Terms of Service

PART 1 – GENERAL USER TERMS AND CONDITIONS

Welcome to Slip. Before you start enjoying our platform we have to set out the rules which will govern Slip’s relationship with you. We have done our best to make themas easy to understand as possible but if you have any questions at all, feel free to contact us here.

WHO WE ARE

We are Slip Technology Limited, a company incorporated and registered in England and Wales with companynumber 13370492. Our registeredoffice is at 120 New Cavendish Street, London, W1W 6XX (referred to as Slip, we, our and us).

Slip is turning receipts paperless. Never worry about a lost receipt again, make your shopping more sustainable, and gain access to exclusive offers and discounts, all with Slip. Thank you for using our service.

THESE TERMS

In these terms and conditions (together with the documents referred to in them) (the Terms), we’ll refer to our Website, which refers to all our sites located at or accessible through www.slipreceipts.com, our Mobile Application which is accessible via our Website on desktop and mobile devices, and through selected app stores (including without limitation the Apple App Store and Android Playstore), and our Client Dashboard, together as our Platform. References to our Website include our owned sites, but do not include links to third-party sites (such as those of Clients and the sites of our partners).

These Terms govern your relationship with us when you access our Platform, so please make sure to read them carefully before you start accessing thePlatform. Once you start using our Platform you are taken to have understood and accepted these Terms. We don’t expect you to memorise these Terms but they will form a binding agreement between you and us so if you have any questions, please let us know.

With Slip, you are either a retailer issuing digital receipts (a Client) or a customer making purchases with Clients (a Customer). Clients and Customers are collectively referenced in these Terms as Users (and each one a User).

In summary and subject to theseTerms:

As a Customer, you can useSlip to receive a digital copy of your receipt on our Platform (a Digital Receipt) when shopping with a Client and completing a transaction with them(a Transaction), by scanning a QR code in the Client’s store (a Store)or, once available, when making a purchase online. You can then use the DigitalReceipt, subject to each Client’s own policies, when making returns. Slip may also enable you to receive promotional offers (Offers) with our selected partners.

As a Client, you can issueDigital Receipts to Customers through our Platform after they have completed aTransaction with you, and use your Dashboard to access and export anonymised purchasing data and insights. You can also use our Platform to see when a refund has been issued against a Digital Receipt.

Part 1 of these Terms apply to all Users, Part 2 apply specifically to Customers, and Part 3 apply specifically to Clients.

OTHER APPLICABLE TERMS

TheseTerms also include our Privacy Policy (the Privacy Policy). You should read the Privacy Policy as it sets out the terms on which we process (collect, use, share, etc.) any personal data we collect from you or that you provide to us and how we will communicate with you via the Platform.

CHANGES

We may from time to time amend these Terms to ensure that we remain compliant with relevant laws and regulations or to keep up to date with improvements or changes we might make to the services and experiences we can offer to you via our Platform. If we make significant changes to these Terms or to the services within thePlatform, we will let you know what these significant changes are and you may contact us if you have queries regarding these significant changes.

We don't expect you to check these Terms every time you use our Platform but we ask that you check this page from time to time to take notice of any changes we have made. This is important because by continuing to use any of the Platform after changes are made, you are accepting those changes and will be bound by them.

Equally, we may make changes to our Platform from time to time, and all Users understand we are entitled to do so at our discretion.

OUR ROLE IN TRANSACTIONS

Our Platform exists, amongst other things, to turn receipts paperless, allowing Clients to issue Digital Receipts and for Customers to be able to access their receipts digitally, all in one place. Once a connection between a Client and a Customer has been made and a Transaction completed between the Client andCustomer, our involvement is limited to the operations of our Digital Receipts Platform.Anything beyond that is beyond our reasonable control.

As such we cannot be held responsible for the actions or omissions of Clients,Customers or Users generally outside of the Platform. For example, when a Client makes a sale, the applicable Client is entirely responsible for delivery upon that sale and any liabilities of any nature arising under it. When a Customer makes a purchase from a Client, both parties acknowledge that they form a contract between them which Slip is not a party to. Slip is providing a digital service related to that arrangement, but cannot guarantee the performance by either party of their respective obligations under it and will hold no liability for failure to perform or inadequate or negligent performance.Subject to applicable law, Slip holds no liability to Users beyond what is stated in these Terms. Please note that all terms of the Consumer Contracts(Information, Cancellation and Additional Charges) Regulations 2013 or other applicable legislation in respect of cooling-off periods or similar relating to sales concluded between Clients and Customers apply only between the applicableClients and Customers. All disputes or disagreements arising between Clientsand their Customers must be concluded off the Platform, subject to Slip’scomplaints procedure.

