Terms And Conditions - 1Tap Receipts

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1Tap Terms And Conditions

Please Read Carefully Before Downloading Or Streaming The App

Welcome to 1Tap. 1Tap offers a range of products and services to assist with the automation of book keeping for sole traders. What we refer to collectively as the “1Tap Products” incorporates:

  • the automated processes 1Tap provides for extracting data from Items;
  • all Services 1Tap provides to its Users and/or Accountants as applicable;
  • any other services that 1Tap chooses to offer in the future;
  • the 1Tap website (www.1tapreceipts.com); and
  • the 1Tap Technology.

These terms and conditions (“Terms and Conditions”) (together with the documents referred to in it) is a legal agreement between you (“User” or “you”) and 1TAP APP LIMITED (company number: 10000547) whose registered office is at 154-160 Fleet Street, London EC4A 2DQ, UK (“1Tap”, “us” or “we”) in relation to the 1Tap Receipts mobile application software, the accompanying electronic documents, the data supplied with the software and the associated media (the “App”).

By using the App, you confirm that you accept these Terms and Conditions and that you agree to comply with them. If you do not agree to these Terms and Conditions, you must not use the App.

We license the use of the App to you on the basis of these Terms and Conditions and subject to any rules or policies applied by any app store provider (“Appstore”) or operator from whose site the User downloaded the App (“Appstore Rules”). We do not sell the App to you. We remain the owners of the App at all times.

Important Notice

BY DOWNLOADING OR STREAMING THE APP FROM THIS WEBSITE OR CLICKING ON THE “ACCEPT” BUTTON BELOW YOU AGREE TO THESE TERMS AND CONDITIONS WHICH ARE LEGALLY BINDING. THESE TERMS AND CONDITIONS INCLUDE, IN PARTICULAR, THE 1TAP PRIVACY POLICY. WE ALSO DRAW YOUR ATTENTION IN PARTICULAR TO THE LIMITATIONS OF LIABILITY IN SECTION 12 BELOW.

IF YOU DO NOT AGREE TO THE TERMS AND CONDITIONS OF THIS LICENCE, WE WILL NOT LICENSE THE APP TO YOU AND YOU MUST STOP THE DOWNLOADING PROCESS NOW BY CLICKING ON THE “CANCEL” BUTTON BELOW, WHICH WILL TERMINATE THE DOWNLOADING PROCESS

1. Definitions

“Account”

Account means the User account to which we provide the 1Tap Products.

“Accountant(s)”

Accountant(s) means accountancy firms and bookkeepers that have either (i) provided Users with links to register with 1Tap; or (ii) have been added to a User’s 1Tap Account by a User.

“Confidential Information”

Confidential Information means any information of a confidential nature (regardless of whether or not such information is recorded in any physical, electronic or other media) concerning either you or us which is confidential, commercially sensitive and not in the public domain (whether or not marked confidential).

“Intellectual Property Rights”

Intellectual Property Rights means any patent, trademark, service mark, database right, copyright, moral right, right in a design, know-how and any other intellectual or industrial property rights, anywhere in the world whether or not registered.

“Data” and “Items”

Data means any and all data or information that is uploaded to the 1Tap Products or otherwise provided to 1Tap, including receipts, bills, invoices or other purchase cost related documents (each an “Item” and together “Items”), together with any data or information extracted from such Items.

“Fees”

Fees means the fees that you are required to pay to access the 1Tap Products in accordance with the 1Tap prime Plan. 1Tap may vary the Fees from time to time, in accordance with these Terms and Conditions.

“Plans”

Plans means the two tiers of subscription model available for the 1Tap Products: (i) “free” or (ii) “1Tap prime”, which outline:

  • the particular 1Tap Products to be provided to you;
  • the access limitations and restrictions that apply to the 1Tap Products for which you have subscribed including, in respect of Accountants, the numbers of permitted Accountants; and
  • the Fees payable (if applicable) and the frequency with which they must be paid.

As applicable, references to your Plan will mean the Plan to which you initially sign-up in accordance with these Terms and Conditions.

“1Tap Technology”

1Tap Technology means the proprietary technology and software (in both object code and source code form) that enable 1Tap to provide the 1Tap Products, the Tools and any other services that 1Tap may from time to time make available, together with the Intellectual Property Rights in and to inventions, designs, information, know-how, specifications, formulae, data, processes, methods, techniques and other technology related thereto.

