or any design, calculation, pricing or job-management tool that is offered to others and competes with the platform (your own organisation’s internal analysis of its own outputs is not restricted);

  • (e) use automated tools, bots or scripts to access the platform other than through an interface Spruce provides for that purpose;

  • (f) knowingly enter personal data about anyone that you have been told, or ought reasonably to know, your organisation is not entitled to use;

  • (g) share information from the platform with anyone the Subscriber or Inviting Business has not authorised to receive it (this does not restrict anything section 5 permits you to keep, use or share); or

  • (h) access or use the platform on behalf of, or for the benefit of, a business that provides or is developing design, calculation, quoting or job-management software for installation businesses or comparable software, or evaluate the platform for competitive or benchmarking purposes. By accepting these terms you confirm that, to the best of your knowledge, this does not apply to you, and you will tell us at legal@spruce.eco if you become aware that it does, so far as you can do so without breaching a duty of confidence you owe to someone else.

If we have to suspend your access. We may suspend or remove your access if we reasonably believe you have broken these terms, if the Subscriber or Inviting Business asks us to, or where suspension is required by law or is necessary to deal with a security or legal risk to the platform, to Spruce or to other users. We will tell the Subscriber or Inviting Business when we do so, unless the law prevents us, and we will tell you the reason unless doing so would prejudice an investigation or the security, confidentiality or rights of anyone else. A suspension lasts no longer than we reasonably think necessary; where the reason for it is resolved and the Subscriber or Inviting Business still authorises your access, we will restore it. You may ask us to review a suspension by emailing legal@spruce.eco. The effect of a suspension on the Subscriber’s use of the platform is dealt with between Spruce and the Subscriber under their agreement.

5. Keeping what you see private

Information you see in the platform that belongs to a Subscriber, an Inviting Business, a homeowner or another organisation (for example property details, designs, pricing and contact details), and non-public information about the platform itself (including its calculation methods, templates, pricing logic and unreleased features), is confidential. Use it only for the job or purpose you were given access for, share it only with people the Subscriber or Inviting Business has authorised to receive it, and do not keep, copy or extract it for your own purposes other than in the ordinary course of that job. When your access ends you must delete or return any copies you hold, other than those this section permits you to keep. This does not stop you holding or using documents on behalf of, and as permitted by, the Subscriber or Inviting Business, or keeping a copy of a document issued to you in your own name where you need it for your own professional records.

If you are a homeowner, nothing in this section restricts what you do with information about your own home, your own personal data, or the surveys, designs, proposals and quotations prepared for you: you may keep them, use them, and share them to obtain other quotes or advice, to arrange or maintain your installation, to bring or defend a claim, or for any other purpose of your own. The one exception is that you must not give them to, or use them for the benefit of, a business that provides or is developing design, calculation, quoting or job-management software for installation businesses or comparable software, because they embody Spruce’s methods.

This section does not apply to information that is public other than through your breach, that you already lawfully knew, or that you developed independently. Nothing in it prevents you from making a disclosure required by law, a court or a regulator, from reporting a concern to a regulator or law enforcement, from making a protected disclosure, or from sharing information with your own professional advisers or insurers under a duty of confidence. It continues to apply for two years after your access ends and, for Spruce’s calculation methods, models and pricing logic and any other trade secret, for as long as they remain trade secrets. You acknowledge that damages alone might not be an adequate remedy for a breach of this section or of rules (c), (d) or (h) in section 4, and that Spruce may seek an injunction or other equitable relief. Spruce may enforce this section on behalf of a Subscriber, Inviting Business or homeowner whose information is affected, and may recover the loss they suffer as a result of your breach.

6. Who is responsible for the work

The Subscriber or Inviting Business prepares, checks and issues all surveys, designs, proposals, reports and other documents produced with the platform, and is responsible for them and for the work it does. Spruce provides software to the Subscriber; it does not check documents for you, does not provide engineering, legal or financial advice, and is not a party to any contract between you and the Subscriber or Inviting Business. If you use the platform for work, you must not rely on it or on anything it produces as a substitute for your own professional judgement or for checks you are required to carry out.