Customers understand that their Transactions with Clients are subject to each Client’s own terms of business. All Users understand and agree that Slip is not responsible for reviewing or verifying Client’ terms of business (or equivalent), and each Client agrees to indemnify Slip in full for all losses, costs and expenses arising out of any claim made against Slip in respect of an actual or potential breach by a Client of its own terms of business. If Users wish to make claims of any nature or any form of claim beyond the remit of the Slip complaints system, then any such claim must be made off the Platform with the relevant Client or competent authorities.

PROMOTIONAL OFFERS

We may from time to time provide certain promotional offers to Users, for example as one-off promotions or as part of a loyalty programme, either for access to paid Platform features, or promotions with our registered Clients or other commercial partners (Promotional Offers). You agree that you will use Promotional Offers only in accordance with these Terms, or any additional terms we put in place for the relevant Promotional Offers. Our role inPromotional Offers for products and/or services of our Clients or other partners is as set out in the previous section.

Slip reserves the right to withhold or deduct Promotional Offers or other features or benefits at our discretion, including without limitation if we believe that the use or redemption of a Promotional Offer was in error, fraudulent, illegal, or in violation of the terms of the Promotional Offer or of these Terms.

Please note that whilst we will seek for all listed Promotional Offers to be current and active, there may be instances where a listed Promotional Offer has expired or has been de-activated by the relevant Client. We will have no liability to you where you have entered into a Transaction in anticipation of redeeming a particular promotion, but it is no longer active for any reason.

PLATFORM AND USER CONTENT LICENCE RESTRICTIONS

This section tells you what you're not allowed to do on the Platform.

Except as expressly allowed in these Terms, you may not:

·      copy the Platform or any Content (which means any audio, video, text, images, trademarks, logos or other content which may be made available to you by us and may sometimes include content which is owned or controlled by third parties (such as Clients or our partners) which we are permitted to make available to you);

·       transfer the Platform or Content to anyone else, except where we make possible and encourage sharing;

·       sub-license or otherwise make the Platform or Content available in whole or in part (and whether in object or source code form)to any person;

·       make any alterations to, or modifications of, the Platform or Content; or

·       disassemble, decompile, reverse-engineer or create derivative works based on the whole or any part of the Platform orContent or attempt to do so,

(together the Platform and Content Licence Restrictions).

ACCEPTABLE USE RESTRICTIONS

Youmay use the Platform only for lawful purposes and those outlined in these Terms.In particular, but without limitation, you agree not to:

·       act or behave in a way that is disrespectful or invalidating of other Users or people in general;

·       discriminate against other Users or any other people in any way, whether directly or indirectly, including without  limitation based on age, disability, marriage and civil partnership, pregnancy and maternity, religion or belief, race, gender identity and sexual orientation;

·       use the Platform in any way that is unlawful or fraudulent, or has any unlawful or fraudulent purpose or effect;

·       use, share, or otherwise exploit the Platform for any commercial, business, or monetised purpose whatsoever other than those purposes outlined in these Terms related to Digital Receipts;

·       reproduce, duplicate, copy, share, or re-sell any part of the Platform other than is permitted in these Terms;

·       use the Platform in a way that could damage, disable, overburden, impair or compromise our systems or security or interfere with other Users;

·       use the Platform in a way which we deem to be inappropriate or abusive or which could cause offence or distress in any way to any User, Slip staff-member or other person associated with our service;

·       transmit any data, send or upload any material that contains viruses, Trojan horses, worms, time-bombs, keystroke loggers, spyware, adware or any other harmful programs or similar computer code designed to adversely affect the operation of the Platform;

·       access without authority, interfere with, damage or disrupt (a) any part of the Platform; (b) any equipment or network on which any part of the Platform is stored; (c) any software used in the provision of any part of the Platform; or (d) any equipment, network or software owned or used by any third party;

·       do anything to breach these Terms.

(together the Acceptable Use Restrictions).

TERMINATION OF YOUR RIGHTS

We may end or suspend your rights under these Terms immediately and without notice if:

·       you have breached any of the Platform and Content Licence Restrictions and/or Acceptable Use Restrictions;

·       we believe that your use of the Platform on an independent occasion or on a continued basis is unsuitable or inappropriate in any way at our sole discretion; or

·       you are otherwise in breach of these Terms.  

If we end your rights under these Terms:

·       you must immediately stop all activities authorised by these Terms, including your access to and use of any or all of the Platform;

·       if we ask you to you must immediately delete or remove the Platform from all devices then in your possession, custody or control and, if required, confirm to us that you have done so;

·       you must immediately settle any debts due to us or any other party in accordance with these Terms; and

·       you will not be entitled to any refund for any sums paid to us as a result of your breach or unsuitable use.

Where we end or suspend your access to our Platform, we reserve the right to temporarily or permanently remove any Digital Receipts or other digital items you have stored with us. You understand that it is your responsibility to keep back-up copies of your receipts, and that we will hold no liability to you in any way where you lose access to your Digital Receipts because we have ended or suspended your access to our Platform.