“Supported File Types”

Supported File Types means .PDF, .jpeg, .tiff, .doc, .docx, or any other file types that may be supported by the 1Tap Products in the future.

“Tools”

Tools means collectively, the 1Tap website, any 1Tap mobile and tablet applications, 1Tap’s email submission technology and any add-ons or software integrations that 1Tap may support or make available from time to time.

2. Acknowledgements

  1. These Terms and Conditions apply to the App; any of the services accessible through the App, including any updates or supplements to the App or any Service; and all the web pages under the 1tapreceipts.io, 1tapreceipts.com and 1tap.io domain names (“Services”), unless they come with separate terms, in which case those terms apply. If any open-source software is included in the App or any Service, the terms of an open-source license may override some of the terms of these Terms and Conditions.
  2. From time to time updates to the App may be issued through the Appstore. Depending on the update, you may not be able to use the Services until you have downloaded or streamed the latest version of the App and accepted any new terms. The Appstore Rules are also incorporated into these Terms and Conditions by reference.
  3. You acknowledge that:
    • you are over 18 years old; and
    • we provide access to a platform to assist you to manage business expenses as a sole trader and prepare your tax returns. We do not provide any financial and tax advice.
  4. You will be assumed to have obtained permission from the owners of the mobile telephone or handheld devices that are controlled, but not owned, by you (“Devices”) and to download or stream a copy of the App onto the Devices. You and they may be charged by your and their service providers for internet access on the Devices. You accept responsibility in accordance with these Terms and Conditions for the use of the App or any Service on or in relation to any Device, whether or not it is owned by you.
  5. By using the App or any of the Services, you consent to us collecting and using technical information about the Devices and related software, hardware and peripherals for Services that are internet-based or wireless to improve our products and to provide any Services to you.
  6. Certain Services may make use of location data sent from the Devices. You can turn off this functionality at any time by turning off the location services settings for the App on the Device. If you use these Services, you consent to us and our affiliates’ and licensees’ transmission, collection, retention, maintenance, processing and use of your location data and queries to provide and improve location-based and road traffic-based products and services. You may withdraw this consent at any time by turning off the location services settings.
  7. The App or any Service may utilize integrated solutions from, or may contain links to, other independent third-party providers (“Third-party Providers”). Third-party Providers are not under our control, and we are not responsible for and do not endorse their content or their privacy policies (if any). You will need to make your own independent judgment regarding your interaction with any Third-party Providers, including the purchase and use of any products or services accessible through them. For more information on Third-party Providers please contact hello@1tap.io.
  8. Any words following the terms including, include, in particular or for example or any similar phrase shall be construed as illustrative and shall not limit the generality of the related general words.

3. Grant And Scope Of Licence

In consideration of you agreeing to abide by these Terms and Conditions, we grant you a non-transferable, non-sublicensable, non-exclusive, limited licence to use the App on the Devices, only to the extent necessary to get the benefit of the Plan to which you are subscribed, for use as a sole trader only and subject to these terms. We reserve all other rights.

4. Restrictions

  1. Except as expressly set out in these Terms and Conditions or as permitted by any local law, you agree that you shall not:
    • save as may be permitted under applicable law, copy, reproduce, modify, adapt, translate, prepare derivative works of, republish, upload, post, transmit, or distribute any 1Tap Products or any other Intellectual Property Rights in or to the 1Tap Products for any reason whatsoever;
    • save as may be permitted under applicable law, reverse assemble, decompile, reverse engineer or in any way derive or attempt to derive from the 1Tap Products any source code or the structure, sequence or organisation of such code;
    • use the 1Tap Products in any way that infringes another person’s Intellectual Property Rights;
    • use the 1Tap Products to upload, post, email, or otherwise transmit worms, viruses, or any other computer file, code, or program designed to disrupt, interrupt, limit, or disable any of the functionality of the 1Tap Products, or any hardware, or telecommunications equipment;
    • access (or try to access) and use any of the 1Tap Products through any interfaces not provided by 1Tap or by any automated means, including, but not limited to, scripts, robots, or web crawlers;
    • use the 1Tap Products to upload, post, transmit, store, or otherwise make available content that contains software viruses or any other computer code, files, or programs that could interrupt, destroy or limit the functionality of the computer software or hardware or telecommunications equipment of 1Tap, its Users or Accountants, service providers or its affiliates.
    • use the 1Tap Products to upload post, transmit, store, or otherwise make available content that is pornographic or otherwise explicit in nature (1Tap reserves the right to remove any and all such content at its sole discretion);
    • use the 1Tap Products in any fashion which violates, or might reasonably be judged by 1Tap to violate, any local or foreign law or regulation;
    • (without limiting the rights of Accountants to make available the 1Tap Products to sole traders) sublicense, assign or otherwise transfer the 1Tap Products, these Terms and Conditions or the rights under it, whether by operation of law or otherwise, otherwise than in accordance with these Terms and Conditions;
    • transmit any material that is defamatory, offensive or otherwise objectionable in relation to your use of the App or any Service;
    • use the App or any Service in a way that could damage, disable, overburden, impair or compromise our systems or security or interfere with other users; or
    • collect or harvest any information or data from any Service or our systems or attempt to decipher any transmissions to or from the servers running any Service.
  2. We will not be responsible, or liable, to any third party for the content or accuracy of any Data you upload to the 1Tap Products.
  3. The 1Tap Products are designed for use by sole traders (as defined by HMRC) only, not consumers or companies. You warrant and represent that you are acquiring the right to access and use the 1Tap Products as a sole trader and are not dealing with 1Tap as a consumer or a company.

