Terms of Use

These Terms of Use (“Terms”) are a legal agreement between Shrap LTD ("Shrap", "We", "Us" or “Our”) and Yourself ("You", "Your" or the "User"), either a natural person or a designated representative acting on behalf of a registered company or sole trader, for Us to supply You with Our Services.

Shrap is a company limited by shares and incorporated in England and Wales, with registered number 11349561 and registered office at 87 North Road, Poole, England, BH14 0LT.

All information and documents We provide or make available to You will be in English.

Please read these Terms carefully. These Terms govern Your access to and use of Our services (the "Services"), which enable You to:

By clicking on the "I accept" or any such similar option provided by us prior to accessing or using the Services, You signify Your consent to these Terms. If You do not agree to these Terms, do not use the Services.

We may update these Terms at any time. If We make any changes that We deem material (at Our reasonable discretion), We will inform You through the notification methods set forth in the section below entitled "Notices", prior to the change becoming effective.

We encourage You to periodically review this page for the latest information on Our Terms. Your use of the Services following any amendment of these Terms will signify Your acceptance of the revised Terms. If You do not agree to the Terms, You will need to discontinue Your use of the Services.

We may, at Our sole discretion, refuse to offer Our Services to any person or entity. We may, without notice and at Our sole discretion, terminate Your right to use the Services or any portion thereof, and block or prevent Your future access to and use of the Services or any portion thereof.

Subject to Your agreement and compliance with these Terms, You are hereby granted with a personal, revocable, non-transferable and non-exclusive right to use the Services. Use of the Services shall be solely for Your own private purposes, or on behalf of a verified Business account, and for no other purpose whatsoever. You hereby acknowledge that Your right to use the Services is limited by these Terms, and, if You violate or if, at any point, You do not agree to any of these Terms, Your right to use the Services shall immediately terminate, and You shall immediately refrain from using the Services.

Our Services are made available for personal or commercial use. However, You are not permitted to resell or reproduce any content, information or software available through Our Services for any commercial or competitive activity or purpose.

Documents and information that appear on the Shrap website and that We refer to in these Terms are incorporated into the Terms and form part of Your agreement with Us. These Terms govern the use of Your account and how We provide You with the Services.

We may, at any time and or any reason, discontinue the Services in their entirety, or any part thereof, without prior notice.

We cannot guarantee that the Services will always function without disruption, delay or error. A number of factors may impact the quality of Your communications and use of the Services, which may result in the failure of Your communications including, and without limitation to, Your local network, internet service provider, mobile operator, power supply or the public internet. Shrap takes no responsibility for any disruption, interruption or delay caused by the failure or inadequacy of any of these services, or any other services over which We have no control.

If You do not agree to any of the Terms, please do not use Our Services.

Eligibility

By accessing or using the Services, You represent and warrant that You will not use Our Services if the laws applicable to You in Your country of residency and/or citizenship prohibit You from doing so in accordance with these Terms. If the Services or any part thereof are determined to be illegal under the laws of the country in which You are situated, please do not perform the activation of Your account. Should You be found later to be non-eligible, then Shrap may terminate Your account without notice.

It is Your responsibility to ensure that Your device meets all the necessary technical specifications to enable You to access and use the Services. We do not provide You with the equipment to access and/or use Our Services. You are responsible for all fees charged by third-parties related to Your access and use of the Services (e.g., charges by internet service providers).

You warrant, represent and undertake that the source of any and all funds used for transactions carried out by You when using Our Services, or which are otherwise transferred to Shrap as part of or in consideration for the Services, are not derived from any unlawful activity, including but not limited to any activity that is defined as an offence under the UK Money Laundering Regulations 2017, The EU’s Fourth Anti-Money Laundering Directive or any similar applicable laws of any other jurisdiction. (collectively, "Applicable Anti-Money Laundering or Counter-Terrorism Financing Laws").

You agree to provide any information and documents reasonably required by Shrap to comply with any Applicable Anti-Money Laundering or Counter-Terrorism Financing Laws and internal procedures of Shrap implementing such laws, including any know Your customer or other identification checks or procedures that Shrap may elect to perform.

Without derogation from any other right of Shrap under these Terms or otherwise, Shrap reserves the right to refuse to provide service to any User in the event that such User fails to fully comply with the terms of this Section.

