TABBit APP TERMS AND CONDITIONS
We are TABBx Limited (Company Number: 15060167) with registered offices located at 124 City Road, London, England, EC1V 2NX, (TABBx, we, us, our) the creators of the TABBit app (referred to below as the ‘App’).
These terms and conditions (Terms) govern your access to the App and us providing you any other goods and services as set out in these Terms (Services). You can view the most updated version of our Terms at www.tabbit.uk (Website). Please read these terms and conditions carefully before agreeing to proceed with using the App or our Services.
Your use of the App is subject to the rules of your Subscription being the tiered package as selected by you and agreed between us on your Account (Subscription Tier).
Please note that your Subscription will continue to renew indefinitely, and you will continue to incur Subscription Fees, unless you notify us that you want to cancel your Subscription via the App in accordance with clauses 2.3 and 6.5. Please ensure you contact us if you want to cancel your Subscription.
By clicking the “I accept these Terms” button on our Website, downloading the App, paying for your Subscription or otherwise accepting the benefit of any part of the Services, App or your Subscription, including but not limited to paying a TABBit Payment Request, you agree to be bound by these Terms which form a binding contractual agreement between you (‘you’ or ‘your’) and us. Please read these Terms together with our privacy policy, available at https://tabbit.uk/data-privacy-n-cookie-policy/ before you download and use the App or our Services. Only download the App or use our Services if you have read the rules and agree to them.
If you do not agree to these terms, we will not allow you to use our Services or the App and you should not download it.
In these Terms:
- capitalised words and phrases have the meanings given to them where they are followed by bolded brackets;
- references to the ‘App Store’ means Apple’s App Store and we refer to their rules and policies contained in the Apple Media Services Terms and Conditions as the ‘App Store Rules’.
- references to ‘Google Play’ means the app distribution platform operated by Google and known as Google Play, and we refer to Google’s terms of service (and other applicable terms) collectively as ‘Google’s Rules’.
- in clauses where we use the phrase “App Store Rules or Google’s Rules (as applicable)”, we intend for the App Store Rules to apply to users who have obtained the App via the Apple App Store, and for Google’s Rules to apply to users who have obtained the App via the Google Play distribution platform.
Summary of your key rights
The Consumer Contracts (Information, Cancellation and Additional Charges) Regulations 2013 say that you have a 14-day right to change your mind and get a full refund on your digital content. You do not have this right to cancel the digital content once the digital content has been supplied to you, provided you have been told this and have agreed to waive your cancellation right. By signing up to a paid Subscription, you consent to receiving access to the Subscription Services for that Subscription Tier and its applicable inclusions immediately at the time of purchase, and you acknowledge that this means you lose your right to the 14-day cancellation period under the Consumer Rights Act 2015.
The Consumer Rights Act 2015 says digital content must be as described, fit for purpose and of satisfactory quality. If your digital content is faulty, you’re entitled to a repair or a replacement.
If the fault can’t be fixed, or if it hasn’t been fixed within a reasonable time and without significant inconvenience, you can get some, or all of your money back. If you can show the fault has damaged your device and we haven’t used reasonable care and skill, you may be entitled to a repair or compensation.
This is a summary of some of your key rights. For detailed information from Citizens Advice, please visit www.citizensadvice.org.uk or call 03454 04 05 06. This information is not intended to replace the terms and conditions below, which you should read carefully.
1 THESE TERMS
1.1 ELIGIBILITY
(a) By accepting these Terms, you represent and warrant that:
(i) you have the legal capacity and authority to enter into a binding contract with us; and
(ii) you are authorised to use the payment you provided when purchasing a Subscription.
(b) The App is not intended for unsupervised use by any person under the age of 18 years old or any person who has previously been suspended or prohibited from using the App. By using the App, you represent and warrant that you are either:
(i) over the age of 18 years and accessing the App for personal use; or
(ii) accessing the App on behalf of someone under the age of 18 years old and consent to that person’s use of the App.
(c) Please do not access the App if you are under the age of 18 years old and do not have your parent or guardian’s consent, if you are under 16 or if you have previously been suspended or prohibited from using the App.
1.2 CHANGES TO THESE TERMS
(a) We may need to revise these terms from time to time to reflect changes in the App’s functionality, to deal with a security threat or if there is a change in the law or guidance.
(b) You will be asked to agree to any material changes in advance by an in-app notification , usually when you download an update. If you do not accept the changes, you will not be able to use the App.
2 ACCOUNTS AND SUBSCRIPTION
2.1 ACCOUNTS
(a) (Accounts) To use the App, you may be required to sign-up, register and receive an account through the App (an Account).
(b) (Provide Information) As part of the Account registration process and as part of your continued use of the App, you may be required to provide personal information and details, such as your email address, first and last name, preferred username, a secure password, billing, postal and physical addresses, mobile phone number, photos and video, audio files, profile information, payment details, ratings and reviews, verified identifications, verified certifications and authentication, and other information as determined by us from time to time.
(c) (Warranty) You warrant that any information you give to us in the course of completing the Account registration process is accurate, honest, correct and up-to-date.
