Master Subscription Agreement

Last updated 23 July 2026

1. Definitions and interpretation

Agreement means this Master Subscription Agreement together with each Order and the Incorporated Policies. Order means an order for the Service placed through our website, in-product purchase flow, or a written order form we accept, identifying the plan, term, fees, and any agreed variations. Incorporated Policies means our published Service Level Agreement, Acceptable Use Policy, AI Fair Usage Policy, Data Processing Agreement, Data Retention Policy, Refund and Cancellation Policy, and Privacy Policy, each as published on our website and updated per clause 15. Service means the Tapapp platform, comprising the web application, mobile applications, and related support. Customer, you means the entity identified in the Order. Users means individuals you authorise to use the Service under your account. Customer Data means data submitted to the Service by you or your Users.

2. The Service

We will provide the Service with reasonable skill and care, materially as described on our website at the date of your Order, and in accordance with the Service Level Agreement. We may improve or modify features provided the core functionality you subscribed for is not materially reduced during a paid term. Support is provided as described in the Service Level Agreement.

3. Orders, term and renewal

This Agreement starts on the date of your first Order and continues while any Order is in force. Each subscription runs for the billing period stated in the Order and renews automatically for successive billing periods unless cancelled in accordance with the Refund and Cancellation Policy. Either party may decline renewal by notice given before the renewal date as that Policy describes. Trials and pilots run on the terms stated at sign-up and convert only on an Order.

4. Fees and payment

You will pay the fees stated in the Order, billed in advance for each billing period by card or direct debit through our payment provider. Fees are exclusive of VAT, which is added where applicable. If a payment fails, we will notify you and retry as described in the Refund and Cancellation Policy; continued non-payment may lead to suspension under clause 13. We may revise fees for a subsequent billing period on at least 30 days notice; the change takes effect at your next renewal. Except as set out in the Refund and Cancellation Policy or required by law, fees are non-refundable.

5. Your obligations

You will: use the Service in accordance with this Agreement and the Acceptable Use Policy and AI Fair Usage Policy, keep account credentials confidential and ensure your Users do the same, be responsible for the acts and omissions of your Users, ensure Customer Data and your use of it comply with applicable law, including providing any notices to your staff required for monitoring features you enable, and maintain the accuracy of your account and billing information.

6. Users and access

Access is through individual named User accounts within the limits of your plan. Accounts must not be shared. You may add, change, and remove Users through the administrative tools. You are responsible for managing your Users’ permissions and for removing access for people who leave your organisation.

7. Data protection

Each party will comply with applicable data protection law. Where we process personal data within Customer Data on your behalf, we do so as processor under the Data Processing Agreement, which forms part of this Agreement. You are the controller of that personal data. Our processing of account and billing contact data as a controller is described in our Privacy Policy.

8. Intellectual property

We and our licensors own all intellectual property rights in the Service. We grant you a non-exclusive, non-transferable right for your Users to use the Service for your internal business purposes during the term. You own the Customer Data. You grant us a licence to host, process, transmit, and display Customer Data as needed to provide the Service, and to use data in aggregated and anonymised form that does not identify you or any individual to operate and improve the Service. You will not copy, modify, reverse engineer, resell, or create derivative works of the Service except as permitted by law, nor remove proprietary notices. Feedback you choose to give may be used by us without obligation.

9. Confidentiality

Each party will keep the other’s confidential information confidential, use it only to perform this Agreement, and protect it with at least the care it uses for its own confidential information. This does not apply to information that is public without breach, already lawfully known, independently developed, or required to be disclosed by law, provided notice is given where lawful. This clause survives termination for five years.

10. Warranties and disclaimers

Each party warrants it has the authority to enter this Agreement. We warrant the Service will perform materially as described and that we will provide it with reasonable skill and care. Except as expressly stated, the Service is provided as is, and all other warranties, conditions, and terms implied by law are excluded to the fullest extent permitted. We do not warrant the Service will be uninterrupted or error free; availability commitments and remedies are as set out in the Service Level Agreement, whose service credits are the sole remedy for availability failures.

11. Indemnities

We will defend and indemnify you against third party claims that your use of the Service as permitted infringes UK intellectual property rights, provided you notify us promptly, give us control of the defence, and reasonable assistance. If such a claim arises, we may modify the Service, procure rights, or terminate the affected Order with a pro-rata refund. This clause does not apply to claims arising from Customer Data, combinations with items not supplied by us, or use in breach of this Agreement. You will defend and indemnify us against third party claims arising from Customer Data or your use of the Service in breach of this Agreement or applicable law, on the same conditions.

12. Liability

Nothing in this Agreement excludes or limits liability for death or personal injury caused by negligence, fraud or fraudulent misrepresentation, or any liability that cannot be excluded by law. Subject to that: neither party is liable for loss of profits, revenue, anticipated savings, goodwill, or for indirect or consequential loss; and each party’s total aggregate liability arising under or in connection with this Agreement in any 12 month period is limited to the fees paid or payable by you in the 12 months before the first event giving rise to liability. The caps and exclusions in this clause apply to the Data Processing Agreement as its clause 11 describes.

13. Suspension

We may suspend access, wholly or partly, where reasonably necessary: for non-payment after notice per the Refund and Cancellation Policy, for material breach of the Acceptable Use Policy or AI Fair Usage Policy, to address a security risk, or where required by law. We will limit suspension to what is necessary, notify you where practicable, and restore access promptly once the cause is resolved. Fees remain payable during suspension caused by your breach.

14. Termination and its effects

Either party may terminate an Order or this Agreement for material breach not remedied within 30 days of written notice, or immediately if the other party becomes insolvent. You may cancel per the Refund and Cancellation Policy. On termination or expiry: your right to use the Service ends, you should export Customer Data using the in-product tools before closure, and we will delete or return Customer Data as set out in the Data Processing Agreement and the Data Retention Policy. Clauses which by their nature survive, including confidentiality, liability, and accrued payment obligations, survive termination.

15. Changes

We may update the Incorporated Policies and this Agreement from time to time. Material changes will be notified by email or in-product notice at least 30 days before they take effect, and take effect at your next renewal unless a shorter period is required for legal or security reasons. If a material change is detrimental to you, you may cancel before it takes effect per the Refund and Cancellation Policy.

16. Force majeure

Neither party is liable for failure or delay caused by events beyond its reasonable control, provided it notifies the other and uses reasonable efforts to mitigate. If such an event continues for more than 30 days, either party may terminate the affected Order on notice.

17. General

This Agreement, the Orders, and the Incorporated Policies are the entire agreement between the parties concerning the Service and supersede prior discussions, provided that this clause does not exclude liability for fraud. Where terms conflict, the order of precedence is: the Order, this Agreement, the Data Processing Agreement on data protection matters, then the other Incorporated Policies. You may not assign this Agreement without our consent, not to be unreasonably withheld; we may assign to an affiliate or on a sale of the business. Notices go to the parties’ registered or account email addresses. No third party has rights under the Contracts (Rights of Third Parties) Act 1999. If a clause is found unenforceable, the remainder stands. No waiver is effective unless written.

18. Governing law and jurisdiction

This Agreement is governed by the law of England and Wales, and the courts of England and Wales have exclusive jurisdiction, except that either party may seek injunctive relief in any court of competent jurisdiction.