Comes into effect: 15th September 2026
1.1 ThatRound has developed a specialist software platform which it makes available to Customers on a subscription basis to enable Customers to identify, evaluate and engage with potential Investors and Fundraising Support Providers in connection with raising investment for their business.
1.2 ThatRound has agreed to provide and the Customer has agreed to subscribe and pay for the Services subject to these terms and conditions (Terms).
2.1 The definitions and rules of interpretation in this clause apply in these Terms.
Application: a request submitted by the Customer through the Services to be introduced to an Investor.
Authorised Users: those employees, agents and independent contractors of the Customer who are authorised by the Customer to use the Services.
Business Day: a day other than a Saturday, Sunday or public holiday in England when banks in London are open for business.
Business Hours: 9.00 am to 5.00 pm UK time, each Business Day.
Completion Fee Agreement: where the Customer selects a fee option payable on completion of an investment, the separate written agreement between ThatRound and the Customer governing that fee.
Confidential Information: information that is proprietary or confidential by its nature or is identified as such when disclosed.
Customer: the organisation or person that has subscribed for the Services.
Data Protection Legislation: all applicable data protection and privacy legislation in force from time to time in the UK including the UK GDPR; the DPA 2018; the Privacy and Electronic Communications Regulations 2003 (SI 2003 No. 2426) as amended and any references to Controller, Data Subject, Personal Data, Personal Data Breach, processing and appropriate technical and organisational measures shall be as defined in the DPA 2018 and or UK GDPR.
Documentation: any and all documentation made available to the Customer by ThatRound via the Website which sets out the instructions for use of the Services.
DPA 2018: the Data Protection Act 2018.
Effective Date: the date on which the Customer is first granted live access to the Services.
Fees: the fees payable by the Customer for the Services, being those selected by the Customer on sign-up and displayed on the Website at that time.
Fit Score: the indicative score generated by the Services expressing how closely the Customer matches an Investor's stated investment criteria.
Fundraising Support Provider: a person listed on the Website that offers fundraising support services to Customers.
Intellectual Property Rights: patents, rights to inventions, copyright and related rights, trademarks and service marks, trade names and domain names, rights in get-up, rights to goodwill and to sue for passing off and unfair competition, rights in designs, rights in computer software, database rights, rights in confidential information (including know-how and trade secrets) and any other intellectual property rights, whether registered or unregistered and including all applications (and rights to apply) for, and renewals or extensions of, such rights and all similar or equivalent rights or forms of protection which subsist or will subsist, now or in the future, in any part of the world;
Introduction: the exchange of contact details, or the opening of a channel of communication, between the Customer and an Investor or Fundraising Support Provider through the Services.
Investor: a person listed on the Website that has expressed an interest in receiving details of businesses seeking investment.
Pitch Page: the profile of the Customer's business generated and hosted within the Services.
Privacy Policy: the privacy policy adopted by ThatRound from time to time and accepted by all Authorised Users as a condition of accessing the Services.
Service Subscription: the subscription for the Services purchased by the Customer pursuant to clause 8.1 which entitles Authorised Users to access and use the Services in accordance with these Terms.
Services: the Software subscription services provided by ThatRound to the Customer, including the generation of the Pitch Page, the identification and ranking of potential Investors and Fundraising Support Providers, the submission and screening of Applications, and the facilitation of Introductions and related communications.
Software: the proprietary software application licensed by ThatRound to the Customer as part of the Services pursuant to these Terms.
Subscription Fees: where the Customer has selected a subscription fee option, the periodic fees payable by the Customer to ThatRound for the Service Subscription.
Subscription Term: the duration for which the Services are provided.
UK GDPR: has the meaning given to it in section 3(10) (as supplemented by section 205(4)) of the DPA 2018.
Virus: any thing or device (including any software, code, file or programme) which may: prevent, impair or otherwise adversely affect the operation of any computer software, hardware or network.
Website: ThatRound website www.thatround.com or such other website address as may be notified to the Customer from time to time.
