TERMS AND CONDITIONS OF HOPSY
These are the terms and conditions of Hopsy, an online hospitality compliance and operations
platform (the “Platform”), owned and operated by SCAHH LTD, a company registered in England
and Wales under company number 14551622, with registered office at C/O Sedulo Liverpool Limited, 5th Floor, Walker House, Exchange Flags, Liverpool, England, L2 3YL.(the “Company”).
By using the Platform, you are deemed to accept these terms and conditions, and a legally binding
contract is formed between the Company and you. If you do not accept these terms and conditions,
please do not use the Platform. You also agree to the terms of our privacy policy, which can be found
here: https://www.hopsy.co.uk/policy/
These terms and conditions apply to any user of the Platform and, where you purchase a subscription
for the Platform on behalf of a company or organisation, you warrant and guarantee that you have
authority to bind that organisation, and that all users will comply with these terms and conditions
when using the Platform.
These terms and conditions were last updated in July 2021. We may amend these terms and
conditions from time to time, and such amendments shall apply to your use of the Platform. Please
check back regularly to ensure you are aware of the terms and conditions that apply to you.
1. The Platform
1.1 The Company is the exclusive owner of the Platform. The Company grants to you a
non-exclusive, non-transferable, non-sub-licensable, royalty-free licence to use the Platform,
subject to these terms and conditions (the “Licence”). The Platform may be accessed by you
via a web browser or other device owned or controlled by you. The Platform is designed to
allow you to digitally manage the compliance and operational aspects of your business, and
provide enhanced visibility across your organisation.
1.2 You shall use the Platform for the processing of your own business data, and for the data of
individuals within your organisation, for internal business purposes only.
1.3 You acknowledge that you are licensed to use the Platform only in accordance with these
express terms and conditions, and not further or otherwise. Nothing in these terms and
conditions transfers any ownership right in the Platform to you or any other party.
1.4 The Company may modify, add or remove functionality of the Platform from time to time,
without liability to you or any third party.
2. Licence Term
2.1 The Licence comes into force when you purchase a subscription to use the Platform, and
remains in force for 12 months (a “Subscription Term”). At the 12 month anniversary, the
Licence automatically renews for a subsequent Subscription Term, unless and until you
provide us with 30 days’ notice to terminate at the end of a Subscription Term.
2.2 You are solely responsible for the cancellation of your subscription. You may cancel at the end
of a Subscription Term, as per clause 2.1 above, by emailing hello@hopsy.co.uk
2.3 The Company may suspend your access to the Platform, and terminate the Licence, at any
time where you (or a member of your organisation) have materially breached these terms
and conditions (which includes failing to make payment). Where the Company does so, no
refunds will be provided for the then-current period of your subscription.
12.4 Where your Licence ends for any reason, you will no longer have access to the information
stored on the Platform. The Company has no obligation to maintain any of your data
following termination, and is permitted to delete it once your Licence ends. The Company
reserves the right, although is not obliged to, retain your data for a short period for record
keeping purposes, or to ensure that any such termination of your Licence has not been
inadvertent.
3. The Parties’ Obligations
3.1 3.2 3.3 3.4 3.5 3.6 The Company is not obliged to provide copies of the Platform (including copies of any source
code) to you.
You agree to use the Platform in compliance with applicable law and regulation.
You will not, and will not allow third parties to:
3.3.1 use the Platform to upload, transit or otherwise distribute any unlawful, threatening,
defamatory, harassing, fraudulent, obscene, abusive or otherwise objectionable
content, or that may contain viruses, malicious code or any other items of a harmful
nature;
3.3.2 use the Platform for fraudulent or inappropriate purposes;
3.3.3 attempt to decipher, decompile, delete, alter or reverse engineer the Platform;
3.3.4 duplicate, make derivatives works of, reproduce or exploit the Platform, without the
Company’s written permission;
3.3.5 use the Platform to create a similar or competitive Platform; or
3.3.6 Platform.
remove or alter any logos, trademarks or copyright notices appearing on the
The Company will provide you with basic support, at no additional charge, via the website for
the Platform.
The Company uses commercially reasonable endeavours to ensure the Platform is available
24 hours a day, 7 days a week, but is not liable for any downtime or where the Platform is not
available to you. Circumstances may occur that are outside the Company’s control (including
but not limited to acts of God, floods, fires, earthquakes, pandemics, civil unrest, acts of
terror, failure of internet Platform providers or other third party contractors), and the
Company is not responsible for failure to provide the Platform in such circumstances.
The Company has implemented, and maintains, safeguards to ensure the protection and
security of your data that is uploaded to the Platform. The Company complies with applicable
data protection legislation, including the UK Data Protection Act 2018. For more information
on how the Company processes and stores personal data, please see the Company’s privacy
policy, which can be found here: https://www.hopsy.co.uk/policy/.
23.7 You are responsible for the quality, accuracy and completeness of your data. The Company
does not verify or evaluate your data, nor does the Company advise you on any compliance
or operational-related matters in any way. The Platform does not provide legal or regulatory
guidance regarding compliance obligations in certain locations or industries. If you require
such advice, please contact an independent professional. You are the owner of your data, and
nothing in these terms and conditions transfers any such ownership to the Company.