(d) (Acceptance) Once you complete the Account registration process, we may, in our absolute discretion, choose to accept you as a registered user within the Website and provide you with an Account.
2.2 DISCLAIMER
You acknowledge and agree that:
(a) any information provided to you as part of or in connection with the App or the Services is general in nature, may not be suitable for your circumstances and does not constitute financial, legal or any other kind of professional advice; and
(b) it is your responsibility to comply with applicable Laws relevant to your business, including industrial relations Laws and privacy Laws.
2.3 SUBSCRIPTION
(a) Your Subscription and these Terms commence on the date you create your Account and continues for the Subscription Period and any Renewal Periods applicable, unless terminated earlier in accordance with these Terms.
(b) Subject to clause 2.3(c), upon expiration of the Subscription Period, these Terms will automatically and indefinitely renew on an ongoing basis for a period equal to the Subscription Period (Renewal Period).
(c) These Terms will not automatically renew on expiry of the Subscription or Renewal Period (Renewal Date), if:
(i) We cancel your Account or Subscription in accordance with these Terms; or
(ii) You cancel your Account or Subscription prior to the Renewal Date.
3 THE APP
3.1 APPLE & GOOGLE
(a) These Terms are an agreement between us you and us and:
(i) Apple is not a party to these Terms and has no responsibility for the app or its content; and
(ii) Google is not a party to these Terms and has no liability under it.
(b) You must comply with the App Store Rules and Google’s Rules (as applicable) as well as these terms but, if there is any conflict between them, you should follow the App Store Rules or Google’s Rules rather than the equivalent rule here.
(c) You do not own the App or any of its contents, but you may use it on devices that you own or control, as permitted by these terms and by the App Store Rules or Google’s Rules (as applicable).
(d) If you sell or give away the device on which you have downloaded the App, you must first remove the App from the device.
3.2 LICENCE OF THE APP
(a) Subject to the terms of your Subscription, we license you to download and use the App:
(i) For iOS users, onto any Apple-branded product, and to use it once you have downloaded it, provided you follow all of the rules described in these Terms and the App Store Rules
(ii) For Google Play Store users, to use the App provided you follow all of the rules described in these Terms and also Google’s rules.
(b) The licence:
(i) is only for you personally (and anyone else that the Apple or Google (as applicable) and for non-business use;
(ii) starts when you download the App; and
(iii) covers content, materials, or services accessible from, or bought in, the App including all of our support resources. It also covers updates to the App unless they come with separate terms, in which case we will give you an opportunity to review and accept.
(c) You are not allowed to:
(i) modify the App’s code in any way, including inserting new code, either directly or through the use of another app or piece of software;
(ii) deliberately attempt to avoid or manipulate any security features included in the App; or
(iii) pretend that the App is your own or make it available for others to download or use (including by way of copying the code of the App and creating an independent version).
3.3 APP ENHANCEMENTS
(a) The App is a technology platform which allows users to bill split and facilitates users in seamlessly managing and settling individual and group expenses, leveraging Open Banking functionalities to integrate transactions directly from their connected bank accounts.
(b) We may from time to time, in our absolute discretion, release enhancements to the App, meaning an upgraded, improved, modified or new versions of the App (Enhancements). Any Enhancements to the App will not limit or otherwise affect these Terms. Enhancements may cause downtime or delays from time to time, and credits will not be provided for such downtime.
(c) We may change any features of the App at any time on notice to you.
3.4 INTERNET CONNECTION REQUIRED
The App requires the device it is installed on to have an active internet connection for full functionality. You are solely responsible for ensuring you have an internet connection on the relevant device, including all costs and charges associated with the internet supply and usage.
4 SERVICES & SUBSCRIPTIONS
4.1 SERVICES
We offer both:
(a) bill-splitting and payment request services as part of our Subscriptions (with different inclusions and exclusions for each Subscription Tier as set out on our Website and the App) (Subscription Services); and
(b) the ability to pay a requested payment, without downloading the App or having an Account or Subscription with us as set out in clauses 4.3 and 5.2 (Subscription-Free Services).
4.2 SUBSCRIPTION SERVICES
(a) We offer different Subscription Services depending on your Subscription Tier. The Subscription Services included in a Subscription Tier will be as set out on our Website and the App.
(b) We may, in our sole discretion, offer free Subscriptions with limited Subscription Services included.
4.3 SUBSCRIPTION-FREE SERVICES
(a) If you receive a request for payment from a user of our App (Payment Request), you will be directed to a webpage to make payment from your own bank account via our third party Open Banking Partner (Payment).
(b) You do not have to have an Account or Subscription to make a Payment, however you must accept these Terms and the terms of our Open Banking Partner before we can facilitate the Payment.
5 PAYMENTS AND PAYMENT REQUESTS
5.1 PAYMENT REQUESTS
(a) Subject to the terms of your Subscription Tier, if you have an Account you may, via the App, generate a request for payment (Payment Request) in the form of a weblink (Link) to send to third parties via third-party communication platforms including but not limited to text message or email (at your own cost).