Your Account

In order to register to Our Services You must create Your own account on the Shrap Application (the "Account"), You will be asked to provide Your personal information, which may include, inter alia, name, telephone number, e-mail address as a prerequisite to creating Your electronic wallet (the "Wallet"). You are not obligated to provide such information but know that You will not be able to make use of the Shrap Application and/or Account without providing such required information. Any information contained in Your Account shall be referred to herein as "Account Information". Shrap may later request additional information, in order to verify Your Account Information, to provide additional Services or as may be required from time to time pursuant to applicable law or the requirements of third-parties. Shrap may also allow You to register to the Services with Your Facebook account; in such case, Shrap shall receive access to Your name, User ID, profile picture, gender and network; as well as information relating to Your language and country. To enjoy the full functionality of the Services, including making withdrawals from the Shrap Application, You will need to provide Us with payment details.

Your Display Name

The Display Name can be any name of Your choosing and will be displayed openly on the Shrap Application to all other Users. When choosing Your Display Name, consider it will mainly be used to enable You to make payments to Merchants via the Services or transfers to other Users of the Shrap Application. Shrap reserves the right to remove or reclaim any Display Name at any time and for any reason, including but not limited to claims by a third-party that a Display Name violates such third-party's rights or if We deem in Our sole discretion a Display Name to be offensive or objectionable.

Your Wallet

The access to Your Wallet is available only to You via the Shrap Application installed on Your mobile device.

You acknowledge and accept that You are solely responsible for the security of Your Wallet and for any use of Your Account. Shrap will not be liable or accountable, nor shall be deemed to have any liability or accountability, for any loss or damage regarding Your failure to keep Your Account or Wallet information secret and protected.

Furthermore, Shrap has no control over Your actions or transactions made using the Services. With that in mind, Shrap will have no liability to You or to any third-party for any claims or damages that may arise as a result of any actions or transactions that You engage in while using the Service. Shrap shall not be liable for the acts or omissions of any third-parties, nor will it be liable for any damage that You may suffer as a result of interacting with any third-parties. We reserve the right to cancel or refuse to process any transaction in Our sole discretion, including due to requirements of any applicable laws or regulations, and without prior notice.

Your Security

The following rules govern the security of Your Account:

Your Wallet Balance

Any Retailer held Account must add an eligible bank account as a means of payment and in order to maintain a minimum float balance on the Shrap Application.  Please note that processing of payments may involve third-party service providers and payment details provided may be shared with such third-party service providers. When You add a means of payment to the Wallet, the Wallet allows You to top up the balance on Your Wallet by charging such means of payment for the equivalent amount (Each Shrap Token is equal to 0.01p). Payment through the Wallet is only available to Businesses within the Shrap platform and may not be accepted by all businesses or points of sale where the chosen means of payment is accepted. Businesses accepting payment through the Shrap platform may discontinue their engagement with the Shrap platform at any time and without prior notice. By confirming payment to a Business on the Shrap Application from Your Balance, Your Balance will be reduced accordingly.

The Wallet can also be used to transfer payment between Users of the Shrap Application. By confirming transfer to another User of the Shrap Application from Your Balance, Your Balance will be reduced accordingly.

It is Your responsibility to verify the accuracy of the identity of the Business or Shrap Application User You are making a payment or transfer to, as applicable. Shrap will not be responsible to refund any erroneous payments to Businesses or transfers to other Users of the Shrap Application, as long as such payments or transfers, as applicable, were made to the Business or User, as applicable, provided by You.

Shrap may from time to time offer certain bonuses (e.g., registration bonuses, bonuses for certain User activities performed on the Shrap Application, etc.) which will be added to Your Balance on the Wallet (the "Bonuses"). In the event Your Account has not been used for a period of more than 90 days, any Bonuses previously provided may expire.

Refund Policy

Any transaction for topping up Your Balance in consideration for cash may be cancelled by providing Us a written notice sent via e-mail to contact@shrap.co.uk within 14 days as of the date of such action (a "Purchase Cancelation Notice"). Any portion of such Balance used to instruct payment to other Users of the Shrap Application will not be refunded. Shrap will refund any refundable Balance within 10 working days of Your Purchase Cancelation Notice using the same payment method provided by You to top up Your Balance.

Any Bonuses credited by Us to Your Wallet in connection with Your use of the Services will not be refunded.

