Data Ownership and Exit

What this covers: exactly what "you own your data" means at Venakis, how to get all of it out, when it is deleted, what happens if we stop trading, and what you can and cannot buy out. Takes effect on 30 September 2026. Version 1.0.

In this document, "we", "us" and "our" mean Felix Venus, trading as Venakis.

This document forms part of the Terms of Service. It is deliberately specific, because "you own your data" is a claim that means nothing until somebody writes down the formats, the timings and the price.

1. The short version

• Your data is yours. Your client list is yours, including the legal rights in the compiled list itself.
• You can export everything, as CSV and JSON, yourself, at any time, as often as you like, for free.
• The export is machine readable, so another system can load it. It is not a read only report.
• The schema is published and versioned, so you or your next supplier know what every field means.
• Export keeps working for 60 days after the contract ends, even if you have stopped paying.
• Then your data is deleted, from production within 30 days and from backups within 3 days of that.
• If Felix Venus dies or becomes incapacitated, or Venakis stops trading, a licence already granted to every active customer takes effect, so you may run the software yourself. Section 7 explains how it works and, plainly, where it is weak.
• You cannot buy out the shared managed platform, and section 8 explains honestly why that would not be a real thing to sell you. You can buy out a bespoke build, and section 9 publishes the formula.

2. Who owns what

You own your Customer Content (branding, service descriptions, prices, templates, notes) and your Customer Data (your clients' records, appointments, transactions and usage history).

Your client list is yours in a second, more technical sense too. UK law recognises a "database right" in a compiled collection of records where someone has invested in gathering, checking or presenting it. You built your client list and you carry the commercial risk in it, so you are its maker and owner. Because our platform stores and presents it, we could in theory argue for a share of that right. We are not going to, and the Terms of Service say so expressly: we assign to you any database right we might acquire in your client records. It costs us nothing and it removes the single largest lock in fear a customer has.

We own the Venakis software, platform and documentation. A subscription is a right to use a service, not ownership of software.

3. The export, in detail

What is included. Everything you put in and everything the Service records for you:

• clients and contacts, with all fields and stable identifiers;
• appointments and booking history, including cancellations, no shows and status changes;
• staff and user records, roles and permissions;
• services, durations, prices and availability rules;
• your class timetable, opening hours and availability settings;
• payment and transaction records, including Stripe references, amounts, dates and status;
• messages sent from your account (confirmations, reminders, marketing) with timestamps and delivery status;
• notes and free text fields;
• your settings, templates, branding and configuration, including every earlier version;
• your account's activity log.

Formats. CSV for every table, and a single JSON file containing the full relational structure, downloaded together as one ZIP or a table at a time. Venakis does not store uploaded files today; if that changes, they will be added to the ZIP. Passwords and sign-in tokens are never exported. Nothing is truncated, summarised or capped at a row count, and if a technical limit ever applies to a particular export we will say so on the export screen rather than let you discover it later.

A PDF is not an export, and we will not offer one as if it were. A PDF of your client list cannot be loaded into another system. Guidance from the Information Commissioner, and from the European guidance the ICO still points to, is explicit that a format which stops data being extracted automatically is not machine readable. An export you cannot re-import is a printout with extra steps.

Schema. The field names, types, relationships and identifiers are published and versioned at https://venakis.com/data/schema. Identifiers are stable, so relationships between clients, appointments and payments survive the export and can be rebuilt.

Re-import. Being able to load an export back into the same system is the test that separates a real export from a gesture, and it is one you should ask any supplier to demonstrate. Venakis cannot pass it yet: there is no importer that loads an export back into a Venakis account. When there is, it will accept this format, and this section will say so. Every export records its schema version, so exports you take now will still be readable.

API. The export is also available as documented web endpoints on every plan, including a “since” option that returns only what has changed, so you can take incremental changes rather than repeating a full export. Documentation at https://venakis.com/data/schema#api. Today the endpoints use your signed-in session, so they suit a script you run yourself. Access keys for unattended, scheduled pulls are planned, and this section will say when they exist.

Cost. Nothing. No per export charge, no charge for the API, no charge for help with your first one. Exports are self service and available on every plan, including during a trial.

How long it takes. Exports run immediately and are ready within minutes for a typical account. For a very large account it runs in the background and you get an email when it is ready. The download link stays valid for 7 days, and you can re-run the export as many times as you want.

Our recommendation. Take an export monthly and keep it somewhere you control. Not because we expect to lose your data, but because a copy in your hands is the only protection that does not depend on us.

4. What happens to your data when the contract ends

Note how the backup deadline is written. It runs from the moment production deletion completes, not from the day you cancelled. That is the honest construction, because backups rotate on their own cycle and a promise measured from the cancellation date would be a promise we could not keep.