(b) You will need to nominate a bank account connected to your Account (Bank Account) to receive the amount in the Payment Request.
(c) By sending a Payment Request to a third party (Payor), you consent to us sharing with the Payor and the Payor receiving:
(i) Your full name;
(ii) Description of the payment request; and
(iii) The amount requested.
(d) You agree to receiving Payment of a Payment Request by a Payor, including where the Payor makes a Payment which is different to the amount requested. Multiple Payors may pay the same Payment Request (in their discretion). You are responsible for the accuracy of any Payment Requests you send.
(e) Payors are not required or obligated under these Terms to make Payment of any Payment Request.
5.2 PAYMENTS
(a) Payors should exercise caution when paying a Payment Request or making any other payments via the App or our Website (Payment) and should only make Payments to those known to you.
(b) Any Payments you make are your responsibility and are between you and the person who has sent the Payment Request (Payee).
(c) Payments are made as bank transfers from the Payor’s Bank Account to the Payee’s Bank Account via our Open Banking Partners (see clause 7 for more details).
(d) Payments may take a few days to clear from either the Payor or Payee’s Bank Accounts.
5.3 REFUNDS OF PAYMENTS
(a) All Payments are between the Payee, Payor and their respective bank(s).
(b) We are unable to issue refunds for Payments. If you have made a Payment in error, you must contact your bank directly or resolve with the respective Payor or Payee.
6 SUBSCRIPTION FEES AND PAYMENT
6.1 TRIAL PERIOD
We may from time to time offer a free trial period of the App or a Subscription Tier (Free Trial Period). No payments will be due during any Free Trial Period and your first payment will be due immediately after the expiry of the Free Trial Period.
6.2 SUBSCRIPTION FEES
(a) You must pay subscription fees to us in the amounts specified on the App for your Subscription Tier, or as otherwise agreed in writing (Subscription Fees).
(b) All Subscription Fees must be paid in advance and are, subject to clause , non-refundable for change of mind.
(c) Unless otherwise agreed in writing, the Subscription Fees are due and payable on a recurring basis for the duration of your Subscription, with the first payment being due on the first day of the Subscription Period (or immediately after the expiry of any applicable Free Trial Period) and at the beginning of every Renewal Period thereafter.
6.3 COOLING-OFF PERIOD
Your Subscription includes access to the Subscription Services, and therefore as set out at the start of these terms, you agree to:
(a) immediately receive your Account and the Subscription Services for the Subscription Tier for which you have subscribed immediately upon the commencement of your Subscription; and
(b) Waive your rights to a 14-day cancellation period under the Consumer Rights Act 2015.
6.4 AUTOMATIC RECURRING BILLING
Subject to clauses 6.5 and 6.6:
(a) Your Subscription will continue to renew on an automatic indefinite basis unless you notify us that you wish to cancel in accordance with this clause 5.
(b) While your Subscription is maintained, your Subscription Fees will continue to be debited at the beginning of each Renewal Period from the payment method you nominated when you registered for an Account.
(c) By signing up for a recurring Subscription, you acknowledge and agree that your Subscription has an initial and recurring payment feature, and you accept responsibility for all recurring charges prior to your cancellation of your Subscription.
6.5 GRACE PERIOD
If you fail to cancel your Subscription prior to a Renewal Period and you are charged recurring charges, you have up to 5 Business Days from the date of that renewal to cancel your Subscription via the App or our Website (Grace Period). If you cancel your Subscription within the Grace Period, please contact us via our Website to request a refund for any recurring fees charged to you during the Grace Period.
6.6 CHANGES TO SUBSCRIPTION FEES
We may, from time to time, change our Subscription Fees and provide you with 10 Business Days’ notice prior to the changes. During this time, you have the opportunity to cancel your Subscription with us. If you do not cancel your Subscription before the new Subscription Fees take effect, the Grace Period in clause 6.5 will apply.
6.7 LATE PAYMENTS
We reserve the right to suspend all or part of your Account and/or Subscription indefinitely if you fail to pay any Subscription Fees in accordance with this clause 6.
6.8 VAT
Unless otherwise indicated, the Subscription Fees do not include VAT. In relation to any VAT payable for a taxable supply by us, you must pay the VAT subject to us providing a tax invoice.
6.9 ONLINE PAYMENT PARTNER
(a) We may use third-party online payment partners (Online Payment Partner) to collect Subscription Fees.
(b) You acknowledge agree that:
(i) the processing of payments by the Online Payment Partner will be, in addition to this agreement, subject to the terms, conditions and privacy policies of the Online Payment Partner, which can be found;
(A) For Apple's App Store, the payment partner is Apple Payments Inc. You can find their terms and conditions at this link: Apple Payments Inc. Direct Payments Terms and Conditions (https://www.apple.com/legal/applepayments/direct-payments/) . The privacy policy related to Apple Payments can be reviewed at Apple Pay Cash Privacy Policy (https://applepaycash.greendot.com/privacy/).
