Mobile Applications for Business Service
1.1 The terms and conditions (referred to in this document as “the terms and conditions”) of Rosenberg & Associates Ltd, Registered in England and Wales Number: 07328408, govern the use of the Service or Services (“Service”/”Services”) provided by Rosenberg & Associates Ltd (“we”/”us”/”our”), trading as Tapperati, Tapperati.com or Rosenberg & Associates to provide mobile applications (“Apps”) for businesses now and in the future.
1.2 The Service is provided to customers (“you”) for business use and you agree to make payments according to the terms below.
1.2 By using any or all of our Services, you accept these terms and conditions in full.
1.3 We reserve the right to update and change the terms and conditions from time to time without notice. However, we will endeavour to provide notice of any updates or changes.
1.4 Any new features that augment or enhance the current Services, including the release of new tools and resources, are subject to the terms and conditions. Continued use of our Services after any such change shall constitute your consent to such change.
1.5 We reserve the right to decline any order at our sole discretion.
1.6 You can review the most current version of the terms and conditions at: http://www.rosenberg.co.uk/termsandconditions/
2 Conditions of Use
2.1 You must be 18 years or older to use this Service. By using our Services and therefore agreeing to these terms and conditions you warrant and represent that you are at least 18 years of age.
2.2 You must be a human. Accounts registered by “bots” or other automated methods are not permitted.
2.3 You must provide your full legal name, a valid and registered business name, a valid email address, and any other information requested in order to complete the signup and payment processes.
2.4 You represent and warrant to us that you will use the Service only in the ordinary course of your business and not as a consumer.
2.5 You are responsible for maintaining the security of your account and any associated password. We cannot and will not be liable for any loss or damage from your failure to comply with this security obligation.
2.6 You are responsible for all Content posted and activity that occurs under your account (even when Content is posted by others who have access to your account).
2.7 You must not use the Service for any illegal or unauthorised purpose. You must not, in the use of the Service, violate any laws in your jurisdiction (including, but not limited to, copyright laws).
3 Provision of the Services
3.1 Your use of the Service is at your sole risk. The service is provided on an “as is” and “as available” basis.
3.3 You understand that we use third party vendors and hosting partners to provide the necessary hardware, software, networking, storage, and related technology required to run the Service.
3.4 You must not modify, adapt or hack the Service or modify another website or app so as to falsely imply that it is associated with the Service, or any other of our Services.
3.5 You agree not to reproduce, duplicate, copy, sell, resell or exploit any portion of the Service, use of the Service, or access to the Service without the express written permission from us.
3.6 You understand that the technical processing and transmission of the Service, including your Content, may be transferred unencrypted and involve (a) transmissions over various networks; and (b) changes to conform and adapt to technical requirements of connecting networks or devices.
3.7 You must not upload, post, host, or transmit unsolicited email, unsolicited SMSs, or “spam” messages.
3.8 You must not transmit any worms or viruses or any code of a destructive or malicious nature.
4 Copyright, User Generated Content and Content Ownership
4.1 We claim no intellectual property rights over the content you provide to the Service. Your profile details and the content you generate (“User Generated Content”) and upload remains yours. However, by using our Service to create your App, you agree to allow others to view and share your User Generated Content.
4.2 You authorise us to use, reuse, and to grant others the right to use and reuse, your User Generated Content, and any reproduction or simulation thereof, in any form of media or technology now known or hereafter developed, both during and after your use of the Services, for any purposes related to the Service.
4.3 We do not pre-screen User Generated Content, but we, and our designees, have the right (but not the obligation) at our sole discretion to refuse or remove any User Generated Content that is available via the Service that we determine is unlawful, offensive, threatening, libelous, racist, defamatory, pornographic, obscene or otherwise objectionable or violates any party’s intellectual property or the Terms and Conditions.
4.4 Your User Generated Content must not be illegal or unlawful, must not infringe any third party’s legal rights, and must not be capable of giving rise to legal action whether against you or us or a third party (in each case under any applicable law).
4.5 You must not submit any User Generated Content to the Service that is or has ever been the subject of any threatened or actual legal proceedings or other similar complaint.