You can choose differently. As the controller of your clients' data you have the legal right to have it returned or deleted at your choice at the end of the service. If you want it deleted immediately rather than after 60 days, ask and we will do it, and confirm in writing. If you want it held longer than 60 days while a migration finishes, ask: we will usually agree for up to a further 60 days, and we will tell you if we want to charge for it before we do.

What we keep, and why. Invoices and financial records, for 6 years after the end of the relevant tax year, because HMRC requires it. That is invoices and accounting records only: your clients' appointment history is not a tax record and is not kept on that basis.

If the contract ended because you did not pay, the export window still applies. We are not going to hold a salon's client list hostage over an unpaid invoice. Outstanding fees remain payable and we will pursue them as a debt, which is the proper way to deal with it.

5. Help migrating to another supplier

If you are leaving, the export in section 3 is designed so that you do not need us. If you do want help:

• Free, always: the export itself, the published schema, the API documentation, and answering your new supplier's factual questions about the data format, up to 2 hours of our time.
• Chargeable: hands on migration work, custom format conversion, data mapping into a specific competitor's system, or extended support to a replacement supplier. Charged per day or part day, at a day rate we quote in writing on request, against a written estimate given before the work starts. We will not invoice more than the estimate unless you ask for extra work in writing.
• If you are leaving because we breached the contract, or because of repeated availability failures under the Service Level Agreement, migration help is free.

We will cooperate professionally with whoever replaces us. We will not slow a migration down, withhold information, or make you ask twice.

6. If we sell the business

We may transfer the Venakis business, and this contract with it. If that happens we will tell you in writing at least 30 days before it takes effect, and you may end the contract at any point in the following 30 days with a refund of fees prepaid for time you will not get. Your data goes with the business or comes back to you, at your choice.

7. If Felix Venus dies or becomes incapacitated, or Venakis stops trading

This is the question a careful buyer asks about a one person supplier, usually without saying it out loud. Here is the written answer.

The trigger events. Any of the following:

1. the death of Felix Venus;
2. incapacity that stops Felix Venus working for more than 30 consecutive days;
3. the insolvency or bankruptcy of Felix Venus;
4. Felix Venus ceasing to trade as Venakis, or abandoning the product.

What happens on a trigger.

• A standing licence springs into effect. Every customer with an active subscription at the time gets a perpetual, non exclusive, non transferable, royalty free licence to use, host, modify and maintain the Venakis source code for the purpose of running their own booking system. This licence is granted now, in advance, and takes effect automatically on a trigger event. It is not something anyone has to negotiate at the worst possible moment.
• What you should do first, before any of this matters: hold your own recent export. It is free and takes a minute.

Where this is weak, stated plainly. There is no release pack held by a third party, no named successor developer, and no escrow agent. The source code is held privately, and nobody is appointed to hand it, or your data, to you on a trigger, so a licence on its own may not put a working system in your hands. What you can count on is your own recent export, which is why we ask you to keep one. If you need more than that, section 10 sets out optional third party escrow, which does put a copy of the code with an independent agent.

What this does not give you. No trademarks, no brand, no domain. No hosting: you would stand it up yourself. No third party components beyond what their own licences allow, and API keys and payment processor relationships would have to be re-procured in your name. And read section 8, because releasing the code for a shared platform is not the same as handing you a working system.

8. Buying out the managed platform: why we do not offer this

Earlier versions of venakis.com referred to a published buyout formula. There was no formula, which is why this document exists. Here is the honest position.

The managed platform is shared infrastructure. One codebase and one database serve every customer, with logic that keeps each customer's data separated from the others. That design is why it costs £149 to £349 a month instead of thousands.

It follows that there is no meaningful thing to sell you. Handing one customer the platform would mean either handing over a system containing other customers' data, which we will not do and could not lawfully do, or first building a single tenant version of it. That second option is a software development project, not a file transfer. Anyone who tells you otherwise has not tried it. An unpriced promise to extract a single tenant deployment is how a published buyout formula turns into a liability, and we would rather not publish one than publish one we could not honour.

So for the managed platform, what you get instead is the three things that are actually worth having:

1. The export in section 3, which you can test today, without anybody dying, and which is the only remedy that does not depend on us at all.
2. The continuity licence in section 7, which covers the case where we stop being able to act, and says plainly where it is weak.
3. Optional third party escrow in section 10, if your insurer, procurement process or professional body needs an independent agent in the picture.

If you want a system you own outright, buy a bespoke build. Section 9 tells you what buying it out of our hands later would cost.

9. The published buyout formula, for bespoke builds

This applies to bespoke builds commissioned from Venakis: software built for one customer, running as that customer's own deployment. Here a buyout is a real thing, so here is a real formula.

9.1 The formula

Buyout price = M × A + E

A, the annual value, is the greater of:

• (a) the total fees, excluding VAT, you paid Venakis for that build in the 12 months before you exercise the buyout (hosting, support, maintenance and retainer); and
• (b) 22% of the original build price.