(B) For Google Play Store, the payment processing is managed by Google Payments. Their terms of service can be accessed at Google Payments Terms of Service (https://payments.google.com/legaldocument?family=0.buyertos&hl=en), and the privacy notice is available at Google Payments Privacy Notice (https://payments.google.com/legaldocument?family=0.privacynotice&hl=en).
Both Apple and Google are responsible for the billing, processing, and charging of in-app purchases in their respective stores.
(ii) you release us and our Personnel in respect of all liability for loss, damage or injury which may be suffered by any person arising from any act or omission of the Online Payment Partner, including any issue with security or performance of the Online Payment Partner’s platform or any error or mistake in processing your payment; and
(iii) We reserve the right to correct, or to instruct our Online Payment Partner to correct, any errors or mistakes in collecting your payment.
(b) You have the right to reject any terms and conditions of the Online Payment Partner. If you reject those terms, we cannot provide you with the Subscription and clause 22 will apply.
7 OPEN BANKING PARTNERS
7.1 LINKING BANK ACCOUNTS
(a) For us to provide the Services and/or your Account, we require read-only access to one or more of your bank accounts (Bank Account). This is facilitated by open banking via our third-party open banking partners (Open Banking Partner).
(b) The terms and conditions of our Open Banking Partners (OBP Terms) will apply to your Account and the Services and by agreeing to these Terms you agree to the OBP Terms. Currently we have the following Open Banking Partners:
(i) Moneyhub Financial Technology Limited (Company No. 06909772) is authorised and regulated by the Financial Conduct Authority (FCA) as a Payments Initiation Service Provider, reference no. 809360.
(c) To grant us and our Open Banking Partner read-only access to your Bank Account, you must securely connect your Bank Accounts via the Open Banking Partner and your Bank Account’s mobile application.
(d) We may automatically download transaction details from your Bank Account at periodic intervals until you revoke your consent. We will only read your transactions; we will not initiate any transactions in your connected bank accounts.
(e) You hereby grant us and the Open Banking Partner a worldwide, non-transferable, revocable, non-exclusive, royalty-free licence to view and process the information contained in your Bank Account solely to provide our Services or as delineated in these Terms or our Privacy Policy. This licence permits us to modify, display, distribute, and create new material using the said information to facilitate the Services. Additionally, and for the avoidance of doubt, we and our Open Banking Partners may utilise aggregated, anonymized, non-personal identifiable data derived from your usage of the Services.
(f) All Payments facilitated by the App are between the Payor and Payee, or another via the Open Banking Partner.
7.2 PAYMENTS
When you make a Payment as a Payer, you authorise us and our Open Banking Partner to initiate the Payment from your Bank Account to the Payee.
7.3 DATA AGGREGATION AND STORAGE
By using Open Banking or our Open Banking Partners, you consent to the aggregation of your personal data, which might be stored in locations outside your home country, as permitted by the applicable law and in accordance with our Privacy Policy.
7.4 REPRESENTATION DURING DATA RETRIEVAL
You agree that in retrieving information pertaining to your Bank Accounts or any required data for the provision of the Services, we act as your representative, doing so on your behalf and not for or in the name of any third party.
7.5 LEGAL OBLIGATION TO DISCLOSE INFORMATION
Subject always to any applicable privacy laws and our Privacy Policy, we retain the right to disclose your identity and information linked to your Bank Accounts to third parties if required by existing laws or court orders.
7.6 RESPONSIBILITY FOR ACCURACY OF INFORMATION
We do not verify the accuracy of the information you provide regarding your Bank Accounts. It is your responsibility, along with your Bank Account providers, to ensure that the information shared is current and accurate.
7.7 REPRESENTATION AND LIMITED POWER OF ATTORNEY
In using the Services, you warrant that you are the legal owner of the data within your Bank Accounts and that you have the authority to appoint us, our Open Banking Partners, and third-party providers as your agents, granting them a limited power of attorney to access and retrieve the data on your behalf.
7.8 COMPLIANCE AND IDENTITY VERIFICATION
You authorise us to, directly or via a third party, obtain, verify, and record information and documentation that assists us in verifying your identity and Bank Accounts, both at the time of creating an Account and thereafter as needed.
7.9 RIGHTS OF ONLINE BANKING PARTNERS
You acknowledge that our Open Banking Partners are beneficiaries of the applicable clauses of these Terms, possessing the rights to enforce such clauses as if they were parties to these Terms.
8 THIRD PARTY SOFTWARE AND TERMS
(a) Third party terms and conditions (Third Party Terms) may apply to use of the App and the Services, including but not limited to the terms and conditions of your own Bank Accounts.
(b) By using the App and/or the Services, you agree to any Third Party Terms applicable to any third party goods and services that are used in providing the App and the Services and TABBx will not be liable for any loss or damage suffered by you in connection with such Third Party Terms.
(c) TABBx will endeavour to notify you of Third Party Terms that apply to the App and the Services, in which case:
(i) you must immediately notify TABBx if you do not agree to such Third Party Terms; and
(ii) if TABBx does not receive a notice in accordance with clause 8(c)(i), you will be taken to have accepted those Third Party Terms, and TABBx will not be liable for any loss or damage suffered by you in connection with such Third Party Terms.