4.6 We reserve the right to edit or remove any User Generated Content submitted to the Service, or stored on our servers, hosted or published on our website or on an App that we have developed.
4.7 The look and feel of the Service, including but not limited to web sites and Apps, is copyright 2012 Rosenberg & Associates Ltd or licensed by us or our suppliers. All rights reserved.
4.8 You may not duplicate, copy, or reuse any portion of the HTML/CSS or visual design elements used in the provision of the Service, without express written permission from us.
5 The App
5.1 You acknowledge that you are fully responsible for the use that you make of the App, and the results that you obtain from that use.
5.2 We will make all reasonable efforts to ensure that your App is available as quickly as possible and within an agreed timeframe, but we do not guarantee its availability within any particular time period.
5.3 You must provide to us such information and materials as we may require to complete the set-up and build of your App within the agreed timeframe. If you fail to provide this within a reasonable period, you must still make any and all agreed payments due.
5.4 If and when we set-up and build an App for you, you must check that it meets your original specification. If it does not, you must inform us in writing, by e-mail to within 7 days of our delivery of the App to you. If you do not bring alterations to our attention, then you will be deemed to have accepted the App as presented.
5.5 If and when we agree to build an App for you, you understand and acknowledge that we are granting to you a non-exclusive, non-transferable and restricted licence to use the App.
5.6 We reserve the right to interrupt the availability and access to the App for the purpose of repair, upgrade or maintenance or to vary the technical specification of the App for operational reasons.
5.7 If we agree to transfer the hosting and maintenance of your App to another service provider, for any reason, you acknowledge that the same level of functionality may not be achieved post-transfer.
6 Your Further Obligations
6.1 You will give us any assistance we require in providing the mobile application to you.
6.2 You warrant and undertake to us that you have all necessary legal rights in all information, design, data, graphics, you use or provide to us to use for inclusion on the App and that the User Generated Content does not infringe any third party’s intellectual property rights, rights of privacy, publicity or any other rights whatsoever and is not obscene, libelous, defamatory or in any other way unlawful.
6.3 You will be responsible for the accuracy and completeness of the User Generated Content and for ensuring that it is useable by us in the construction of your mobile application.
6.4 You acknowledge that if we are unable to complete your App as a result of your failure to comply with the provisions set out above concerning Content, monthly Payments will remain due from you.
6.6 You will not amend, decompile, disassemble or reverse engineer any software created by us without our written consent.
6.7 You will keep back-ups of all your User Generated Content and your data, and you will be responsible for the restoration of any User Generated Content or data, which is lost, spoiled, or inaccessible.
6.8 You will provide or confirm to us your up-to-date contact and banking details, from time to time, at our request, or if the contact and banking details that you provided to us change.
6.9 You will not transfer or assign this Agreement to someone else, without our written consent.
7 Payments and Refund Terms
7.1 You must have and use a business bank account to make payments.
7.2 The initial set-up and App build fee should be paid by a direct credit or direct deposit. This fee is due for payment before sending the app to appropriate third party app store owners.
7.3 The monthly maintenance fee should be paid by monthly standing order or annually in advance. If paid monthly, the first month’s standing order payment is due before the first day the app is ‘live’ and available in third party app stores.
7.4 There will be no refunds or credits for initial set-up and App build fees, partial months of service, upgrade/downgrade refunds, or refunds for months unused and paid in advance. In order to treat everyone equally, no exceptions will be made.
7.5 If you are a partnership of two or more persons, you will be liable for payments individually and collectively.
7.6 All fees are exclusive of all taxes, levies, or duties imposed by taxing authorities, and you shall be responsible for payment of all such taxes, levies, or duties, excluding only United Kingdom taxes.
7.7 We will use commercially reasonable efforts to have the app approved by the appropriate third party app store owner. Although there is a high likelihood of approval, we do not and cannot guarantee acceptance.
7.8 If your application is declined by the appropriate third party app store owner we will make reasonable and appropriate amendments to the app, agreed with you, in order to have the app approved by the third party app store owner. You may cancel your account or the Service, however there are no refunds under any circumstances.