INTELLECTUAL PROPERTY RIGHTS AND USER CONTENT

This section sets out who owns what in terms of the Platform. It also sets out how we will treat any content that any User provides to us (the User Content) and what your obligations are in relation to that User Content. User Content includes but is not limited to all promotional information published through our Platform by Clients, and all Customer interactions on the Platform, such as any feedback or reviews ofClients (with the exclusion of Customer Personal Data as defined in the DataProtection Legislation):

You agree that:

in respect of the User Content that you create, upload, send or post to us that:

- you retain the ownership rights in the User Content;

- you grant us a perpetual, royalty free, non-exclusive licence (including the right to grant sub-licences) to use, copy, distribute, reproduce and publish any and all User Content (including, without limitation, on our Platform, on other websites, on physical products and in promotional and/or marketing material developed in each case whether developed by us or on our behalf);

- we may disclose your identity to any third party who claims that the User Content posted or uploaded by you defames them, constitutes a breach of their intellectual property rights or breaches their right to privacy; and

- you make your User Content available to us in the manner envisaged by these Terms without payment or other compensation to you, regardless of how we use the UserContent.

- subject to the previous bullet point, the Platform and all material published on, in, or via all aspects of it is owned and controlled by, or licensed to us.

You represent and warrant on an ongoing basis that you:

- are the owner or authorised licensee of all your User Content;

- have all necessary rights (including, but not limited to, all intellectual property rights) and consents required to publish the User Content and to grant us the rights in the User Content as set out in these Terms;

- will not post or transmit to us User Content that violates applicable law, regulations, these Terms or any other relevant Slip policy;

- have all required permissions and consents from any third party (whether a natural or a legal person) whose personal information is included in any User Content; and

- have consent in writing of the owner(s) and/or authorised directors and/or authorised signatories of an applicable Client before creating an account for that Client on our Platform.

INTERACTION AND REPORTING

All Users acknowledge and agree that they are responsible for all of their own behaviour, actions and interactions when using the Platform, generally and in respect of other Users (whether Customers or Clients), including when completing Transactions in Store. Of course, Slip does not directly control or fully moderate User Content or interactions in real time, and Users should use the reporting mechanism below to ensure that any harmful User Content or interactions are identified and addressed as efficiently as possible. Users acknowledge that Slip is at all times entitled and permitted to monitor and investigate all Users’ interactions within the Platform, and when using the Platform together in Store.

Please note that Slip is built and relies upon the trust and good faith of our Users. Any attempts to circumvent fees due to Slip through Promotional Offers may result in (amongst other remedies available to Slip), temporary or permanent suspension from thePlatform, Slip becoming entitled to invoice (with payment due upon issuance)for all lost earnings as a result of the applicable circumventions along with interest and penalty fees.

Reporting mechanism: If you see any User Content which appears on our Platform, or you experience any behaviour whilst using the Platform with other Users (such as in Store), which you find offensive, abusive or in any way inappropriate then please notify us as soon as possible. You can report any offensive, abusive or inappropriateUser Content, communication or interaction between Users to us via this form. When reporting, you can request that any particular User Content is removed or that the User communication or interaction is investigated. One of our team will then review your report and take any action we deem appropriate.

You agree that where you are either the reporter of a complaint or the subject of it, that Slip will be entitled to take such action as it deems necessary or appropriate, including without limitation to remove or suspend applicableUsers, to require certain User Content to be taken down or edited (or to take such action without the User’s prior consent), or to recommend that the matter is handled externally by third parties. Slip will use its reasonable efforts to respond to and address complaints. However, Slip will not be entitled or able to resolve commercial or personal disputes in respect of the subject matter of Transactions concluded between Clients and Customers, or relating to User communications or interactions generally. Slip may be able to provide evidence at any applicable hearing or tribunal provided that it is reimbursed for its time, expenses and administrative costs of doing so.

AVAILABILITY OF THE PLATFORM

ThePlatform is provided on an "as is" basis. We make no representations, warranties or guarantees of any kind regarding the availability or operation of the Platform, or that they will be secure, uninterrupted or free of defects, including without limitation, the ongoing ability to access Digital Receipts.

Your access to any of the Platform may be suspended or restricted occasionally to allow for maintenance, repairs, upgrades, or the introduction of new functions or services. Availability of our Platform may also be interrupted in the case of events or occurrences beyond our reasonable control.We will not be liable to you if for any reason the Platform is unavailable at any time or for any period, including where we have informed you that it will be available at a specific time but it is not for any reason.

Users understand that Slip will not beliable or responsible where Digital Receipts or other data stored on thePlatform is lost temporarily or permanently for any reason.