(d) You acknowledge and agree that if you do not agree to any Third Party Terms, this may affect TABBx’s ability to meet any agreed schedules for delivering the App and the Services.
8.2 THIRD PARTY SOFTWARE
(a) You acknowledge and agree that issues can arise when data is uploaded to software, when data is transferred between different software programs, and when different software programs are integrated together. TABBx cannot guarantee that integration processes between the App and other apps, software programs or IT systems will be free from errors, defects or delay.
(b) You agree that TABBx will not be liable for the functionality of any third party goods or services, including any third party app or software, or for the functionality of the App if you integrates it with third party software, or changes or augments the App, including by making additions or changes to the App code or by incorporating APIs into the App.
(c) If you add third party software or software code to the App, integrate the App with third party software, or make any other changes to the App, including the App code (User Changes), then:
(i) you acknowledges and agrees that User Changes can have adverse effects on the Services and the App;
(ii) you indemnify TABBx in relation to any loss or damage that arises in connection with the User Changes;
(iii) TABBx will not be liable for any failure in the App and the Services, to the extent such failure is caused or contributed to by a User Change;
(iv) TABBx may require you to change or remove User Changes, at TABBx’s discretion, and if TABBx does so, you must act promptly;
(v) TABBx may suspend your access to the App and the Services until you have changed or removed User Changes; and/or
(vi) TABBx may change or remove any User Changes, in its absolute discretion. TABBx will not be liable for loss of data or any other loss or damage you may suffer in relation to TABBx’s amendment to, or removal of, any User Change.
(a) We are responsible for customer service in relation to the App and can help you if you are having any issues.
(b) For iOS user, you acknowledge that Apple has no obligation whatsoever to provide any support or maintenance services in relation to the App, although if the App is faulty, you may be able to claim a refund for paid content or services — please see clause 21)
(c) For Google users, you acknowledge that Google has no obligation to provide any support or maintenance services in relation to the App. Refunds may available to you in a range of circumstances, either from Google or from us. See Google’s refund policies for more information.
(d) If you need to get in touch with us, you can use the ‘contact us’ functionality provided in the App and on our Website.
(e) If we need to get in touch with you, we will do so by sms, email or an in-App notification.
10 DATA HOSTING
We will store data you upload to the App (User Data) using a third party hosting service selected by us (Hosting Services), subject to the following terms:
(a) (hosting location) You acknowledge and agree that we may use storage servers to host the App through cloud-based services, and potentially other locations outside the United Kingdom (subject to our Privacy Policy and clause 11).
(b) (service quality) While we will use our best efforts to select an appropriate hosting provider, we do not guarantee that the Hosting Services will be free from errors or defects or that User Data will be accessible or available at all times.
(c) (security) We will use our best efforts to ensure that User Data is stored securely. However, we do not accept responsibility or liability for any unauthorised use, destruction, loss, damage or alteration to User Data, including due to hacking, malware, ransomware, viruses, malicious computer code or other forms of interference.
(d) (backups & disaster recovery) In the event that User Data is lost due to a system failure (e.g. a database or webserver crash), we cannot guarantee that any backup will be available, or if available that such a backup will be free from errors or defects.
11 PRIVACY AND DATA PROTECTION
(a) Words and phrases in this section shall have the meaning given to them by applicable data protection and privacy laws, including the General Data Protection Regulation 2016/679 (GDPR) and applicable national legislation that implements or supplements the GDPR or otherwise applies to data protection and privacy, and any statutory instrument, order, rule or regulation made thereunder, as from time to time amended, extended, re-enacted or consolidated (Data Protection Legislation) and the terms “controller”, “process” and “personal data” shall have the meanings given to those terms in such Data Protection Legislation.
(b) In order to provide you with your Account, Subscription and/or the Services, you agree that TABBx will be processing your personal data for its own purposes and as such will be a controller under the Data Protection Legislation and this includes (but is not limited to) the following purposes:
(i) TABBx providing the Services;
(ii) TABBx providing the App and your Subscription;
(iii) TABBx and/or its subcontractors and third party suppliers use your contact details to send marketing materials or other publications;
(iv) TABBx may process personal data concerning its other clients and contacts in other ways for its own business purposes;
(v) TABBx may process and transfer personal data as necessary to effect a re-organisation of its business; and
(vi) TABBx may share personal data with other legal or professional advisers used by us to provide you with legal or professional services.
(c) Our processing may include the use by TABBx, where appropriate, of independent contractors and third party suppliers appointed by us for functions such as data and file storage, back-up, destruction, billing, debt collection, legal processing and the like, in accordance with the foregoing.
(d) By accepting these Terms you gives positive consent for TABBx to obtain, store and process information about you as described in this clause 11 and our Privacy Policy, available here: https://tabbit.uk/data-privacy-n-cookie-policy/.
(e) Each party shall comply with the terms of the Data Protection Legislation.