If you are an Authorised User, your organisation is responsible to Spruce for how the platform is used under its subscription, and these terms do not make you liable for its fees or its commercial obligations. If you are a homeowner, nothing in these terms affects your rights under consumer law against the business you contracted with.

Whether you are an Authorised User or a Guest User, you remain personally responsible to Spruce for your own compliance with sections 3, 4 and 5, and Spruce may seek damages or an injunction against you for a breach of them. Unless you act deliberately or dishonestly, or deliberately infringe or misuse Spruce’s intellectual property, your total liability to Spruce under these terms is limited to £10,000.

7. Your personal data

Spruce decides how the account, login, security, support, service-communication and usage data it holds about you as a user is used, and is legally responsible for it (in data protection law, Spruce is the “controller” of that data; for Authorised Users this also includes billing contact data). Our Privacy Policy (spruce.eco/legal/privacy-policy) explains what we collect, why, how long we keep it and your rights, including how to complain to us, to the Information Commissioner’s Office (the UK regulator) or, if you are in Ireland, to the Data Protection Commission. If you are in Ireland or elsewhere in the EU you may also contact our EU representative, Euverify Ltd, Cork (gdpr@euverify.com). Accepting these terms is not consent to any processing of your personal data; the legal grounds we rely on are set out in the Privacy Policy.

The platform records how it is used (performance, reliability and feature usage) through first-party analytics that store nothing on your device, so that we can run, support and improve it. It is never used for advertising. You can object at any time by emailing dataprotection@spruce.eco and we will stop using data associated with your account for analytics; this does not affect the security, audit and system logs we keep to run the platform safely or records the law requires us to keep.

The job data in the platform (including, if you are a homeowner, the information about you and your property) is controlled by the business or businesses running your job. That may be the Subscriber whose account the job is in, the Inviting Business, another business they work with, or two of them together as joint controllers; the business you dealt with can tell you which. Spruce handles the data only on the instructions of the Subscriber whose account the job is in, under a written data processing agreement. Questions or requests about that data should go to the business you dealt with. If you contact us instead, we will acknowledge your request and refer it to the Subscriber whose account the job is in within 3 working days (Monday to Friday, excluding English public holidays); we cannot answer requests about that data ourselves. In two limited cases described at the end of section 2.3 of our Privacy Policy (with the legal grounds in section 3.5), Spruce holds some job information as its own controller: where a legal claim about a design has been made or is reasonably anticipated, and in the de-identified job archive we may keep for up to six years. Your rights then apply to us directly.

Separately, on the Subscriber’s instructions, Spruce creates anonymised property data from the technical details of jobs, with names, contact details, full addresses, property reference numbers and EPC or BER certificate numbers removed and location reduced to a broad area, as described in section 3.3 of our Privacy Policy, and uses it to develop and improve its calculation methods, features and models. That data cannot reasonably be used to identify anyone and is not personal data.

8. Who owns what

The platform, its software, calculation methods, templates and branding belong to Spruce and its licensors. These terms give you no rights in them beyond the right to use the platform described in section 2, and no rights survive the end of your access. Any document an Inviting Business prepares for you as a homeowner is issued by the Inviting Business; who owns or may use it is a matter between you and the Inviting Business, and Spruce claims no ownership of the document itself, although the software, templates and calculation methods used to produce it remain Spruce’s. Section 5 confirms that you may keep and share those documents.

If you give us feedback or suggestions about the platform, you grant Spruce a perpetual, irrevocable, worldwide, royalty-free licence to use them for any purpose without restriction or payment, so far as you are entitled to grant it. You waive any moral rights in them so far as the law allows. We will not publicly identify you as the source without your consent, and nothing in this section gives us any rights in your organisation’s confidential information.

9. When your access ends

Your access belongs to your role or your invitation, not to you. Your right to use the platform under section 2 ends automatically, without notice and without any liability on Spruce’s part, when your role, Seat or invitation ends, when your involvement in a job ends, when the Subscriber’s subscription is suspended or terminated for any reason, or when Spruce suspends or removes your access under section 4. You must then stop using the platform under that account. Data you created in the platform remains with the Subscriber. If you later join another organisation that uses Spruce, or are invited into another job, these terms apply to that access too. Sections 1, 5, 6, 8, 10 and 12, and section 4 in respect of information or material you still hold, continue to apply after your access ends.