For use as a sole trader only

  1. The 1Tap Products are designed for use by sole traders (as defined by HMRC) only, not consumers or companies. You warrant and represent that you are acquiring the right to access and use the 1Tap Products as a sole trader and are not dealing with 1Tap as a consumer or a company.

5. Data

Who owns the data?

  1. Dealing with your Data transparently is of core importance to 1Tap. 1Tap’s position on Data ownership is that you own the Data.
  2. In practice – this means that Data ownership will be as outlined below:
Who owns the data?User.
Who owns the Items?User.
Who can delete the Data?User only.
Who can access and use the Data?Users and, if applicable third parties such as Accountants.
Can Accountants create a copy of Users' Data?Yes (provide the user opted in to to sharing the data with the accountant)
Can 1Tap use the Data?Yes. 1Tap needs to be able to use and process the Data to provide the 1Tap Products.

How is Data used?

  1. In order to provide the 1Tap Products to Users, we need to use and store the Data. In addition, we may share or make available the Data to third parties that provide services to us; we will only allow such sharing of or access to Data to enable us to provide you with the 1Tap Products.

Does 1Tap sell Data?

  1. No. 1Tap does not sell Data to any third parties. However, it may share some extracted data with third party advertisers for the purposes of targeted advertising. 1Tap acknowledges and agrees that it will only use the Data to provide the 1Tap Products in the fashion described in these Terms and Conditions or in our Privacy Policy.

What is 1Tap’s policy towards data privacy and personal information?

  1. 1Tap’s policies and procedures relating to personal information are described in its Privacy and Cookie Policy, which can be found here http://www.1tapreceipts.com/privacy/ (“Privacy Policy”).
  2. The Privacy Policy explains how 1Tap handles and stores personal information and protects your privacy. Please read this Privacy Policy carefully. Importantly, the Privacy Policy details how and why we may make available your Data to our service providers based outside the European Economic Area.
  3. The Privacy Policy forms part of these Terms and Conditions. By using the App, you agree to the use of your personal information and Data in accordance with Privacy Policy and you warrant that all data provided by you is accurate. Additionally, by using the App or any Service, you acknowledge and agree that internet transmissions are never completely private or secure. You understand that any message or information you send using the App or any Service may be read or intercepted by others, even if there is a special notice that a particular transmission is encrypted.

Third Party applications

  1. If you have integrated any 1Tap Products with any third-party applications (e.g., your banking services), you acknowledge that 1Tap can allow the providers of those third-party applications to access your Data. Allowing third parties access to your Data in this fashion is necessary to allow third-party applications to integrate with the 1Tap Products.
  2. You acknowledge that 1Tap shall not be responsible for any corruption, unauthorised disclosure, modification, loss or deletion of your Data that results from any such access by third-party application providers.
  3. To enable the integration of third-party applications with the 1Tap Products, we may have to use certain pieces of software provided by the applicable third-party service provider. In some circumstances, 1Tap will be required to pay a fee to use such software integrations. If you choose to integrate any 1Tap Products with any third-party applications, we may require you to pay any charges for which 1Tap may become liable to enable the required integration, these charges will be in addition to the Fees.

