SOFTWARE Terms OF USE

Last updated: 30th August 2018

These Terms of Use (hereinafter, referred to as the “Terms”) for the software YumaPOS (including all its parts, such as cloud-based part and distributable part etc.), the website www.yumapos.co.uk, and all associated applications, tools, and services (hereinafter, collectively referred to as the “Software”) constitute a legal agreement between the end user (hereinafter, referred to as “user”, “you”, and “your”) of the Software and YumaPOS UK Ltd, a UK company registered with company number 10609950, having an address at Atlantic Business Centre, Atlantic St, Altringham, Manchester, WA14 5NQ, the United Kingdom (hereinafter, referred to as the “Company”, “us”, “we”, and “our”).

by using the software, you agree to be legally bound by these terms. in case you do not agree with one or more provisions of these terms, please do not use the software. you are authorized to use the software only if you agree to these terms.

1. The Software

1.1 The Software is a cloud based all-in-one Point-of-Sale (POS) system for stores comprising: (i) POS terminal software; (ii) a customer mobile application (optional); and (iii) back office software.

2. Registration and cancellation

2.1 Registration of the Account

2.1.1 To start using the Software, you are required to have a user account (hereinafter, referred to as the “Account”). If you would like to apply for an Account, please contact us by using the contact details mentioned in Section 20.

2.1.2 By applying for an account, you warrant that: (i) you are a business and not a “consumer” as defined in the UK Consumer Contracts Regulations 2013; (ii) you agree to provide only true, accurate, current, and complete information about your company; and (iii) you are at least 18 years old.

2.1.3 You are not allowed to apply for more than one Account.

2.1.4 Unless authorized by us in writing, your Account is not transferrable.

2.1.5 You agree to update your Account as soon as any changes in your contact information occur to ensure that your Account is up-to-date, true, accurate, current, and complete.

2.1.6 The details of your specific contract will not be filed by us and, therefore, the specific contract will not be available to you. However, if you do require any information regarding your order, please contact us by using the contact details mentioned in Section 20 “Contact details” of these Terms.

2.1.7 The user can use the Software in accordance with the Terms of Use. To do so, the user needs to login to the Software via the login area of the website. The login data consist of the login ID that was provided during the registration and the password they chose (“login data”). The user can change the password anytime in their account settings.

2.1.8 YumaPOS may refuse a registration without stating reasons for the decision.

2.2 Cancellation of the Account

2.2.1 If you would like to cancel your Account, please inform the Company at least 30 days prior the 1st day of the month in which you wish to stop using the Software. You can notify the Company about the cancellation via your account manager available on the Software or by sending an email to info@yumapos.co.uk with the following subject line: “Company Name – Notice of Cancellation”. Please replace the words “Company Name” with the name of your company.

2.2.2 If you cancel your Account at least 30 days prior the 1st day of the month in which you wish to stop using the Software, the Company will not charge you any cancellation fees unless agreed otherwise. Please note that, in case you cancel your Account, you will not be entitled to any refund of fees paid by you to the Company, including fees paid for partially used periods.

2.2.3 The Company may, in its sole discretion, cancel your Account and terminate your use of the Software if the Company has a reason to believe that your use of the Software violates these Terms and it is appropriate, necessary or desirable to do so. We will notify you at least 3 business days prior such a cancellation.

2.2.4 The cancellation of your Account will result in a complete erasure of your data in the Software. If your Account is cancelled, the Company will: (i) deactivate and permanently delete your Account; and (ii) terminate all of your rights granted by these Terms.

2.2.5 Please note that your data cannot be recovered after the cancellation is executed. It is your responsibility to ensure that all your data in the Software is backed up before the cancellation of your Account. You agree not to hold the Company liable for any loss or damage of data resulting from the cancellation of your Account.

2.3 Account security

2.3.1 By using the Software, you agree to use your Account in a secure and confidential manner.

2.3.2 You will immediately notify the Company of any unauthorized use of your password.

2.3.3 You acknowledge that it is your responsibility to use a secure encrypted connection to communicate with the Company and utilise the Software.

3. Fees, payment, and refunds

3.1 Fees

3.1.1 All subscription fees for using the Software displayed on the Website or communicated to you in writing (hereinafter, referred to as the “Fees”) are in British Pounds (GBP).

3.1.2 The Fees exclude VAT and other taxes.

3.1.3 The Fees remain valid as long as they are indicated on the Website or communicated to you in writing. The Fees are subject to change. In case the Fees change, the Company will notify you at least 30 days in advance by sending an email or sending you a notice through the Software. Unless otherwise specified by the Company in writing, the changes of the Fees will apply to your next payment.