2.2 A person includes an individual, corporate or unincorporated body (whether or not having separate legal personality) and that person's legal and personal representatives, successors or permitted assigns.
2.3 A reference to a company shall include any company, corporation or other body corporate, wherever and however incorporated or established.
2.4 Unless the context otherwise requires, words in the singular shall include the plural and in the plural shall include the singular.
2.5 Unless the context otherwise requires, a reference to one gender shall include a reference to the other genders.
2.6 A reference to a statute or statutory provision is a reference to it as it is in force as at the Effective Date and shall include all subordinate legislation made as at the Effective Date under that statute or statutory provision.
2.7 A reference to writing or written excludes fax but not email.
3.1 Subject to the restrictions set out in this clause 3 and the other provisions of these Terms, ThatRound grants to the Customer a non-exclusive, non-transferable right and licence, without the right to grant sub-licences, to permit the Authorised Users to use the Services during the Subscription Term solely for the Customer's business.
3.2 In relation to the Authorised Users, the Customer undertakes that:
(a) each Authorised User shall keep a secure password for their use of the Services and that each Authorised User shall keep their password confidential;
(b) it shall permit ThatRound or ThatRound's designated auditor to audit the Services to establish the name and password of each Authorised User to audit compliance with these Terms; and
(c) if any of the audits referred to in 3.2(b) reveal that the Customer has underpaid Subscription Fees to ThatRound, then without prejudice to ThatRound's other rights, the Customer shall pay to ThatRound an amount equal to such underpayment as calculated in accordance with the relevant prices within 5 Business Days of the date of the relevant audit.
3.3 The Customer shall not:
(a) except as may be allowed by any applicable law which is incapable of exclusion by agreement between the parties and except to the extent expressly permitted by these Terms:
(i) attempt to copy, modify, duplicate, create derivative works from, republish, download, display, transmit, or distribute all or any portion of the Software and/or Documentation in any form or media or by any means; or
(ii) attempt to de-compile, reverse engineer or otherwise reduce to human-perceivable form all or any part of the Software;
(b) access all or any part of the Services to build a product or service which competes with the Services;
(c) license, transfer, assign, distribute or otherwise commercially exploit or make the Services available to any third party except the Authorised Users, or
(d) introduce or permit the introduction of, any Virus into ThatRound's network and information systems.
3.4 The rights provided under this clause 3 are granted to the Customer only, and shall not be considered granted to any subsidiary or holding company of the Customer.
4.1 ThatRound shall, during the Subscription Term, provide the Services to the Customer on and subject to these Terms.
4.2 ThatRound shall use commercially reasonable endeavours to make the Services available 24 hours a day, seven days a week. ThatRound shall use reasonable endeavour to provide customer support to Customers during Business Hours. ThatRound may amend its service level policy in its sole and absolute discretion at any time.
4.3 The Services include the use of automated and artificial intelligence tools to identify and rank potential Investors and Fundraising Support Providers, and to generate a Fit Score and accompanying commentary, by reference to information provided by the Customer and by those parties. Any Fit Score, ranking, commentary or recommendation generated by the Services is indicative only, does not constitute advice of any kind, and is not a recommendation to invest or to enter into any transaction.
4.4 The Customer may submit Applications through the Services. ThatRound screens Applications before they are made available to an Investor and may decline to submit an Application, in which case ThatRound will provide its reasons. An Investor may accept an Application, pass on it, or not respond, in which case the Application will expire after 30 days. An expired Application or a pass may subsequently be reversed by the Investor. ThatRound does not warrant that any Application will result in an Introduction, that any Introduction will result in investment, or that any Investor will provide reasons for passing.
4.5 Where an Introduction is made, any subsequent relationship, negotiation, agreement or transaction between the Customer and the Investor or Fundraising Support Provider is a matter solely between those parties. ThatRound is not a party to it, does not act for either party in relation to it, carries out no due diligence or verification in respect of it, and shall have no liability in connection with it.