What happens to Data when your Account is closed?

  1. After cancellation or termination of your Account and/or these Terms and Conditions, 1Tap may restrict your access to the 1Tap Products and your Account, including any Items or Data stored in that Account.
  2. Following termination, unless you instruct us to delete them, 1Tap will aim to retain one (1) copy of each Item that you have submitted for a period of ten (10) years following the relevant submission date. We take this step to assist you in complying with your recordkeeping obligations to local tax authorities.
  3. Notwithstanding the above, we provide no guarantees that your submitted Items or any extracted Data will be retained by 1Tap following cancellation or termination of these Terms and Conditions, nor that you will comply with any of your obligations to local tax authorities. For this reason, we suggest you maintain your own copies of any Items submitted and any Data extracted to the fullest extent necessary to allow you to comply with all applicable recordkeeping obligations.

Back up your Data

  1. Although we take reasonable steps to ensure that your Data is kept secure (see the Security and Back Up at section 10 below), 1Tap shall not be liable for any deletion of, corruption of, or failure to store any Data or other content used in or maintained by the 1Tap Products. Accordingly, you should create back up copies of all Data that you provide to the 1Tap Products.

6. Accountants

  1. Accountants are not able to create a 1Tap Account on behalf of someone else, but they can:
    • invite sole traders to set up a 1Tap Account; and
    • access a User’s data in a 1Tap Account via Receipt Bank or their email (only with User’s permission).
  2. You acknowledge and agree that:
    • you are responsible for determining what access levels and permissions Accountants have to use your 1Tap Account;
    • you are responsible for all Accountant use of the 1Tap Products.
  3. The services (other than 1Tap Products made available pursuant to these Terms and Conditions) Accountants provide to Accountant Users are not vetted, endorsed or approved by 1Tap. Accountant Users acknowledge and agree that 1Tap is not responsible for the quality of such services they receive from Third Parties. Accountants are solely responsible for vetting and reviewing the services Third Parties provide to them.

7. 1Tap Products

  1. Subject to these Terms and Conditions, in particular your payment of the Fees (if applicable), 1Tap shall provide the 1Tap Products to you in accordance with the terms of your current Plan. In order to make sure that you have the best experience using the 1Tap Products, 1Tap may sub-contract or assign the provision of any and all of the 1Tap Products.
  2. 1Tap may amend these Terms and Conditions (including changing the nature or scope of the 1Tap Products) at any time. When we do change these Terms and Conditions, any additional or different terms shall be effective upon being posted on this page of 1Tap’s website located at Terms and Conditions or any successor website we notify to you. Your continued use and receipt of the 1Tap Products following the posting of variations to these Terms and Conditions constitutes your irrevocable acceptance of those additional or different terms.
  3. If 1Tap deems it necessary to discontinue the 1Tap Products it provides due to the highly unlikely event of our closure, you will receive at least 7 days’ notice before your Account is closed.

8. Subscription Terms

Subscription fees

  1. 1Tap prime Users shall pay the Fees to 1Tap in advance on a monthly or annual basis.
  2. Unless otherwise expressly stated or agreed between you and 1Tap in writing, all prices are exclusive of value added tax.

Free subscribers

  1. Users who are signed up to the free 1Tap Plan shall not be subject to the Fees outlined above.
  2. Free use of 1Tap shall be in accordance with 1Tap’s fair usage policy. Additional use is available on a subscription basis in accordance with the 1Tap prime subscription terms as described in these Terms and Conditions.

1Tap prime subscribers

  1. 1Tap prime is available for £119 per annum (unless otherwise agreed in writing by 1Tap). 1Tap prime is unlimited for the first 200 Items per month and we reserve the right to stop providing 1Tap prime to Users that exceed this.

Fees Variation

  1. You agree that 1Tap may change the Fees for each particular Plan. In the event that the Fees for Plans are to be changed, 1Tap will give you advance notice of any such changes – we will do this by sending an email to the address registered on your Account.