3.2 Payment

3.2.1 Unless you notify the Company about your wish to cancel your Account, your subscription will automatically renew on a monthly basis. The Fees for the renewed subscription will be charged on the 1st day of the calendar month to which the renewed subscription relates.

3.2.2 During the first paid month of using the Software, the Fees will be charged pro-rata in conjunction with the Fees for the next month.

3.2.3 You can make payments related to the Software, including payments of the Fees, by using our third party payment processor, Bacs Payment Schemes Limited (Bacs) (hereinafter, referred to as the “Third Party Payment Processor”). For more information on the Third Party Payment Processor, please visit www.bacs.co.uk. You agree that we shall not be liable if the Third Party Payment Processor declines or refuses your payment. Furthermore, you can pay the Fees by making direct debit payments.

3.2.4 You agree not to hold the Company liable for payments that do not reach the correct account because you have quoted an incorrect account number or incorrect personal information.

3.2.5 The Third Party Payment Processor may collect from you payment information, which will allow it to make the payments requested by you. Please note that we neither store nor process your credit/debit card information. The Third Party Payment Processor handles all the steps in the payment process on its website, including data collection and data processing.

3.3 Refunds

3.3.1 The Fees paid by you for the Software are non-refundable. Unless otherwise required by law, the Company will not provide any refunds of fees paid by you for using the Software, including fees for partially used periods. If you are unsatisfied with the quality of the Software, please contact the Company by using the contact details mentioned in Section 20 “Contact details” of these Terms.

4. Company’s Content

4.1 Some of the content included in the Software is owned by the Company (hereinafter, referred to as “Company’s Content”). Company’s Content includes, but is not limited to, images, source code, and text. We would like to inform you that Company’s Content is protected by the intellectual property laws of the United Kingdom and the applicable international intellectual property treaties. Unless otherwise provided in these Terms or agreed in writing by you and the Company, you are not allowed to use Company’s Content.

4.2 Unless otherwise stated in these Terms or agreed in writing by you and the Company, you are not allowed to: (i) distribute Company’s Content; (ii) copy Company’s Content; (iii) disassemble, make alterations, decompile, reverse engineer, translate, adapt Company’s Content; and (iv) rent, loan, use, lease or attempt to grant other rights to Company’s Content to third parties.

5. Intellectual property

5.1 All Company’s intellectual property, including trademarks, service marks and trade names of the Company, is owned by the Company, its partners, agents, licensors, vendors, and other content providers.

5.2 The Company does not make any claims to the intellectual property rights in relation to the information or content that you input through the Software.

6. A license to use the Software

6.1 We grant you a revocable, nonexclusive, nontransferable, limited license to use the Software pursuant to these Terms (hereinafter, referred to as the “License”).

6.2 Unless otherwise agreed in writing by you and the Company, the License allows one nominated business at one specific location to use the Software. The License cannot be sub-licensed, assigned, or made available to any third party unless a prior written consent is obtained from the Company.

6.3 Please note that the Software can be used only on hardware that is compatible with the Software.

7. License restrictions

7.1 You agree not to use the Software in any way that:

(i) violates any applicable laws;

(ii) spreads malware (e.g., viruses, worms, Trojan horses);

(iii) is ethnically, racially, or otherwise objectionable;

(iv) is sexually explicit, libelous, harassing, defamatory, abusive, profane, vulgar, threatening, hateful, obscene;

(v) advertises or encourages the use of illegal substances;

(vi) spreads spam or other illegal messaging;

(vii) copies, distributes, rents, resells, modifies, compromises, damages, disables, impairs, and overburdens the Software;

(viii) interferes with other users of the Software; and

(ix) uses bots and other automated methods.

8. Your warranty to the Company

8.1 You represent and warrant that you will use the Software only in accordance with these Terms and applicable laws.

8.2 You explicitly and freely represent and warrant that you will pay all your taxes due that you are obliged to pay in relation to using the Software.

8.3 You explicitly and freely represent and warrant that you will set (and double-check) valid and correct VAT rates while using the Software if applicable.

9. Privacy

9.1 By using the Software, you hereby agree and acknowledge that the Company may collect and process some personal data through the Software. If you would like to know more about how we collect and process personal data, please read our Privacy Policy available at www.yumapos.co.uk.

10. Availability

10.1 We put reasonable efforts to ensure that the Software is always available. Nevertheless, we cannot guarantee that the Software would be always available because the availability of the Software may be affected by factors, which we cannot control, e.g., bandwidth problems, equipment failure, or acts of God. We do not accept any responsibility for the unavailability of the Software caused by such factors.

11. Links

11.1 The Software may contain links to websites owned by third parties. We are not responsible for the content of websites owned by third parties.

