Welcome to Loyallty
Thank you for visiting the Loyallty Ltd website at www.loyallty.co.uk. These Terms and Conditions, along with our Privacy & Cookie Policy and any additional documents referenced here, form a binding agreement between you and Loyallty Ltd.
By using our website, services, mobile app, WhatsApp, SMS, or email communications, whether as a guest or registered user, you confirm that you accept and will follow these Terms.
If you do not agree to these Terms, please stop using our services immediately.
Parties Involved
(1) “Loyallty Ltd” refers to the company registered in England and Wales (company number 8398662), with its office at 220 Burrow Road, Chigwell, IG7 4NQ, UK.
(2) “Merchant” means the person or business subscribing to our services, whose details are provided in their Subscription Particulars.
Background
(A) Loyallty creates and licenses software that allows businesses to run customer loyalty programs. This software is accessible through the internet, mobile devices, point-of-sale systems (POS), and digital platforms.
(B) The Loyallty platform helps merchants run and manage loyalty programs in-store and online.
(C) The Merchant wants to use Loyallty’s platform, and Loyallty agrees to provide it under the conditions outlined in these Terms.
1. Interpretation
This section defines key terms used throughout this agreement to avoid confusion:
– App(s): Mobile applications released by Loyallty.
– Business Day: Any day that is not a Saturday, Sunday, or Christmas Day.
– Customer: Someone who buys goods or services from the Merchant and uses the Loyallty platform.
– Clientele: Customers participating in a Merchant’s loyalty program via QR code, contact info, or WhatsApp.
– Customer Data: Information provided by or collected from customers to operate the service.
– Confidential Information: Any private or sensitive business data.
– Merchant Data: Data provided by the Merchant for use of the services.
– Documentation: User guides or instructions made available by Loyallty.
– Effective Date: The date the Merchant starts using Loyallty’s services.
– Improvements: Any updates, modifications, or enhancements to the services.
– Services: The subscription services that Loyallty provides.
– Site: The Loyallty website or any platform where services are offered.
– SMS: Text messages with a maximum of 160 characters.
– Software: Loyallty’s online applications.
– Subscription Fees: The cost of using the service.
– Subscription Term: The length of time the agreement is valid.
– Subscription Particulars: The specific details of your plan.
– Virus: Harmful software that could damage systems or data.
Interpretation notes: Any reference to a “person” includes companies. Singular words include plural, and vice versa. References to writing include letters and faxes but not emails.
2. Licence
This section outlines the rights granted to you (the Merchant) to use Loyallty’s services.
2.1 Loyallty gives you a limited, non-exclusive, and non-transferable license to use its services and related documents during your subscription. This means you can use the services for your business but cannot give or sell access to anyone else.
2.2 Only your employees are allowed to use these services under your subscription.
2.3 You must not use the services to upload or share anything harmful, illegal, violent, obscene, discriminatory, or otherwise inappropriate. If you do, Loyallty may block your access without warning.
2.4 You must NOT do any of the following:
– Copy, modify, or share the software or documents, unless the law allows it.
– Try to decode or reverse-engineer the software.
– Use the services to create competing software.
– Offer Loyallty’s services to others as part of your own business.
– Give, sell, or rent access to anyone outside your company.
– Help others bypass these rules.
2.5 You agree to:
– Follow Loyallty’s reasonable instructions (e.g., on how to use or promote the service).
– Use the service according to provided instructions and documentation.
– Keep your business data accurate and current.
– Avoid doing anything that could harm Loyallty’s reputation.
– Stop unauthorized users from accessing your account and inform Loyallty immediately if that happens.
2.6 These rights are granted only to your business, not to any affiliated or parent company.
3. Services
This section explains what Loyallty will provide to you as part of your subscription.
3.1 Loyallty promises to do its best to keep the service running during your subscription. However, it may change, pause, or stop parts of the service at any time without needing to give a reason. You understand that the service might sometimes face technical issues, interruptions, or errors. Loyallty is not liable for any of these issues and is not required to continue updating or releasing new versions.