9. Submissions

  1. The 1Tap Products allow Users to submit Items to 1Tap via the online or App Tools only, 1Tap does not accept paper or postal submissions.
  2. You may not scan in Items for another User. If 1Tap determines that you have scanned in Items for another User, they will not be scanned or uploaded unless the original User gives 1Tap permission to do so.
  3. Usage of an Account by more than one person without consent of the original User may result in termination of that Account without any refund of the Fees paid.
  4. If you continue to submit Items to 1Tap after terminating your Plan, they will not be scanned or uploaded into your Account.
  5. The 1Tap Products only allow for effective and accurate extraction of Data that is in the standard Latin alphabet and/or contains numbers in the European numeral system. You acknowledge that 1Tap cannot guarantee the accurate extraction of Data from submitted Items which is not in these formats.
  6. Where you submit any Item to 1Tap using any electronic submission Tools, that Item must be in a Supported File Type. You acknowledge that 1Tap cannot process any Items which are not submitted in a Supported File Type.
  7. If you send in illegible Items they may not be processed correctly into your Account. You recognise that all Items may not be entered correctly into your Account, and that 1Tap does not guarantee proper tagging or data entry on submitted Items.
  8. 1Tap does not guarantee the accuracy of automatically processed information.

10. Security and Back Up

Security

  1. As long as you keep your password safe, 1Tap protects your Data so it can only be viewed and accessed by you and those who have been authorised to access it (including if applicable, Accountants). 1Tap uses 256-bit secure socket layer encryption.
  2. You agree to be responsible for keeping your passwords associated with your Account secret and secure. 1Tap may be able to help you retrieve lost passwords, but cannot guarantee to do so, and will not be held responsible or liable if it cannot locate or reset a lost password.
  3. For your security, do not submit any Items to 1Tap that have full credit card information printed on them. If any such Items are received, 1Tap reserves the right, but shall not have the obligation, to not scan and upload such Items to your Account. It is your responsibility to ensure that you review the content and form of any Items you upload to the 1Tap Products or otherwise provide to 1Tap.
  4. We have the right to disable any user identification code or password, whether chosen by you or allocated by us, at any time, if in our reasonable opinion you have failed to comply with any of the provisions of these terms of use.
  5. If you know or suspect that anyone other than you knows your user identification code or password, you must promptly notify us at hello@1tap.io.

Back Up

  1. To ensure that your Data remains accessible and secure throughout your use of the 1Tap Products in accordance with these Terms and Conditions, 1Tap periodically creates backup copies of your Data in accordance with standard industry practices.

11. Content in the Services

  1. 1Tap does not and cannot control what information is submitted to it via the Tools. We do not expect our Users to upload any objectionable, offensive or indecent content via the Tools. You acknowledge and agree that you are solely responsible any information that is submitted to the 1Tap and are responsible for any consequences of such actions.
  2. You also understand that when using the 1Tap Products, you may come across material that you find objectionable, offensive or indecent and that you are using the 1Tap Products at your own risk.

12. Warranty Disclaimer and Limitations of Liability

  1. You acknowledge that the 1Tap Products are provided on an “as is” and “as available” basis. 1Tap makes no representations, warranties or conditions of any kind, express or implied, with respect to the 1Tap Products, including, without limitation, any warranty that 1Tap Products will:
    • be timely, uninterrupted or error-free or operate in combination with any other hardware, software, system or data;
    • meet your requirements or expectations;
    • be free from errors or that defects will be corrected; or
    • be free of viruses or other harmful components.
  2. To the fullest extent permitted by applicable law, 1Tap expressly disclaims all implied warranties or conditions including, without limitation, warranties and conditions of satisfactory quality, fitness for purpose and non-infringement.
  3. We will not be liable for:
    • loss of profits, sales, business, or revenue;
    • business interruption;
    • loss of anticipated savings;
    • loss of business opportunity, goodwill or reputation; or
    • any indirect or consequential loss or damage.
  4. We will not be liable for any loss or damage caused by a virus, distributed denial-of-service attack, or other technologically harmful material that may infect your computer equipment, computer programs, data or other proprietary material due to your use of the App or to your downloading of any content on it, or on any website linked to it.
  5. You acknowledge and agree that, 1Tap shall not be liable for any losses or claims whatsoever relating to:
    • any permanent or temporary restrictions or cessations of the Service;
    • any deletion of, corruption of, or failure to store any Data or other content used in or maintained by the 1Tap Products;
    • your failure to provide correct, accurate, and up-to-date account information;
    • your failure to keep your password and account information secure.; misuse of, or inability to use, the App;
    • incorrectly entered information;
    • incorrect data extraction from the Content you upload (you are advised to carefully review the accuracy of the data extracted from the Content); OR
    • use of or reliance on any content displayed on the App.
  6. Nothing in these Terms and Conditions limits or excludes 1Tap’s liability for:
    • death or personal injury caused by its negligence;
    • fraud or fraudulent misrepresentation; or
    • any other act, omission, or liability which may not be limited or excluded by applicable law.
  7. Subject to section 12.6, 1Tap’s total liability to 1Tap prime subscribers, whether in contract, tort (including negligence), for breach of statutory duty, or otherwise, arising under or in connection with these Terms and Conditions shall be limited, in respect of all claims (connected or unconnected) to the lower of total Fees paid or payable by you in the previous twelve month period.
  8. Subject to section 12.6 and to the full extent permitted by law, 1Tap’s excludes all liability to free subscribers, whether in contract, tort (including negligence), for breach of statutory duty, or otherwise, arising under or in connection with these Terms and Conditions.
  9. You acknowledge that we are not your advisor nor your accountant. The 1Tap Products do not constitute financial advice. You remain wholly responsible for your compliance with all filings and reporting requirements in relation to taxation and all other similar requirements or duties imposed on you under applicable law.
  10. We assume no responsibility for the content of websites linked on our site. Such links should not be interpreted as endorsement by us of those linked websites. We will not be liable for any loss or damage that may arise from your use of them.