7.9 We may vary your monthly payments provided we give you 3 months notice of such variation, except in the circumstances where there are increases in maintaining the infrastructure upon which the provision of the app relies, such as increases in the cost of the IP network, where we will give you no less than one months notice of variation.
7.10 Each and every payment must be made in full, on time and in Pounds Sterling, or as previously agreed in writing. You must continue to make the payments even if there is any interruption or any other difficulty with the App.
7.11 If payments are not made on time, we have the right to suspend, withdraw or terminate the Service without any prior notice to you.
7.12 If any direct credits or standing orders (or other agreed payment methods) are rejected by your bank, whether on your instructions or not, without notification of cancelation of the Service as described in Section 6 of the Terms and Conditions, each rejection will incur a £20 administrative charge.
7.13 You will be responsible for any costs incurred by us in recovering monies you owe us which are overdue and we reserve the right to charge you interest at the rate of 1% per month above the Bank of England base rate, calculated daily, based upon all such overdue amounts until the time of payment.
7.14 The right of set-off is strictly excluded.
8 Cancellation and Termination
8.1 You are solely responsible for cancelling your account and cancelling any standing orders or automated payment processes in place.
8.3 There is no minimum term in respect of the provision of the mobile application. You may cancel your account at any time.
8.4 All of your Content will be deleted from the Service upon cancellation. This information cannot be recovered once your account is cancelled.
8.5 If you cancel the Service before the end of your current paid up month, your cancellation will take effect immediately and you will not be charged again, providing you have cancelled any standing orders or automated payment processes in place.
8.6 We, at our sole discretion, have the right to suspend or terminate your account and refuse any and all current or future use of the Service, or any other of our Services, for any reason at any time. Such termination of the Service will result in the deactivation or deletion of your Account or your access to your Account, and the forfeiture and relinquishment of all User Generated Content and App data and designs in your Account.
8.7 We will terminate your Account if you have a receiver appointed over any of your assets, become insolvent or are, in our opinion, unable to pay your debts; or you cease to trade or your company or partnership is dissolved.
9 100% First Month Satisfaction Guarantee Terms
9.1 If for whatever reason you are unsatisfied with your App or Apps within the first month of service, we guarantee to refund the fee for the first month of service with no questions asked. We strive to ensure that you are satisfied with our Service and back our Apps with a 100% first month satisfaction guarantee.
9.2 This guarantee does not apply to any months after a full month of service has passed and only applies to the initial month of service with us and not to the build fee.
10 Modifications to the Service and Prices
10.1 We reserve the right at any time, and from time to time, to modify or discontinue, temporarily or permanently, the Service (or any part thereof) with or without notice.
10.2 We shall not be liable to you or to any third party for any modification, price change, suspension or discontinuance of the Service.
10.3 From time to time, we may issue an update to the Services, which may add, modify, and/or remove features from the Services. These updates may be pushed out automatically with little or no notice, although we will do everything in our power to notify you in advance of an upcoming update, including providing details on what the update includes.
11 Breaches and Violations of these Terms and Conditions
11.1 Without prejudice to our other rights under these terms and conditions, if you breach these terms and conditions, we may take such action as we deem appropriate to deal with the breach, including immediately suspending your access to the apps for business Service, prohibiting you from accessing any associated websites, immediate termination of your Account, deletion of your content on our servers, the removal of your apps from third party app stores and the cessation of Services to you.
11.2 Whilst we retain the right, but not the obligation, to refuse or remove any Content that is available via the Service that we determine at our sole discretion is unlawful, offensive, threatening, libelous, racist, defamatory, pornographic, obscene or otherwise objectionable or violates any party’s intellectual property or the Terms and Conditions, you understand and agree that we cannot be responsible for the Content posted on the Service.
11.3 You agree to use the Service at your own risk.
11.4 Verbal, physical, written or other abuse (including threats of abuse or retribution) of any of our customers, clients, employees, members, agents, representatives or officers will result in immediate account termination.