12.1 SERVICE LIMITATIONS
The App and the Services is made available to you strictly on an ‘as is’ basis. Without limitation, you acknowledges and agrees that TABBx cannot guarantee that:
(a) the App and the Services will be free from errors or defects;
(b) the App and the Services will be accessible at all times;
(c) messages sent through the App and the Services will be delivered promptly, or delivered at all;
(d) information received or supplied through the App and the Services will be secure or confidential; or
(e) any information provided through the App and the Services is accurate or true.
12.2 CORRECTION OF DEFECTS
(a) TABBx will correct any errors, bugs or defects in the App and the Services which arise during the Term, and which are notified to TABBx by you unless the errors, bugs or defects:
(i) result from the interaction of the App and the Services with any other solution or any computer hardware or services not approved in writing by TABBx;
(ii) result from any misuse of the App and the Services; or
(iii) result from the use of the App and the Services by you other than in accordance with these Terms or the Documentation.
(b) You agree to provide TABBx and its Personnel reasonable access to its premises, Personnel and IT systems to assist TABBx in correcting any defects in the App and the Services.
12.3 EXCLUSION OF OTHER WARRANTIES
To the maximum extent permitted by applicable law, all express or implied representations and warranties (whether relating to fitness for purpose or performance, or otherwise) not expressly stated in these Terms are excluded.
(a) You may notify TABBx that you would like to upgrade or downgrade your Subscription Tier at any time.
(b) If you provide a notice under clause 13(a), TABBx will:
(i) take reasonable steps to promptly provide you with access to the new Subscription Tier; and
(ii) in the monthly billing cycle immediately following the month in which your access to the new Subscription Tier was provided (First Access Month):
(A) charge you the new, relevant Subscription Fee for that subsequent month (Second Access Month), and each subsequent month (subject to another notice or change under this clause 13); and
(B) if the Subscription Fee for the Second Access Month is higher than in the First Access Month, then TABBx will charge you the new, relevant Subscription Fee for the proportion of the First Access Month that you had access to the new Subscription Tier, on a pro rata basis.
(c) For the avoidance of doubt, if you choose to downgrade your Subscription Tier, the new Subscription Fees will kick in at the start of the next billing cycle, unless TABBx notifies you otherwise. TABBx generally does not pro-rate downgrades in between billing cycles, however TABBx reserves the right to from time to time.
(d) These Terms will be taken to be amended in accordance with any changes agreed in accordance with this clause 13.
14 COLLECTION OF TECHNICAL INFORMATION
We may collect and use technical data that might include, for example, the specifications of your device and its software in order to help us provide software updates, product support, and other services related to the App. We may also use this information, as long as it is in a form that does not personally identify you, to improve products or to offer new services or technologies to you.
15 LOCATION DATA
(a) The App makes use of functionalities on your device that can pinpoint your location. We do this in order to provide more accurate Services to you.
(b) When you open the App for the first time, you will be asked whether the App can use your location and in what circumstances.
(c) If you refused to authorise the location services the first time you opened the App, but change your mind later on, you can still update your choices at any time in the App settings. Conversely, you can also turn the location services off at any time, but please not that if you do choose to do so, you may not be able to use the App.
(d) All location data is processed pursuant to our Privacy Policy.
16 OWNERSHIP, USE AND INTELLECTUAL PROPERTY RIGHTS
(a) The intellectual property rights in the App and in any text, images, video, audio or other multimedia content, software or other information or material submitted to or accessible from the App (the ‘Content’) are owned by us and our licensors.
(b) We and our licensors reserve all our intellectual property rights (including, but not limited to, all copyright, patents, trademarks, service marks, domain names, design rights, database rights, patents and all other intellectual property rights of any kind) whether registered or unregistered anywhere in the world. This means, for example, that we remain owners or licensors of them and are free to use them as we see fit.
(c) Nothing in these Terms grant you any legal rights in the App or the Content other than as necessary for you to access it and use it. You agree not to adjust, try to circumvent or delete any notices contained in the App or the Content (including any intellectual property notices) and in particular, in any digital rights or other security technology embedded or contained within the Site or the Content.
(d) Trademarks: “TABBiz”, “TABBit” and the associated logos within our app are the unregistered trademarks of TABBx. Other trademarks and trade names may also be used on the App or in the Content. Use by you of any trade marks on the App or in the Content is strictly prohibited unless you have our prior written permission.
17 ACCEPTABLE USE
(a) You must not use the App to do any of the following things:
(i) break the law or encourage any unlawful activity;
(ii) send or upload anything that is (or might be considered to be) defamatory, offensive, obscene, containing or representing sexually explicit images and/or discriminatory (including but not limited to, in relation to race, gender, religious beliefs, sexual orientation or disability);
(iii) infringe our or anyone else’s intellectual property rights (for example, by using or uploading someone else’s content);
(iv) transmit any harmful software code such as viruses;
(v) try to gain unauthorised access to computers, data, systems, accounts or networks; or
(vi) deliberately disrupt the operation of anyone’s website, mobile application, server or business.
(b) TABBx reserves the right to delete any Content which is not compliant with this clause 17.