WEBSITES WE LINK TO

The Platform may link to other third party websites from which third party services can be obtained, including those of Clients registered with us, or other commercial partners. Whilst we reasonably believe that these are reputable sources of such services, you acknowledge that these other websites are independent from us and we make no representations or warranties as to the legitimacy, accuracy or quality of such third party services, and we do not accept any responsibility for their content, safety, practices or privacy policies. You access any third party website or services at your own risk.

COMPUTER VIRUSES

We do everything we can to ensure that no part of the Platform will contain or spread any viruses or other malicious code but this section explains how you can best protect your devices.  

We recommend that you ensure that equipment used to access the Platform run up-to-date anti-virus software as a precaution, and you are advised to virus-check any materials downloaded from the Platform (if applicable) and regularly check for the presence of viruses and other malicious code.

To the full extent permitted by law we exclude liability for damage or loss of any kind caused by viruses or other harmful components originating or contracted from the Platform.

NO RELIANCE ON INFORMATION

All information published on or via the Platform is provided in good faith and for general information purposes only. We make no warranties about the completeness, reliability, or accuracy of such information. Any action you take based on such information is taken at your own risk, including in respect of Transactions,Promotional Offers, Clients, or otherwise.

IF THERE IS A PROBLEM WITH THE PLATFORM

If you have any questions or complaints about the Platform, User Content or User interactions please contact us.

We are under a legal duty to provide a Platform that is in conformity with these Terms. If the Platform is faulty, then we will use our reasonable efforts to ensure you have a functioning version as soon as practicable.

OUR RESPONSIBILITY FOR LOSS OR DAMAGE SUFFERED BY YOU

We do not exclude or limit our liability to you where it would be unlawful to do so. This includes liability for death or personal injury caused by our negligence or the negligence of our employees, agents or subcontractors and for fraud or fraudulent misrepresentation. Please note however that actions of Users outside of our reasonable control will not be attributable to our negligence, such as the actions of any Customer whilst in a Client’s Store, or the action of any Client when interacting with a Customer. In all cases where it is legally compliant to do so, we disclaim all implied warranties of merchant ability or fitness for purpose, and will only be liable up to a maximum of amounts received by us from you in the preceding 12 months. If we have not received any amounts from you in the preceding 12 months, our liability shall be capped at £500.

We provide the Platform for the purposes outlined in these Terms, to make receipts paperless. You agree not to use the Platform for any purpose not expressed or implied by these Terms, and we will have no liability to you for any loss of profit, loss of business, business interruption, or loss of business opportunity, or any indirect or consequential loss arising out of orin connection with these Terms.

Except as set out in the paragraph above, you accept and agree we will not be liable for any harmful effect that accessing the Platform may have on you, and you agree that you access the Platform at your own personal and commercial risk.

COMMUNICATIONS BETWEEN US

If you wish to contact us for any reason, you can do so via this web form.

Other than to provide the services provided within our Platform, we will only contact you if we make any relevant updates or changes to our services, or where you have signed up for marketing communications. You may opt out of marketing communications at any time via emailing us, or where possible in your settings within the Platform.

The Platform may use pop-up notifications, unless you disable them. Please note though that it is not possible to disable service information or error alerts.

OTHER IMPORTANT LEGAL TERMS

We may transfer our rights and obligations under these Terms to another organisation, but this will not affect your rights or our obligations under these Terms. You may not assign or transfer any rights you may have under these Terms without our prior written approval, given at our absolute discretion.

None of the rights or obligations under these Terms are enforceable under the Contracts (Rights of Third Parties) Act 1999 by a person who is not a party tothese Terms.

Under these Terms, you are granted a licence only in respect of our Platform. Any payments made are in consideration for a licence to access our Platform. We retain ownership in the Platform at all times.

If wedo not enforce our rights against you, or if we delay in doing so, that does not mean that we have waived our rights against you, and it does not mean that you are relieved of your obligations under these Terms. If we do waive a breach by you, we will only do so in writing, and that will not mean that we will automatically waive any later breach by you.

No agency, partnership, joint venture, employer-employee or franchiser-franchisee relationship is intended or created by these Terms between Slip and anyCustomer or Client.

Each of the terms and conditions of these Terms operates separately. If any court or competent authority decides that any of them are unlawful or unenforceable, the remaining terms and conditions will remain in full force and effect. Subject to any applicable law and consumer rights, these Terms are the full agreement between us and our Users.

These Terms are governed by English law and the courts of England and Wales have exclusive jurisdiction.

Slip is a trademark of Slip Technology Limited. All Slip trademarks, service marks, trade names, logos, domain names, and any other features of the Slip brand (“Slip Brand Features”) are the sole property of Slip or its licensors.These Terms do not grant you any rights to use any Slip Brand Features whether for commercial or non-commercial use.

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