10. What we are responsible for, and what we are not

Our promises about the platform (that it works, is supported and is secure) are made to the Subscriber in its contract with us, not to you personally. Subject to the paragraphs below, and except where the law imposes a duty on us that cannot be excluded, Spruce does not assume any responsibility to you, or owe you any duty of care, for the platform, its availability, its outputs or any decision you or anyone else takes using it. The Subscriber or Inviting Business writes, checks and issues the surveys, designs and proposals; we are not responsible to you for those documents or for the work, services or installations they cover.

If you are not a consumer (a consumer is an individual acting wholly or mainly outside their trade, business, craft or profession):

  • Spruce is responsible to you only for loss caused by Spruce’s breach of these terms;

  • Spruce is not responsible for loss of profit, business, contracts or data;

  • Spruce’s total liability to you under or in connection with these terms is limited to £10,000, and Spruce’s total liability to all users who have access through the same Subscriber’s account, for all claims arising from events in any 12-month period, is limited to £10,000 in aggregate. Neither limit applies to Spruce’s liability to you under Article 82 of the UK GDPR or EU GDPR; and

  • any claim about the availability or performance of the platform, or the content of any document produced with it, is a matter between Spruce and the Subscriber, and you agree not to bring such a claim against Spruce; this does not affect any claim under Article 82 of the UK GDPR or EU GDPR, or anything in the paragraph headed “For everyone” below.

If you are a consumer: Spruce is responsible to you for loss you suffer that is a foreseeable result of Spruce breaking these terms or failing to use reasonable care and skill; we are not responsible for loss that was not foreseeable, or for business losses. Nothing in these terms affects your statutory rights. If you are a consumer in Ireland or another EU country, you may also have rights under consumer law for digital services, including a right to withdraw from these terms within 14 days of accepting them without giving a reason (you can simply stop using the platform and tell us at legal@spruce.eco); nothing in these terms limits those rights.

For everyone: nothing in these terms excludes or limits Spruce’s liability for death or personal injury caused by its negligence, for fraud or fraudulent misrepresentation, or for anything that cannot be excluded or limited by law.

11. If we change these terms

Spruce may change these terms only for one or more of these reasons: a change in law or regulation or in a regulator’s guidance; a security or fraud-prevention need; a change to the platform’s features or to the way it is provided; or the correction of an error or ambiguity. The current version is always at spruce.eco/legal/user-terms, and previous versions are available from us on request. Minor changes (clarifications, contact details) may be made by updating the page and the version date.

If a change is material we will give at least 30 days’ notice, by email or by a notice in the platform, and ask you to accept the new version when you next sign in; the version you accepted continues to apply until you accept the new one, and you cannot continue to use the platform without accepting it. Except where a change is required by law or regulation, or is needed to protect the security of the platform or the rights of others, a change will not impose materially greater obligations on you than the version you accepted. If you are a homeowner and do not wish to accept a change, you can ask the Inviting Business for a copy of your documents by another means.

12. Which law applies, and where

These terms are between you and Spruce. No one other than you and Spruce may enforce them, under the Contracts (Rights of Third Parties) Act 1999 or otherwise. If a court decides that part of these terms cannot be enforced, the rest still applies. Spruce may transfer these terms, and its rights and obligations under them, to a company that acquires its business or assets; this does not affect your rights.

These terms are governed by the law of England and Wales. If you are not a consumer, the courts of England and Wales have exclusive jurisdiction over any dispute about them. If you are a consumer, that choice of law does not deprive you of the protection of the consumer law of the country, or part of the United Kingdom, where you live that cannot be signed away, and the exclusive jurisdiction of the courts of England and Wales does not apply to you. You may bring a claim against Spruce either in the courts of England and Wales or in the courts of the country or part of the United Kingdom where you live (including Scotland, Northern Ireland, Ireland or another EU Member State), and Spruce will bring a claim against you only in the courts of the country or part of the United Kingdom where you live.

Questions about your personal data: dataprotection@spruce.eco. Anything else: legal@spruce.eco.