(c) Any submission you make to the App and any other communication to users of the App or Services by you must conform to standards of accuracy, decency and lawfulness, which shall be applied in our discretion, acting reasonably. In particular, any submission or communication by you must be:
(i) not defamatory or likely to give rise to an allegation of defamation;
(ii) not offensive, obscene, sexually explicit, discriminatory or deceptive;
(iii) unlikely to cause offence, embarrassment or be construed as, or constitute harassment to others;
(iv) factually accurate or your own genuinely held belief; and
(v) your own original work (where applicable) and lawfully submitted.
(d) While we use all commercially reasonable efforts to make sure that the App is secure and accurate, we do not actively monitor or check at all times whether information supplied to us through the App is factual, exact, confidential, commercially sensitive or valuable.
(e) Other than any personal information which will be dealt with in accordance with our Privacy Policy, we do not guarantee that information supplied to us through the App will be kept confidential and we may use it on an unrestricted and free-of-charge basis as we reasonably see fit.
18 UPDATES TO THE APP
(a) We may update the App from time to time for reasons that include fixing bugs or enhancing functionality. We might also change or remove functionality but if we do that, we will ensure that the App still meets the description of it that was provided to you at the time you downloaded the App.
(b) Updates will either download automatically or you may need to trigger them yourself, depending on your device, its settings and the app store.
(c) We strongly suggest that you download all updates as soon as they become available. Depending on the nature of the update, the App may not work properly (or at all), or you may be exposed to security vulnerabilities, if you do not keep the App updated to the latest version that we make available.
19 EXTERNAL SERVICES
(a) The App may enable you to access services and websites that we do not own or operate (referred to below as ‘external services’).
(b) We are not responsible for examining or evaluating the content or accuracy of these external services. Before using them, make sure you have read and agreed to the terms on which they are being offered to you including the way in which they may use your personal information.
(c) You must not use external services in any way that:
(i) is inconsistent with these terms or with the terms of the external service; or
(ii) infringes our intellectual property rights, or the intellectual property rights of any third party.
(d) From time to time, we may change or remove the external services that are made available through the App.
20 LIABILITY
(a) Nothing in these terms shall exclude or limit TABBx’s liability for death or personal injury caused by our negligence or willful misconduct, liability for fraud or fraudulent misrepresentation, or any other liability which cannot be excluded or limited under the laws of England and Wales.
(b) Subject to clause 20(a), TABBx shall bear no liability of any kind whatsoever for (but not limited to) any direct or indirect/consequential, foreseeable or unforeseeable, losses, costs, damages, fees, expenses, any inaccuracy or misleading information, any loss of profit, revenue, suffered by you or any third-party, relating to, in connection with, or arising from, this agreement, the TABBx’s products and services and/or the App.
(c) In any case, subject to clause 20(a) and to the extent permitted under applicable law, TABBx’s total aggregate liability arising from or in connection with these Terms, TABBx, the Services and/or the App (whether the liability arises because of breach of contract, tort or for any other reason) shall be limited to no more than fifty pounds sterling (£50).
(d) If the App fails to meet the standards required by law (including that the App is of satisfactory quality, fit for purpose and as described), then provided you notify us in writing within 30 days of creating your Account:
(i) You may cancel your Account and any Subscription; and
(ii) we will issue a refund of any Subscription Fees paid.
(e) (Unfair Contract Terms) To the extent that the provisions of any applicable law shall impose restrictions on the extent to which liability can be excluded under these Terms including, for the avoidance of doubt, the provisions of sections 3, 6 and 11 of the Unfair Contract Terms Act 1977 in the UK (and its equivalent in any other jurisdiction) relating to the requirement of reasonableness, the exclusions set out in this clause shall be limited in accordance with such restrictions. However, any exclusions of liability that are not affected by such restrictions shall remain in full force and effect.
21 FAILURES OF NETWORKS OR HARDWARE
The App relies on a number of things working properly to enable you to enjoy all of its features. Many of these, such as your internet connection, your device and the App Store or Google Play (as applicable), are entirely outside of our control. Although we will do everything we reasonably can to resolve issues, we are not responsible to you if you are unable to use all or any part of the App due to a poor internet connection, faulty components in your device (such as a faulty GPS signal, failing in the API with any suppliers of our Content or related features), App Store failure or failure of Google Play to function properly (as applicable) or anything else that it would not be reasonable to expect us to control.
22 ENDING THESE TERMS
(a) We can end these terms and our agreement with you, if you do not comply with any part of them.
(b) We will give you a reasonable amount of notice before the terms and our agreement with you ends but if what you have done is serious then we may end our agreement with you immediately and without advance notice to you. ‘Serious’ means that you are causing harm (or attempting to cause harm) to other users, interfering with the operation of the App or doing anything else that we think presents a big enough risk to justify us ending our agreement with you quickly.
(c) The consequences of our agreement with you ending are as follows:
(i) you are no longer allowed to use the App and we may remotely limit your access to it;
(ii) you must delete it from any devices that it has been installed on;
(iii) we may delete or suspend access to any accounts that you hold with us; and
(iv) you are not entitled to a refund to the extent you paid for the App of any of its features.