11.5 We do not warrant that (i) the service will meet your specific requirements, (ii) the service will be uninterrupted, timely, secure, or error-free, (iii) the results that may be obtained from the use of the service will be accurate or reliable, (iv) the quality of any products, services, information, or other material purchased or obtained by you through the service will meet your expectations, and (v) any errors in the Service will be corrected.
11.6 You expressly understand and agree that we shall not be liable for any direct, indirect, incidental, special, consequential or exemplary damages, including but not limited to, damages for loss of profits, goodwill, use, data or other intangible losses (even if we have been advised of the possibility of such damages), resulting from: (i) the use or the inability to use the service; (ii) the cost of procurement of substitute goods and services resulting from any goods, data, information or services purchased or obtained or messages received or transactions entered into through or from the service; (iii) unauthorised access to or alteration of your transmissions or data; (iv) statements or conduct of any third party on the service; (v) or any other matter relating to the service.
11.7 If we fail to exercise or enforce any right or provision of the Terms and Conditions this shall not constitute a waiver of such right or provision.
11.8 In no event shall our liability to you exceed the amount actually paid to us by you during the preceding 12 months.
12 Limited Warranties
12.1 We do not warrant the completeness or accuracy of the information published on our websites or any other marketing or publicity material or content relating to the Service.
12.2 To the maximum extent permitted by applicable law we exclude all representations, warranties and conditions relating to this website and the use of the Service (including, without limitation, any warranties implied by law of satisfactory quality, fitness for purpose and/or the use of reasonable care and skill).
13 Limitations and Exclusions of Liability
13.1 Nothing in these terms and conditions will exclude any of our or your liabilities that may not be excluded under applicable law.
13.2 The limitations and exclusions of liability set out in this Section and elsewhere in these terms and conditions: (a) are subject to the preceding paragraph; and (b) govern all liabilities arising under the terms and conditions or in relation to the subject matter of the terms and conditions, including liabilities arising in contract, in tort (including negligence) and for breach of statutory duty.
13.3 We will not be liable to you in respect of any losses arising out of any event or events beyond our reasonable control.
13.4 We will not be liable to you in respect of any business losses, including (without limitation) loss of or damage to profits, income, revenue, use, production, anticipated savings, business, contracts, commercial opportunities or goodwill.
13.5 We will not be liable to you in respect of any loss or corruption of any data, database or software.
13.6 We will not be liable to you in respect of any special, indirect or consequential loss or damage.
14.1 You hereby indemnify us, our officers, partners and agents and undertake to keep us indemnified against any claims, losses, damages, costs, liabilities and expenses (including without limitation legal expenses and any amounts paid by us to a third party in settlement of a claim or dispute on the advice of our legal advisers) incurred or suffered by us arising out of any breach by you of any provision of these terms and conditions, or arising out of any claim that you have breached any provision of these terms and conditions, your use or misuse of the app, or as a result of your infringing (innocently or knowingly) third party rights.
15.1 We may transfer, sub-contract or otherwise deal with our rights and/or obligations under these terms and conditions without notifying you or obtaining your consent.
15.2 You may not transfer, sub-contract or otherwise deal with your rights and/or obligations under these terms and conditions.
16.1 If a provision of these terms and conditions is determined by any court or other competent authority to be unlawful and/or unenforceable, the other provisions will continue in effect. If any unlawful and/or unenforceable provision would be lawful or enforceable if part of it were deleted, that part will be deemed to be deleted, and the rest of the provision will continue in effect.
17 Exclusion of Third Party Rights
17.1 These terms and conditions are for the benefit of you and us, and are not intended to benefit any third party or be enforceable by any third party. The exercise of our and your rights in relation to these terms and conditions is not subject to the consent of any third party.
18 Entire Agreement
18.1 These terms and conditions constitute the entire agreement between you and us in relation to your use of our Services, and supersede all previous agreements in respect of your use of our apps for business Service.
19 Governing Law and Jurisdiction
19.1 These terms and conditions will be governed by and construed in accordance with English law, and any disputes relating to these terms and conditions will be subject to the exclusive jurisdiction of the courts of England and Wales.