3.8 You shall only permit authorised users, who are assigned unique user credentials
(“Authorised Users”) to use the Platform, and use appropriate administrative controls to
ensure that Authorised Users do not share access credentials with each other or any third
party. You are solely responsible for the acts or omissions of your Authorised Users or any
third parties who obtain access to the Platform through your usage. You will notify the
Company promptly if you become aware of any unauthorised access or use.
4. Payment Terms
4.1 4.2 4.3 4.4 4.5 4.6 4.7 Your subscription to use the Platform renews automatically on an annual basis. Subscription
payments are made in one of the following ways:
4.1.1 on a monthly basis, in advance, and at the beginning of each month;
4.1.2 on a quarterly basis, in advance, and at the beginning of each quarter; or
4.1.3 on an annual basis, in advance, and at the beginning of each year.
There are two pricing plans available to you when signing up for the Platform. These are: Pro
and Advanced. The pricing, and features included, for each pricing plan can be found here:
https://www.hopsy.co.uk/pricing/ These may change from time to time; however, pricing will
never change during a Subscription Term.
Your payment method will be charged once per month in relation to your subscription. The
Company will email you a receipt when your card has been charged. It is your responsibility to
ensure that your payment method is kept up to date. A notification will be issued to you to
notify you of the failed payment. If your payment method is out of date, and the Company
has been unable to contact you to update your payment method within 7 days of the
payment failing, your access to the Platform will be suspended until updated.
The Company provides no refunds for partial use of the Platform over a Subscription Term.
All fees are exclusive of value added tax or any other sales tax. Fees are collected by our third
party payment providers, and their terms and conditions will apply to such payments
(currently Stripe, Inc. and QuickBooks (operated by Intuit Inc).
You are free to upgrade or downgrade your subscription at any time, by emailing us at
hello@hopsy.co.uk Any such changes will take effect from the next billing cycle (this is the
next month, quarter or year you make a subscription payment).
When you sign up for the Platform, you will be provided with a free 30-day trial (the “Trial”).
The Company will not request credit card information at this time. Following expiry of the
Trial, you will be given the option to sign up to use the Platform on the basis of one of our
payment plans. If you choose not to do this, your Licence will automatically expire at the end
of the Trial, and you will lose access to the Platform.
35. Intellectual Property Rights
5.1 The Company retains all right, title and interest in and to the Platform, including the
intellectual property rights therein (including its source code).
5.2 The Company may collect, use and disclose your transactional and performance data related
to your use of the Platform, provided this does not include personal data or business sensitive
data, and does not reveal your identity.
5.3 You retain all right, title and interest in the data you upload to the Platform.
6. Publicity
6.1 The Company may disclose your name as a customer of the Platform in its marketing
materials, unless you have requested that the Company does not do so.
7. Warranties and Liability
7.1 The Company represents and warrants that:
7.1.1 the Platform will perform substantially in accordance with the specifications provided
by the Company;
7.1.2 the Platform will comply with applicable data protection legislation; and
7.1.3 the Company will adhere to its privacy policy regarding your personal data.
7.2 The Company disclaims all other warranties, express or implied, including implied warranties
or merchantability or fitness for a particular purpose, with respect to the Platform or any
Additional Materials. The Company does not warrant that the Platform will be uninterrupted
or error-free.
7.3 Neither you nor the Company will be liable for any indirect, special or consequential loss
arising under these terms and conditions.
7.4 The Company’s liability arising under, or in relation to, these terms and conditions shall be
limited to the total fees paid by you during a Subscription Term.
7.5 You agree to indemnify and hold harmless the Company against any costs, damages,
expenses, losses and other liabilities incurred as a result of a third party action, claim,
demand, proceeding or suit where this arises from or in connection with your use of the
Platform in violation of these terms and conditions, or any decision or action you take due to
information available through your use of the Platform.
7.6 The Company accepts no liability for any decision you may take as a result of your use of the
Platform. The Platform is intended to simplify and provide oversight of your compliance
obligations, not to advise you on the most effective decisions for your organisation.
7.7 The Company agrees to indemnify you and hold you harmless against any costs, damages,
expenses, losses and other liabilities incurred as a result of a third party action, claim,
demand, proceeding or suit where this arises from or in connection with your use of the
Platform where this infringes the intellectual property rights of a third party. This indemnity
shall not apply where you have used the Platform in an unauthorised or modified form.
48. General
8.1 If any part of these terms and conditions is or becomes invalid, illegal or unenforceable, it is
deemed to be deleted, and the rest of these terms and conditions shall remain in full force
and effect.
8.2 8.3 8.4 No third parties are provided with any rights under these terms and conditions, and the
Contracts (Rights of Third Parties) Act 1999 does not apply.
Either party may give notice to the other party by sending an email to the last email
address notified to the other party. Time of delivery is deemed to be the time of
transmission. This shall not apply to the Platform of legal proceedings.
These terms and conditions, and any non-contractual obligations arising hereunder, shall be
governed and construed in accordance with the laws of England and Wales, and the English
courts shall have exclusive jurisdiction to deal with any dispute arising hereunder.
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