3.2 Loyallty aims to keep the services available 24/7, but there are exceptions:
– Planned maintenance, which Loyallty will try to inform you about ahead of time.
– Unexpected issues caused by things beyond their control like natural disasters, government actions, internet outages, or strikes.
3.3 If your subscription includes SMS messaging, there’s a fair usage policy. If your use of SMS becomes too costly or unprofitable for Loyallty, they may limit your usage.
3.4 Loyallty cannot guarantee that all SMS messages will be delivered successfully to your customers. Some messages may be blocked or fail due to reasons outside Loyallty’s control. Loyallty is not responsible for any damages caused by undelivered messages.
4. Customer & Merchant Data
This section explains how customer and merchant data is handled.
4.1 Loyallty will handle both Merchant and Customer data to deliver its services. It will follow its Privacy & Cookie Policy to protect this data, and the policy may be updated from time to time.
4.2 Both Loyallty and the Merchant agree to follow all rules under the General Data Protection Regulation (GDPR). The Merchant confirms that they are currently compliant and will remain compliant throughout their subscription.
4.3 Personal data may need to be stored or processed outside the Merchant’s home country. The Merchant agrees that this may be necessary to provide the service.
4.4 The Merchant is responsible for making sure that they have permission to share personal data with Loyallty. This allows Loyallty to use, process, and transfer the data legally on the Merchant’s behalf.
4.5 The Merchant must also inform any customers (third parties) whose data is being used, and get their consent, if required by law.
4.6 Loyallty agrees to handle personal data only in line with these Terms and with any lawful instructions from the Merchant.
4.7 Both Loyallty and the Merchant must take appropriate security steps to prevent unauthorized access, data loss, or damage to personal data.
5. Third Party Providers
This section explains how Loyallty’s services may involve third-party websites or services.
The Merchant understands and agrees that using Loyallty’s services might involve interacting with third-party websites, platforms, or providers. For example, you or your customers might follow links, make purchases, or communicate through third-party services.
Loyallty is not responsible for anything that happens on these third-party websites. That includes the content, your use of their services, or any purchases or agreements made. If you or your customers enter into contracts with third parties, that agreement is strictly between you (or your customer) and the third party—Loyallty is not involved.
We strongly recommend reviewing the terms and privacy policies of any third-party websites before using them. Loyallty does not endorse or approve any third-party content accessed through its services.
6. Disclaimer
This section explains the limits of Loyallty’s responsibilities.
6.1 Loyallty does not guarantee that the services will always work perfectly or without interruption. It also does not promise that the services or documentation will meet all of your specific business needs.
Loyallty is not responsible for problems caused by the internet or other communication networks. These problems can include delays, data losses, or failures in delivering services.
6.2 These Terms do not stop Loyallty from offering similar services to others or developing similar products independently. Just because you use Loyallty’s service doesn’t mean it’s exclusive to your business.
7. Merchant’s Obligations
This section outlines what you, the Merchant, are responsible for while using Loyallty’s services.
7.1 You agree to follow all relevant laws and regulations related to your use of the services.
7.2 You must ensure that you and your staff use the services and documents correctly, and follow these Terms. You’re responsible if your team violates these rules.
7.3 You are required to get and maintain all the necessary permissions, licenses, or approvals so Loyallty and its partners can deliver the service to you.
7.4 You must make sure your internet and computer systems meet the technical requirements specified by Loyallty.
7.5 You are responsible for maintaining your internet connection and related equipment. Any problems caused by your own network or internet setup—such as delays, failures, or data loss—are your responsibility, not Loyallty’s.
8. Charges and Payment
This section explains how fees work and your responsibilities when it comes to payment.
8.1 As the Merchant, you agree to pay the subscription fees stated in your subscription plan.
8.2 Fees are paid either monthly or yearly in advance, depending on the plan you chose. Payments are due on the same day each month or year, starting from the date you first subscribed. Payment rules also follow the policies mentioned in your subscription details or on the website.