12. Disclaimer of warranties

12.1 TO THE EXTENT PERMITTED BY THE APPLICABLE LAW, WE PROVIDE THE SOFTWARE ON “AS AVAILABLE”, “AS IS”, AND “WITH ALL FAULTS” BASIS. WE DO NOT MAKE ANY REPRESENTATIONS OR WARRANTIES ABOUT THE RELIABILITY, SUITABILITY, AND ACCURACY, FOR ANY PURPOSE, OF THE SOFTWARE. WE HEREBY DISCLAIM ALL WARRANTIES REGARDING THE SOFTWARE AND ITS OPERATION.

12.2 By using the Software, you acknowledge that the Company may use third party suppliers to provide software, hardware, storage, networking, and other technological services. The acts and omissions of third party suppliers may be outside of Company’s control. To the maximum extent permitted by law, the Company excludes any liability for any loss or damage resulting from the acts and omissions of such third party suppliers.

13. Indemnification

13.1 You indemnify and agree to defend the Company, its affiliates and their respective officers, directors, employees and agents, against any claims, liabilities, actions, proceedings, demands, costs, charges and expenses which the Company may incur or suffer as a result of: (i) your access and use of the Software; (ii) your failure to comply with these Terms; and (iii) your violation of any laws and third party rights.

13.2 You indemnify and agree to hold harmless the Company, its affiliates and their respective officers, directors, employees and agents, against any claims, liabilities, actions, proceedings, demands, costs, charges and expenses which the Company may incur or suffer as a result of: (i) any incorrect information input into the system of the Company, (ii) non-payment of any of your taxes due.

14. Limitation of liability

14.1 UNLESS OTHERWISE STATED IN THE APPLICABLE LAW, WE SHALL NOT BE LIABLE FOR ANY DAMAGES, INCLUDING, BUT NOT LIMITED TO, INCIDENTAL, PUNITIVE, SPECIAL OR OTHER RELATED DAMAGES ARISING OUT OR IN CONNECTION WITH THE SOFTWARE.

14.2 Company’s maximum aggregate liability under or in connection with these Terms or your use of the Software is limited to the total amount of the Fees paid by you in the past 12 months.

15. Termination

15.1 These Terms are in force until terminated.

15.2 We may, at our sole discretion, terminate these Terms at any time by sending you either a message through the Software or an email. In addition, your rights under these Terms will be automatically terminated if you do not comply with any provision of these Terms.

15.3 After the termination of these Terms, all legal rights granted to you pursuant to these Terms will terminate. Upon termination, you shall stop using the Software.

16. Amendment of these Terms

16.1 We reserve the right to amend or modify these Terms from time to time by sending you a message through the Software or an email. In case you continue using the Software after receiving such a message or an email, you agree to the changes stated in the message or the email.

16.2 The Company shall not be responsible for any damage caused to, or loss suffered by, users due to their failure to notice an amendment to the Terms of Use provided that the Company has performed all of its obligations under these Terms of Use in relation to such amendments.

17. Governing Law

17.1 The Terms shall be governed by the laws of the United Kingdom.

17.2 All disputes arising out of or in connection with these Terms shall be resolved by the courts in Manchester, England, the United Kingdom.

17.3 If any provision of these Terms of Use is or becomes invalid, the validity of the remaining provisions shall not be affected. The parties undertake to replace any invalid provision with a valid provision which is in its economically desired sense and purpose as close to the invalid provision as possible. This also applies to contractual loopholes.

17.4 The application of the United Kingdom International Private Law and the United Nations Convention on Contracts for the International Sale of Goods is excluded. If the user is a consumer, then the mandatory consumer protection rules of the state in which the user has their permanent residence are additionally applicable provided they offer the user a more extensive protection.

17.5 If the user is a merchant, a legal entity under public law or a special fund under public law or if the user has no permanent residence within the United Kingdom, then the venue for all rights and obligations resulting from the contractual relationships with the user construed herein is the United Kingdom.

18. Newsletter

18.1 If you prefer, you can subscribe for our newsletter. You can do so by using “Sign up for newsletter” functionality, which is available on the Website.

18.2 You can unsubscribe from our newsletter by using the unsubscribe link included in any newsletter submitted by the Company to you.

19. Customer support

19.1 Please feel free to submit your support query to us. You can do this by:

20. Contact details

20.1 Below, you can find our contact details.

Our address is:

YumaPOS UK Ltd

Atlantic Business Centre

Atlantic St., Altringham

Manchester, WA14 5NQ

The United Kingdom

Our phone number is: +44 (0) 161 302 9276.

Our email address is: info@yumapos.co.uk

20.2 You can also contact us by using the contact form available on the Website.

21. Last amendment

21.1 These Terms have been last amended on 30th of August 2018.