4.6 The Customer acknowledges that information it submits to the Services, including its Pitch Page and any documents it uploads, will be made available through the Services to Investors and Fundraising Support Providers identified as a potential fit, and to their personnel and advisers. ThatRound requires Investors and Fundraising Support Providers to keep such information confidential under its terms with them, but gives no warranty as to their compliance.
5.1 ThatRound and the Customer each warrant in respect of themselves that they will comply with all requirements of the Data Protection Legislation applicable to them in consequence of the delivery of the Services.
5.2 ThatRound will ensure that:
(a) all personal data that it controls will be stored securely according to industry best practice;
(b) it has in place appropriate technical and organisational measures to protect against unauthorised or unlawful processing of the personal data and against accidental loss or destruction of, or damage to it;
(c) any personal data transferred by ThatRound outside of the UK is made in accordance with the requirements of the Data Protection Legislation which shall include the adoption of standard data protection clauses;
(d) any personal data that the Customer provides in connection with the use of the Services including, without limitation, any data provided in connection with payment, will be processed in accordance with the ThatRound's privacy policy; and
(e) maintain records to demonstrate its compliance with the foregoing provisions of this clause 5.2.
5.3 ThatRound may appoint third party processors to process personal data for the purpose of these Terms, provided that such processors: (a) agree in writing to process that personal data in accordance with ThatRound's documented instructions; (b) implement appropriate technical and organisational security measures to protect the personal data; and (c) otherwise that they will process the personal data in a manner that will meet the requirements of the DPA 2018.
6.1 ThatRound undertakes to provide the Services with reasonable skill and care.
6.2 The undertaking at 6.1 shall not apply to the extent of any non-conformance which is caused by use of the Services contrary to ThatRound's instructions, or modification or alteration of the Services by any party other than ThatRound or ThatRound's duly authorised contractors or agents.
6.3 ThatRound does not warrant that the Customer's use of the Services will be uninterrupted or error-free and is not responsible for any delays, delivery failures, or any other loss or damage resulting from the transfer of data over communications networks and facilities, including the internet, and the Customer acknowledges that the Services may be subject to limitations, delays and other problems inherent in the use of such communications facilities.
6.4 ThatRound is not regulated or authorised by the Financial Conduct Authority to provide any regulated activity, and these Terms shall not require it to carry out any such regulated activity or any activity that would cause it to be or become at any time in breach of the general prohibition contained in section 19 of the Financial Services and Markets Act 2000. ThatRound, in its sole discretion, is entitled to refuse to act on any instruction or perform any activity that it determines might cause it to breach that general prohibition. Nothing provided through the Services constitutes investment advice or a personal recommendation.
6.5 Investors and Fundraising Support Providers listed on the Website may or may not be regulated and/or authorised by the Financial Conduct Authority. ThatRound gives no warranty as to the identity, standing, regulatory status, or the ability or willingness to invest or to perform, of any Investor or Fundraising Support Provider, and no listing constitutes an endorsement. Customers should make their own enquiries.
The Customer shall:
(a) provide ThatRound with all necessary co-operation in relation to these Terms and all necessary access to such information as may be required by ThatRound to provide the Services;
(b) without affecting its other obligations under these Terms, comply with all applicable laws and regulations with respect to its activities under these Terms;
(c) ensure that the Authorised Users use the Services in accordance with these Terms and shall be responsible for any User's breach of these Terms; and
(d) be, to the extent permitted by law, solely responsible for procuring, maintaining and securing its network connections and telecommunications links from its systems to ThatRound's data centres, and all problems, conditions, delays, delivery failures and all other loss or damage arising from or relating to the Customer's network connections or telecommunications links or caused by the internet.
8.1 The Customer shall pay the Fees to ThatRound in accordance with this clause 8.
8.2 ThatRound offers a variety of payment options and pricing for its Services. Payment options may include the ability to make a web payment using a third party payment processor, such as Stripe. When you make a payment, you explicitly agree to pay the price listed at the time of purchase for the Services.