13. Accessing the App

  1. The App is made available free of charge. You acknowledge and agree that, in order to access the full functionality of the App, you may need to make one or more in-app purchases.
  2. We do not guarantee that the App, or any content on it, will always be available or be uninterrupted. Access to the App is permitted on a temporary basis. We will not be liable to you if for any reason the App is unavailable at any time or for any period.

14. Intellectual Property Rights

  1. You acknowledge that all Intellectual Property Rights in the App and the Technology anywhere in the world belong to us or our licensors, that rights in the App are licensed (not sold) to you, and that you have no rights in, or to, the App or the Technology other than the right to use each of them in accordance with these Terms and Conditions. Nothing in these Terms and Conditions is intended to transfer any Intellectual Property Rights from 1Tap to Users or Accountants.
  2. You acknowledge that you have no right to have access to the App in source-code form.

15. Indemnity

  1. You indemnify 1Tap from and against all claims, costs, damage and loss arising from your breach of these Terms and Conditions. This indemnity covers any costs relating to the recovery of any Fees that you have failed to pay in accordance with these Terms and Conditions.

16. Termination

  1. We may terminate these Terms and Conditions immediately by written notice to you.
  2. You shall be deemed to have terminated these Terms and Conditions if:
    • you cancel your subscription to the 1Tap Products; or
    • you fail to pay any Fees due and payable for a renewal of the 1Tap Products.
  3. Without prejudice to its other rights and remedies, 1Tap may, on notice to you, terminate these Terms and Conditions with immediate effect if you:
    • commit a material breach of these Terms and Conditions and, in the case of any breach which can be remedied, fail to remedy that breach within fourteen days of a notice from us requiring such remedy; or
    • you or your business become insolvent or your business goes into liquidation or has a receiver or manager appointed of any of its assets or if you become bankrupt, or make any arrangement with your creditors, or become subject to any similar insolvency event in any jurisdiction.

Free subscribers

  1. 1Tap reserves the right to terminate your Account if it has been inactive for a period of 90 days; we will notify you prior to this.

1Tap prime subscribers

  1. These Terms and Conditions will continue for the period covered by the Fees paid for your Plan (a “Billing Period”). At the end of each Billing Period these Terms and Conditions will automatically renew for another period (if you pay the relevant Fees when due and payable) unless either party terminates these Terms and Conditions before the end of the relevant Billing Period.
  2. No refund will be given of any Fees you have already paid in advance in respect of a Billing Period upon termination of these Terms and Conditions prior to the expiry of that Billing Period. If these Terms and Conditions are terminated for any reason and any Fees that were payable prior to such termination are unpaid, you will be liable to pay all outstanding Fees to 1Tap.
  3. Failure by you to pay any Fees due to us by the date on which such payment is due shall constitute a material breach of these Terms and Conditions.
  4. Without prejudice to its other rights and remedies, 1Tap may terminate these Terms and Conditions and close your Account at the end of any Billing Period.

