These grant token customer terms (“GT Terms”) apply in addition to our Terms of Service when you purchase any licences to Capsule (the “Service”) and wish to redeem a grant token issued to you by BEIS or its scheme administrator (“Grant Token”) under the “Help to Grow: Digital” scheme, (“Scheme”) established by BEIS to support the purchase and adoption of eligible software products by SMEs towards payment for the Service.
If you do not agree with these GT Terms you may not redeem a Grant Token against payment for your purchase of the Service from us.
If at any time prior to the grant token being initially redeemed, we cease to be registered under the Scheme as an eligible vendor or the Service ceases to be eligible, you will have a right to cancel the purchase of the Service linked to the Scheme on a no liability basis (such that you are not required to make any payment to us in respect of the Service).
You are not required to redeem your Grant Token unless and until, prior to the relevant Grant Token expiry date, the Grant Token has become redeemable in accordance with the provisions of the relevant terms and conditions which apply to you under the Scheme from time to time, (“SME Terms and Conditions”).
Without prejudice to our right to decline to redeem your Grant Token under clauses 12.4 and 12.5 of the terms of our agreement with BEIS, (“BEIS Terms”), if we accept any Grant Token which has expired before its redemption or has otherwise been cancelled and/or in respect of which payment of any grant funding in connection with the Grant Token is withheld, in each case for any reason other than due to your default (as defined in the section ”Your Default” below), the risk of that expiry, cancellation, withholding or clawback is to be borne by us alone (notwithstanding any right to redeem such Grant Token value in accordance with clauses 12.4 and 12.5 of the BEIS Terms) and you will not be required to make any additional payment to us in respect of the resulting shortfall in what we will have been paid for the Service.
Your default means any of the following: (i) your breach of these GT Terms and/or the SME Terms and Conditions; (ii) any fraud by you; (iii) a failure on your part, within the specified period on the Grant Token after the Grant Token has become redeemable, to take the steps you need to take under the SME Terms and Conditions in order to redeem the Grant Token.
Except where your default (as defined above) has caused your Grant Token to be cancelled and/or payment of the grant funding covered by that Grant Token to be rescinded, you will not be required to make any payment to us (whether before or after delivery of the Services) in respect of the relevant costs covered by the value of the Grant Token which were, or were due to be, covered by the relevant grant funding.
We are permitted to share all information we have obtained from you with BEIS (and/or their scheme administrator) where necessary for the purposes of administering the Scheme and/or to report on any fraudulent activity. BEIS and the scheme administrator undertake to use and process your information provided by us in accordance with their obligations under clauses 17 and 18 of the BEIS Terms and applicable data protection law.
We maintain the right to change these GT Terms, at any time, at our sole discretion upon giving you reasonable notice of any material change. Any changes will become effective on the date stated in such notice. If you or any User accesses or uses the Service after the date stated in any notice, this will constitute the Customer’s acceptance of any changes. If you do not accept the changes you should cancel your account before the date stated in the notice and stop using the Service.