Rules of Use

When using the Services, You may not, nor may You assist other parties to pursue or engage in unlawful or abusive uses, or any types of activities which contradict the purpose of the Services, interfere with other Users ability to exploit or access any of the Services, or which may be deemed to do so ("Restricted Uses").

Restricted Uses include the following types of activities (not to be regarded as an exhaustive list):

Violation of any of these Restricted Uses may be cause for the taking of legal actions on the part of Shrap according to the law, in addition to any right and remedies set forth herein or under any applicable laws.

Without derogating from the above, by accepting these Terms, You acknowledge that Shrap makes no representation or warranty regarding its ability, nor assumes any liability, to detect, limit or prevent any Restricted Use.

Limitation or Termination of Access and Services

Any use of the Services that violates these Terms is strictly prohibited and can, at Shrap's sole discretion, result in the immediate revocation of Your limited rights granted by these Terms. Without limiting any other remedy, Shrap may limit, suspend, revoke, terminate, modify, or delete Your Account or access to the Service and/or Wallet at its sole discretion without prior notice or liability, if You are, or if Shrap suspects (in its sole discretion) that You are failing to comply with these Terms or for any actual or suspected Restricted Use of the Services.

We reserve the right to refuse to keep Accounts for, and provide access to the Services to, any individual. You may not allow individuals whose Accounts have been terminated by Us to use Your Account.

Any such actions, including the termination of Your rights to use the Services, may be applied by Shrap permanently or temporarily. In such an event, Shrap may terminate Your Account and access to the Services.

Upon termination of Your Account, Your Account log in credentials may not be reserved and it may not be possible to reinstate them. You hereby acknowledge and agree that Shrap is under no obligation to compensate You for any losses of any kind whatsoever resulting from the cease of Services as set forth hereinabove, whether such closure was voluntary or involuntary, and You hereby irrevocably waive any demand or claim regarding the above.

In addition to the foregoing, We may selectively remove, revoke or garnish Bonuses associated with Your Account. If Your Account, or a particular subscription for a service associated with Your Account, is terminated, suspended and/or if any Bonuses are selectively removed, revoked or garnished from Your Account, no refund will be granted, no Bonuses will be paid to You or converted to cash or other forms of reimbursement, and You will have no further access to Your Account or Bonuses associated with Your Account or such particular service.

You acknowledge that We are not required to provide You notice before suspending or terminating Your Account or selectively removing, revoking or garnisheeing Bonuses associated with Your Account. In the event that We terminate Your Account, You may not participate nor make use of the Services again without Our express consent.

If You believe that any action has been taken against Your Account in error, please contact Us at: contact@Shrap.co.uk

If You wish to terminate Your Account, You may do so at any time by contacting Us at: contact@shrap.co.uk.

The provisions of these Terms shall survive any termination or expiration of Your use of the Service, including without limitation, all disclaimers, limitation of liability and indemnity provisions.

Ownership, Copyrights

The Services and all of the content that appears in the Shrap Application, including without limitation, the use of the Application's name, software, web technologies, source code, concepts, artwork, photos, animations, sounds, methods of operation, moral rights, documentation, and virtual items (collectively, "Service Materials"), is the exclusive property of Shrap, or is being used with permission from its licensors.

Shrap (or its licensors as applicable) retain all rights, title and interest in and to the Services and all of the content that appears in the Shrap Application, and all intellectual property rights relating thereto, including without limitations all copyright, patent, trademarks, logos, design rights and any other proprietary rights connected with the Services. Notwithstanding any provision to the contrary herein, You agree that You have no right or title in or to the Services and/or to any content that appears in the Shrap Application. Shrap's name and logo, and any other trademarks included in the Services and/or appear on the Shrap Application, are trademarks of Shrap. You shall not, nor shall You cause any other party to modify, decompile, disassemble, reverse engineer, copy, transfer, create derivative works from, rent, sub-license, distribute, reproduce framed, republish, scrape, download, display, transmit, post, lease or sell in any form or by any means, in whole or in part, use for any purpose other than for using the Services pursuant to these Terms or otherwise exploit any of the Service Materials without Our explicit, prior written consent. All other uses of copyrighted or trademark material, including any derivative use, require explicit, prior written consent from Us. Any reproduction or redistribution of materials not in accordance with these Terms is explicitly prohibited and may result in the termination of Your Account as well as severe civil and criminal penalties.