17. General

Confidentiality

  1. Each party undertakes to the other that it shall not at any time disclose to any person any Confidential Information except as is permitted by these Terms and Conditions, including the remainder of this this Confidentiality section.
  2. Each party may disclose the other’s Confidential Information:
    • to its employees, officers, representatives, service providers, subcontractors or advisers who need to know such information for the purposes of carrying out the party’s obligations under these Terms and Conditions, provided always that such recipients shall be made aware of the confidential nature of the Confidential Information they receive and shall agree to reasonable confidentiality undertakings to protect such Confidential Information;
    • as may be required by law, a court of competent jurisdiction or any governmental or regulatory authority; or
    • as described in the Privacy Policy.
  3. Neither party shall use the other party’s Confidential Information for any purpose other than to perform its obligations under these Terms and Conditions.

Force Majeure

  1. 1Tap shall not have any liability for any failure or delay resulting from any governmental action, fire, flood, insurrection, earthquake, power failure, riot, act of terrorism, war, explosion, embargo, strike, labour or material shortage, transportation interruption of any kind, work slowdown or any other event or condition beyond its control.

Applicable Law and Jurisdiction

  1. These Terms and Conditions and all matters arising from them (including, without limitation, any dispute relating to the existence, validity or termination of these Terms and Conditions or any contractual or non-contractual obligation) shall be governed by, and construed in accordance with English law. In relation to any legal action or proceedings to enforce these Terms and Conditions or arising out of or in connection with these Terms and Conditions (including, without limitation, any dispute relating to the existence, validity or termination of these Terms and Conditions or any contractual or non-contractual obligation) (“Proceedings”) each of the Parties irrevocably submits to the exclusive jurisdiction of the courts of England and waives any objection to Proceedings in such courts on the grounds of venue or on the grounds that the Proceedings have been brought in an inappropriate forum provided that a judgment or order of any court may be enforced in any court of competent jurisdiction.

Entire Agreement

  1. These Terms and Conditions, together with any webpages, documents or policies incorporated by reference hereinto, constitute the entire agreement and understanding between you and 1Tap relating to the matters contemplated by these Terms and Conditions and supersedes all previous agreements (if any and whether in writing or not) between you and us in relation to such matters. The parties acknowledge and agree that, except as otherwise expressly provided for in these Terms and Conditions, they are not entering into these Terms and Conditions on the basis of, and are not relying on and have not relied on, any statement, representation, warranty or other provision (in any case whether oral, written, expressed or implied) made, given, or agreed to by any person (whether a party to these Terms and Conditions or not) in relation to the subject matter of these Terms and Conditions, provided that nothing in these Terms and Conditions shall exclude any party from liability for fraud or fraudulent misrepresentation.

Assignment

  1. You shall not assign any rights or obligations under these Terms and Conditions without 1Tap’s prior written consent (such consent not to be unreasonably withheld) and any unauthorised assignment shall be null and void.

Notices

  1. Notices to 1Tap must be sent to hello@1tap.io or to any other email address notified to you by us.
  2. We will send notices to you to the then current email address on your Account.

Waiver

  1. Except as otherwise provided in these Terms and Conditions, a waiver of any right or remedy under these Terms and Conditions or by law is only effective if given in writing and shall not be deemed a waiver of any subsequent breach or default. A failure or delay by a party to exercise any right or remedy provided under these Terms and Conditions or by law shall not constitute a waiver of that or any other right or remedy, nor shall it prevent or restrict any further exercise of that or any other right or remedy. No single or partial exercise of any right or remedy provided under these Terms and Conditions or by law shall prevent or restrict the further exercise of that or any other right or remedy.

Severability

  1. If any provision or part-provision of these Terms and Conditions shall be held to be invalid, illegal, void or unenforceable, it shall be deemed modified to the minimum extent necessary to make it valid, legal and enforceable. If such modification is not possible, the relevant provision or part-provision shall be deemed deleted. Any modification to or deletion of a provision or part-provision under this section shall not affect the validity and enforceability of the rest of these Terms and Conditions.

Independent Contractors

  1. The parties agree that they are each independent contractors and nothing in these Terms and Conditions will be deemed to establish a joint venture, partnership, agency or employment relationship between the parties. Neither party shall have any express or implied right or authority to assume or create any obligations on behalf of or in the name of the other party or to bind the other party to any other contract, agreement or undertaking with any third party.

Third party rights

  1. Other than Accountants, a person who is not a party to these Terms and Conditions has no right to benefit under or to enforce any term of these Terms and Conditions.

Contact us

  1. To contact us, please email: hello@1tap.io. Thank you for using 1Tap.