8.3 If you fail to pay within 10 days of the due date, Loyallty may disable your access to the services. They are not required to continue providing access until your overdue balance is paid.
8.4 All fees are non-refundable and cannot be canceled. Prices listed do not include value-added tax (VAT) or any other applicable sales tax, which will be added to your invoice where appropriate.
9. Proprietary Rights
This section clarifies who owns what.
9.1 Loyallty and its licensors (those who gave Loyallty rights) own all the intellectual property related to the services, apps, and documents. This includes copyrights, trademarks, patents, databases, and trade secrets. Using the services does not give you ownership of any of these rights.
9.2 Loyallty confirms it has full legal rights to provide the services and grant you the permissions outlined in this agreement.
10. Confidentiality
This section covers how both parties should treat each other’s sensitive information.
10.1 During your use of Loyallty’s services, you and Loyallty might share confidential information. This includes anything labeled confidential or clearly meant to be private. However, the following are NOT considered confidential:
– Information that becomes public through no fault of the receiving party.
– Information the receiving party already had legally.
– Information legally shared by someone else.
– Information developed independently by the receiving party.
– Information required to be disclosed by law or by a government authority.
10.2 Both you and Loyallty must protect each other’s confidential information and not share it with anyone else or use it for anything other than fulfilling this agreement. Both parties must also ensure their staff respect this confidentiality.
10.3 If confidential information is accidentally lost, altered, or leaked by a third party, neither side is held responsible for that.
10.4 You agree that Loyallty’s services and any test results about their performance are confidential to Loyallty. Loyallty agrees that your Merchant data is confidential to you.
10.5 These confidentiality obligations remain in effect even after the agreement ends.
11. Indemnity
This section explains who takes responsibility if legal claims arise.
11.1 As the Merchant, you agree to protect Loyallty from any legal claims, losses, or damages that result from:
– Your use of the services or documentation.
– Your failure to follow these Terms.
– Any claims made by your customers because of something you did or didn’t do, such as giving incorrect information or not giving any information at all.
11.2 Loyallty agrees to defend you (the Merchant), your officers, directors, and employees if someone claims that the services or documents violate a UK patent, copyright, trademark, or other intellectual property rights—as long as:
– You tell Loyallty about the claim quickly.
– You help Loyallty with the defense, at Loyallty’s expense.
– You let Loyallty handle the legal case fully.
11.3 If there is a claim, Loyallty may choose to:
– Let you keep using the service under a legal license.
– Modify the service to avoid the issue.
– End the agreement with 2 business days’ notice if other options aren’t practical.
11.4 Loyallty won’t be responsible for any legal issues caused by:
– Changes made to the service by someone other than Loyallty.
– Your misuse of the service.
– Continued use after Loyallty told you about the potential issue.
11.5 This section outlines your only remedies and Loyallty’s full legal responsibility for intellectual property claims.
12. Limitation of Liability
This section limits what Loyallty is legally responsible for.
12.1 This clause outlines all the financial responsibility Loyallty may have to you (the Merchant) if anything goes wrong, including mistakes, breaches, or legal claims.
12.2 Here’s what Loyallty is not responsible for:
– You are solely responsible for how you use the services and any outcomes from it.
– Loyallty is not responsible for any errors caused by incorrect information or instructions that you give.
– Loyallty doesn’t provide any guarantees beyond what is written here—no implied warranties or promises.
– The services and documentation are provided “as-is,” meaning you use them at your own risk.
12.3 Loyallty will still be responsible for:
– Any injuries or death caused by its negligence.
– Fraud or deliberate dishonesty.
12.4 Aside from what’s listed in 12.3, Loyallty will NOT be liable for things like:
– Lost profits or income.
– Lost business opportunities.
– Damage to your reputation or goodwill.
– Lost or corrupted data.
– Any indirect or unexpected losses.
Loyallty’s total financial responsibility to you will never be more than the total subscription fees you paid in the 12 months before the problem happened.