All third-party product or service names and/or marks that may legitimately appear on the Services are trademarks of their respective owners. No transfer or grant of any rights under any names, marks or logos is made or is to be implied by any provision of these Terms or by anything on the Shrap Application, and all rights in such names, marks or logos are reserved to their respective owners.

You are not required to provide Us with any feedback or suggestions regarding the Services or any of the Service Materials, however, You acknowledge and agree that any materials, including but not limited to questions, comments, feedback, suggestions, ideas, plans, notes, drawings, original or creative materials or other information or commentary You provide on Our platform or one of Our social media accounts, regarding Shrap or the Services (collectively, "Feedback") that are provided by You, whether by email or otherwise, are non-confidential and will become the sole property of Shrap. Shrap will own exclusive rights, including all intellectual property rights, and will be entitled to the unrestricted use and dissemination of such Feedback for any purpose, commercial or otherwise, without acknowledgment or compensation to You.

Third-party Content

You may be able to access, review, display or use third-party, including Businesses, resources, content, information, descriptions of goods and/or services, offerings or links to other websites, mobile applications or resources ("Third-Party Materials") via the Services. You acknowledge sole responsibility for and assume any and all risks arising from Your access to, use of or reliance upon any such Third-Party Materials, and Shrap disclaim any liability that You may incur arising from Your access to, use of or reliance upon such Third-Party Materials through the Services. You acknowledge and agree that Shrap:

(i) is not responsible for the availability, accuracy, integrity, quality or lawfulness of such Third-party Materials or the products or services on or available from such Third-party Materials;

(ii) has no liability to You or any third-party for any harm, injuries or losses suffered as a result of Your access to or use of such Third-party Materials; and

(iii) does not make any promises to remove Third-party Materials from being accessed through the Services.

Your ability to access or link to Third-party Materials does not imply any endorsement by Us of any such third-party, its Third-Party Materials, goods or services provided by it or offerings made available through the Shrap Application by it. These Terms do not authorise You to, and You may not use any Third-Party Materials except as expressly permitted by the owners of such Third-Party Materials and such owners may have the right to seek damages against You for any unauthorised use of their Third-party Materials.

Without derogating from any of Our rights and remedies under these Terms and/or under law, We will be entitled, at Our sole discretion, to immediately discontinue the Services or any part thereof, including the termination of Your Account, in the event of any alleged infringement, misappropriation or violation of any rights of any third-parties in connection with the Third-Party Materials. You may not use any Third-Party Materials for which You have not obtained appropriate approval to use. We cannot grant permission to use third-party content.

Risks Statement, Representations and Warranties

Shrap provides an execution-only service and does not advise on the merits of any particular transaction made available through the Shrap Application, including, without limitation, payment to any Business, transfer to other User of the Shrap Application, or its tax or legal consequences. As a general matter, Users should be aware of the following prior to utilising Our Services:

The Services allow You to pay Businesses through the Shrap platform. Businesses are the sellers of the products and/or services and issuers of any offerings made available on the Shrap Application and are solely responsible to You for the care, quality, and delivery of any goods or services and availability, accuracy integrity, quality or lawfulness of any offerings.

You acknowledge and agree that processed and concluded transactions using the Services, are final and irreversible, and therefore are at Your own risk, and as such irrevocably and unconditionally waive, release and discharge, to the fullest extent, any suit, claim and demand of any nature whatsoever, under any applicable law or agreement against Shrap with respect thereto.

Shrap will take reasonable means to safeguard Your Wallet and the Services. Nonetheless, You acknowledge that the Services and the Wallet may experience sophisticated cyber-attacks, unexpected surges in activity, or other operational or technical difficulties, which may hinder the use of the Services and Shrap will not be held accountable or liable in any manner whatsoever with respect thereto.

Anything herein or under any applicable law to the contrary notwithstanding, it is hereby acknowledged and agreed that in no event will Shrap be liable for any statutory, incidental, special, indirect, economic or consequential damages, losses or liabilities incurred to You (including, but not limited to, loss of revenues, savings or anticipated profits, loss of use, loss of data, loss of assets, loss of business opportunity, damages to goodwill and losses incurred as a result of, or in connection with, a mistaken or non-optimal financial calculation or analysis (whether direct or indirect) as a result of, or in connection with, the use of the Services or damages based on any third-party claim or loss, arising out of or relating to the use or inability to use the Services, and on any theory of liability, whether for breach of contract, tort (including negligence and strict liability), indemnity, or otherwise, even if Shrap has been advised of the possibility of such damages.