22.2 DATA BACKUP
(a) Upon termination of these Terms, TABBx may delete data and material associated with you, your Account and/so Subscription, including Client Data and any outstanding Payment Requests.
(b) TABBx will not be able to recover any such data or content more than 14 days after the end of the Term, so it is recommended that you back up anything important to it.
(c) TABBx will not be responsible to you, or any user, for, and TABBx expressly disclaims any liability for, any cost, loss, damages or expenses arising out the cancellation, termination or expiry of these Terms and any loss of data.
23 THIRD PARTIES
(a) No one other than us or you has any right to enforce of these terms, except:
(i) in the case of iOS users, Apple and Apple’s subsidiary companies are third party beneficiaries of these terms and to these Terms. This means that if you breach any of these terms, Apple has the right to enforce it and to take action against you directly, with or without our involvement; and
(ii) our Open Banking Partners are beneficiaries of these Terms and shall have the right to enforce them.
(b) These Terms do not give rise to any rights under the Contracts (Rights of Third Parties) Act 1999 to enforce any term of these Terms.
24 TRANSFERRING THESE TERMS
(a) We may transfer our rights under these terms to another business without your consent, but we will notify you of the transfer and make sure that you are not adversely affected as a result.
(b) You are not allowed to transfer your rights under these terms to anyone without our prior written consent.
25 IF THE PARTIES HAVE A DISPUTE
(a) A party claiming that a dispute has arisen under or in connection with these Terms must not commence court proceedings arising from or relating to the dispute, other than a claim for urgent interlocutory injunction, unless that party has complied with the requirements of this clause.
(b) A party that requires resolution of a dispute which arises under or in connection with these Terms must give the other party or parties to the dispute written notice containing reasonable details of the dispute and requiring its resolution under this clause.
(c) Once the dispute notice has been given, each party to the dispute must then use its best efforts to resolve the dispute in good faith. If the dispute is not resolved within a period of 14 days (or such other period as agreed by the parties in writing) after the date of the notice, any party to the dispute may take legal proceedings to resolve the dispute.
26 GENERAL
26.1 GOVERNING LAW AND JURISDICTION
(a) The laws of England and Wales apply to these Terms, although if you are resident elsewhere acting in a non-professional capacity, you will retain the benefit of any mandatory protections given to you by the laws of the country in which you live.
(b) Any disputes will be subject to the non-exclusive jurisdiction of the English courts. This means that you can choose whether to bring a claim in the courts of England or in the courts of another part of the UK in which you live.
26.2 WAIVER
No party to these Terms may rely on the words or conduct of any other party as a waiver of any right unless the waiver is in writing and signed by the party granting the waiver.
26.3 SEVERANCE
Any term of these Terms which is wholly or partially void or unenforceable is severed to the extent that it is void or unenforceable. The validity and enforceability of the remainder of these Terms is not limited or otherwise affected.
26.4 JOINT AND SEVERAL LIABILITY
An obligation or a liability assumed by, or a right conferred on, two or more persons binds or benefits them jointly and severally.
26.5 ASSIGNMENT
A party cannot assign, novate or otherwise transfer any of its rights or obligations under these Terms without the prior written consent of the other party.
26.6 COSTS
Except as otherwise provided in these Terms, each party must pay its own costs and expenses in connection with negotiating, preparing, executing and performing these Terms.
26.7 ENTIRE AGREEMENT
These Terms embodies the entire agreement between the parties and supersedes any prior negotiation, conduct, arrangement, understanding or agreement, express or implied, in relation to the subject matter of these Terms.
26.8 INTERPRETATION
(a) (singular and plural) words in the singular includes the plural (and vice versa);
(b) (gender) words indicating a gender includes the corresponding words of any other gender;
(c) (defined terms) if a word or phrase is given a defined meaning, any other part of speech or grammatical form of that word or phrase has a corresponding meaning;
(d) (person) a reference to “person” or “you” includes an individual, the estate of an individual, a corporation, an authority, an association, consortium or joint venture (whether incorporated or unincorporated), a partnership, a trust and any other entity;
(e) (party) a reference to a party includes that party’s executors, administrators, successors and permitted assigns, including persons taking by way of novation and, in the case of a trustee, includes any substituted or additional trustee;
(f) (these Terms) a reference to a party, clause, paragraph, schedule, exhibit, attachment or annexure is a reference to a party, clause, paragraph, schedule, exhibit, attachment or annexure to or of these Terms, and a reference to these Terms includes all schedules, exhibits, attachments and annexures to it;
(g) (document) a reference to a document (including these Terms) is to that document as varied, novated, ratified or replaced from time to time;
(h) (headings) headings and words in bold type are for convenience only and do not affect interpretation;
(i) (includes) the word “includes” and similar words in any form is not a word of limitation;
(j) (adverse interpretation) no provision of these Terms will be interpreted adversely to a party because that party was responsible for the preparation of these Terms or that provision; and
(k) (currency) a reference to £, or “GBP”, is to pound sterling currency of Great Britain, unless otherwise agreed in writing.
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