13. Term and Termination
This section explains how and when the agreement between you and Loyallty can end.
13.1 This agreement starts on the date you subscribe (the “Effective Date”) and continues until either you or Loyallty decides to end it. You can cancel anytime through the method described on the website.
13.2 If the agreement is terminated for any reason, you will not receive a refund for any subscription fees already paid.
13.3 When the agreement ends:
– Your right to use the services ends when your paid period runs out.
– Both you and Loyallty must return or stop using anything that belongs to the other party, such as documents or software.
– You will have one month to download your customer and transaction data. After that, Loyallty may delete it.
– Any legal rights or responsibilities that existed before termination will still apply even after the agreement ends.
14. General Provisions
This section covers various legal points that apply to the whole agreement.
14.1 If something beyond Loyallty’s control (like natural disasters, internet failures, government actions, or labor strikes) prevents them from delivering the service, they won’t be held responsible as long as they notify you and explain the delay.
14.2 Any waiver (e.g., forgiving a missed payment) is only valid if it’s written down and specific to that situation.
14.3 Rights under this agreement are in addition to any rights you may have under the law.
14.4 If any part of this agreement is found to be invalid or illegal, the rest will still apply. That clause will be adjusted as needed to still reflect the original purpose.
14.5 These Terms and any related documents form the entire agreement. Neither you nor Loyallty can rely on anything that was said or promised outside of what’s written here.
14.6 You may not assign or transfer your rights or obligations to someone else without Loyallty’s written permission. Loyallty, however, can transfer or subcontract its rights and duties at any time.
14.7 This agreement does not make Loyallty and the Merchant partners or agents of one another. Neither party can act on the other’s behalf.
14.8 Only the parties to this agreement (you and Loyallty) have rights under it. No third party can enforce any terms.
14.9 Notices must be sent by email. They’re considered received once sent to the email addresses listed in your subscription or on the Loyallty site.
14.10 English law governs this agreement. Any legal disputes will be handled in the courts of England.
15. Additional Terms for Prime Loyalty (Memberships and Recurring Payments)
This section applies if you use Loyallty’s Prime Loyalty features, including memberships and recurring payments.
15.1 You must only use these services for genuine, lawful transactions with your customers. Loyallty isn’t responsible for what you advertise, sell, or how you use customer donations. You are fully responsible for the quality of your products/services and for managing deliveries, support, refunds, and returns.
15.2 Loyallty lets you process payments through customer cards. However, Loyallty cannot verify the accuracy or legitimacy of each transaction. You’re responsible for any losses from incorrect or fraudulent charges.
15.3 You must only charge your customers through the platform if they’ve given permission.
15.4 You manage the relationship with your customers. This includes:
– Getting their consent to charge them.
– Providing receipts or confirmations.
– Verifying their identity.
– Making sure they’re authorized to make payments.
Even with authorization, customers may still dispute payments. Loyallty is not responsible for handling disputes, refunds, or legal issues resulting from those transactions.
16. Additional Terms for Lucky Loyalty
This section applies if you use the Lucky Loyalty feature, which provides rewards based on chance.
16.1 Lucky Loyalty is designed to randomly reward your customers as an alternative to traditional stamp or punch cards. These rewards should be items or discounts you already sell, not cash or high-value prizes.
16.2 Your use of this feature might be affected by local laws on contests, raffles, or lotteries. You are responsible for checking and following any such rules. If needed, you must clearly inform your customers about how the program works in your store.
16.3 If any legal issues come up because of local contest or lottery laws, you agree to take full responsibility. That means Loyallty, its partners, marketplaces, or resellers are not liable—you are.
17. Additional Terms for Online Presence and Review Management Features
This section applies if you subscribe to add-on features related to managing your online presence or customer reviews.
17.1 These features are optional and can be added directly through the Loyallty admin portal. The cost of these features will be clearly shown at the time you subscribe.
17.2 Once you activate these features, you are committed to paying for them monthly as long as your main subscription is active. You cannot cancel these features separately from your main service.