Indemnification

You agree to indemnify, defend and hold Shrap, its affiliates and service providers, and each of their respective officers, directors, agents, employees, and representatives, harmless from any claim or demand (including attorneys' fees and costs and any fines, fees or penalties imposed by any regulatory authority) arising out of or related to:

(i) Your breach of these Terms,

(ii) Your use and/or access of Services, or

(iii) Your violation of any applicable law, rule, or regulation;

(iii) Your violation of any third-party right, including without limitation any copyright, property, or privacy right;

(iv) any claim that any User submission made by You has caused damage to a third-party.

Warranty Disclaimer

The Services are provided to You ‘as is’ and without warranties or representations of any kind either expressed or implied. To the fullest extent permissible pursuant to applicable law, Shrap disclaims all warranties, expressed or implied, including, but not limited to, implied warranties of any kind in connection with the Services, fitness for any particular purpose, usefulness, accuracy, completeness and/or timeliness.

Shrap makes no warranties or representations about the accuracy or completeness of the content of the services, of the content of any sites linked to the Services, of any third party materials. Without limiting the foregoing, neither Shrap or its affiliates or subsidiaries, or any of its or their Directors, employees, agents, attorneys, third party content providers, distributors, joint ventures, licensees or licensors (Collectively “Shrap Parties”) represent or warrant that the Shrap Application and the Services will be uninterrupted, error-free, bug-free or free from viruses or other harmful components. You agree that use of the Shrap Application and the Services provided is at Your sole risk.

Additionally in no event shall Shrap and/or Shrap parties be liable for any unauthorised access to or use of third party materials, secure severs and/or any and all personal information and/or financial information stored therein. You acknowledge and agree that, to the fullest extent permitted by any applicable law, the disclaimers contained herein shall apply to any and all damages or injuries whatsoever caused by or related to the use of, or inability to use, the Services, under any cause or action whatsoever of any jurisdiction, including, without limitation, actions for breach of warranty, breach of contract or Tort (including negligence). Under no circumstances whatsoever will Shrap and/or any of Shrap parties, even if advised of the possibility of such damages, be responsible or liable to You or to any other entity for any compensatory, indirect, incidental, consequential (including for loss of profits, lost business opportunities, loss of goodwill or data destruction or impairment) Special, exemplary, or punitive damages that result from or relate in any manner whatsoever to Your use of or inability to use the Services.

If You are dissatisfied with the Services, or with these Terms, or You have any dispute with Shrap and/or any of Shrap Parties Your sole and exclusive remedy is to discontinue using the Services. You further specifically acknowledge that neither Shrap nor any Shrap parties are liable, for the conduct of third parties, including other Users of the Services, including but not limited to Businesses or other individuals, and operators of external services, and that the risk regarding the foregoing rests entirely with You.

Additionally, We shall not be deemed to be in breach of the Terms, nor shall We incur any liability or bear any responsibility due to a delay or failure in the performance caused by Force Majeure. “Force Majeure” refers to circumstances beyond Our reasonable control, including but not limited to acts of God, fire, flood, war, terrorism, embargo, accident, labor disputes, any law, regulation, or any ruling of a court, tribunal or governmental agency.

Governing Law and Jurisdiction

These Terms shall be governed by the laws of England and Wales. All disputes arising out of or relating to these Terms shall be resolved by the English Courts, except where European Union legislation requires a specific dispute to be resolved by the courts of another jurisdiction.

This Agreement is concluded in English. All communications with You will be in English.

These Terms are subject to amendment, modification or deletion if required by, or found to be in conflict with, applicable law or regulation, without affecting the validity or enforceability of the remaining Terms.

These Terms constitute the entire agreement between the parties with respect to the subject matter of them and supersede and replace any and all prior agreements between Us.

Our failure to exercise or enforce any right under these Terms shall not be deemed to be a waiver of any such right or operate to bar the future exercise or enforcement of such right at any time.

The rights and remedies available to Us in these Terms are cumulative and are in addition to any other right or remedy available to Us at law or in equity.

We may engage the services of one or more affiliates, subsidiaries, agents or subcontractors in order to fulfil Our obligations.