Limb (b) is there so the formula still works if you are paying little or no ongoing fee. 22% is the established convention for annual maintenance as a proportion of a software licence fee: it is exactly Oracle's published ratio, exactly SAP's published Enterprise Support rate, and the figure a third party maintenance provider states in its own filings as the market average.

M, the multiple, declines with time:

Why these multiples. The only properly sourced figure for converting a subscription into a perpetual right is Forrester's own worked model, which produces a perpetual licence worth 2.3 to 2.7 times the annual subscription depending on whether a risk premium is applied. 2.7 is the top of that range and it applies only in the first two years, when our expected future revenue from you is largest. The decline mirrors the standard structure in commercial source code buyout clauses, where the price steps down each year, for exactly that reason: the longer you have been paying, the less future revenue you are taking away.

What the multiples are deliberately not based on. They are not a multiple of annual recurring revenue, and they are not a software business valuation multiple. Those numbers price a whole business: every customer, the brand, the pipeline, and the right to resell. You buying out your own build extinguishes one contract and leaves us the rest of the business. Applying a business valuation multiple to one customer's fee produces a number that looks plausible and means nothing. The index most often quoted for those multiples explicitly excludes companies with significant perpetual and maintenance revenue from its own methodology, so using it here would be wrong on its author's own terms.

E, the extraction and handover fee, covers separating the build from our infrastructure, packaging it, documenting it and handing it over. Charged per day or part day, at a day rate we quote in writing on request, against a written estimate provided before you commit, and capped at that estimate. If you ask for the work in less than 30 days' notice, the rate may be up to 1.2 times our normal day rate, because it displaces other commitments.

9.2 A worked example

A bespoke build with an original build price of £12,000 and a support and hosting retainer of £200 a month, bought out 18 months after go live.

• A = greater of £2,400 (12 months of retainer) and £2,640 (22% of £12,000) = £2,640
• M = 2.7 (year 2)
• M × A = £7,128
• E = estimated at 3 days, quoted in writing before you commit, capped at the quote
• Total = £7,128 plus the quoted extraction fee.

9.3 What the buyout gives you

• A perpetual, non exclusive, non transferable licence to the source code of your build: run it, change it, maintain it, host it, for your own business, with no time limit.
• The source code, build instructions, deployment runbook, infrastructure as code, database schema and dependency list.
• A complete data export in the formats in section 3.
• Reasonable handover time included in the extraction fee estimate.

9.4 What the buyout does not give you, stated before you ask

• Not ownership of the intellectual property. It is a licence, not an assignment. We keep the copyright and the right to reuse our own components in other work.
• No right to resell, sublicense, white label, or let other businesses use it. It is for your business only.
• No trademarks, brand or domain. You would rebrand.
• No third party components beyond what their own licences allow. The dependency list is published with each licence. Commercial components, API keys, and payment processor relationships are yours to re-procure in your own name. Dependency handling is one of the most common ways a code handover fails, so treat this line as a real task and not a formality.
• No hosting. You get infrastructure as code and a runbook. Standing it up is your project.
• No ongoing support, updates, maintenance or new features. They end on the day you exercise. Further work from us afterwards is available at our day rate, quoted in writing job by job.
• Nothing about the shared managed platform. If your bespoke build depends on the managed platform, the buyout covers the bespoke part only, and the quotation will say exactly where that line falls.

9.5 How to exercise it

Email help@venakis.com asking for a buyout quotation. We will confirm A, M and the extraction estimate in writing within 10 working days. The price is payable in full before handover. Nothing here obliges you to buy out anything, and we would usually rather keep supporting you.

10. Optional third party escrow

If your insurer, professional body or procurement process requires an independent escrow agent, we will put one in place as a paid add on, recharged at cost. Current cost of a credible modern provider is around £895 a year for a single arrangement, and we will show you the invoice rather than mark it up.

Two honest caveats.

It is a code deposit, not a running system. Escrow does not include live data, hosting, domains, or our payment processor relationships. If it were ever released, someone would still have to build and run it.

We will not promise verification we have not bought. The step that makes escrow genuinely meaningful is independent build verification, where the agent proves the deposit actually compiles into working software. A traditional UK provider charges upward of £15,000 for that, which is more than you will pay us in three years, so nobody at this price point has bought it. If you ask us whether the deposit builds, the honest answer is: nobody independent has tested that. We would rather tell you that than let you buy comfort you do not have.

11. What we commit to keeping true

We will keep the schema documentation current with every release that changes it. We will keep the export tested as part of the release process, and the re-import path too once it exists. We will publish any limit on an export on the export screen itself. And we will not quietly degrade any of this: if a commitment in this document changes for the worse, we will tell every customer 30 days before it takes effect, and you may leave without penalty.