8.3 ThatRound may share your payment information with payment services providers to process payments; prevent, detect, and investigate fraud or other prohibited activities; facilitate dispute resolution and for other purposes associated with the acceptance of credit or debit cards. It is your responsibility to make sure your banking, credit card, debit card, and/or other payment information is up to date, complete and accurate at all times.
8.4 Any fees payable by the Customer to a Fundraising Support Provider are a matter solely between the Customer and that Provider. ThatRound does not invoice, process, collect or receive such payments.
8.5 If ThatRound has not received payment within 5 days after the due date, and without prejudice to any other rights and remedies available:
(a) ThatRound may, without liability to the Customer, disable the Customer's password, account and access and that of any of its Authorised Users to all or part of the Services and ThatRound shall be under no obligation to provide any or all of the Services while the invoice(s) concerned remain unpaid; and
(b) interest shall accrue daily on such due amounts at an annual rate equal to 4% over the then current base lending rate of the Bank of England from time to time, commencing on the due date and continuing until fully paid, whether before or after judgment.
8.6 All amounts and fees stated or referred to in these Terms:
(a) shall be payable in pounds Sterling;
(b) are, subject to clause 12.3(b), non-cancellable and non-refundable;
(c) are exclusive of credit or debit card charges and bank fees; and
(d) are exclusive of value added tax, which shall (if applicable) be added to ThatRound's invoice(s) at the appropriate rate.
8.7 ThatRound offers a range of fee options for the Services, which may include a one-off fee, a periodic Subscription Fee, or a fee payable on completion of an investment. The Customer selects its fee option on sign-up, and the applicable Fees are those displayed on the Website at that time. Where the Customer selects a fee option payable on completion of an investment, that option is governed by a separate Completion Fee Agreement, and no such fee is payable under these Terms.
9.1 The Customer acknowledges and agrees that ThatRound and/or its licensors own all Intellectual Property Rights in the Services and the Documentation. Except as expressly stated herein, these Terms do not grant the Customer any rights to, under or in, any Intellectual Property Rights, or any other rights or licences in respect of the Services or the Documentation.
9.2 The Customer grants ThatRound a non-exclusive, royalty-free, worldwide licence to host, reproduce and display the Customer's Pitch Page and any content uploaded to the platform, and to disclose the same to Investors and Fundraising Support Providers, for the purpose of providing the Services; and to use such content for the purposes of service improvement, including internal analysis, product development, and training of artificial intelligence and machine learning models. ThatRound will ensure such processing is carried out in accordance with all applicable data protection laws and shall not disclose any confidential or personal information publicly as a result.
9.3 ThatRound confirms that it has all the rights in relation to the Services and the Documentation that are necessary to grant all the rights it purports to grant under, and in accordance with, these Terms.
The Customer shall defend, indemnify and hold ThatRound harmless against claims, actions, proceedings, losses, damages, expenses and costs (including without limitation court costs and reasonable legal fees) arising out of or in connection with its use of the Services, provided that:
(a) ThatRound provides reasonable co-operation to the Customer in the defence and settlement of such claim, at the Customer's expense; and
(b) the Customer is given sole authority to defend or settle the claim.
11.1 Except as expressly provided in these Terms:
(a) the Customer assumes sole responsibility for results obtained from the use of the Services by the Customer and Authorised Users. ThatRound shall have no liability for any damage caused by errors or omissions in any information or instructions provided to ThatRound by the Customer in connection with the Services, or any actions taken by ThatRound at the Customer's request or direction;
(b) the Website contains links to other websites. ThatRound assumes no responsibility for the content of such websites and this should not be taken as an endorsement to use such website;
(c) all warranties, representations, conditions and all other terms of any kind whatsoever implied by statute or common law are, to the fullest extent permitted by applicable law, excluded from these Terms;
(d) the Services are provided to the Customer on an "as is" basis; and
(e) ThatRound shall have no liability for the acts or omissions of any Investor or Fundraising Support Provider, or for the outcome of any Introduction or of any agreement or transaction entered into following an Introduction.
11.2 Nothing in these Terms excludes the liability of ThatRound for death or personal injury caused by ThatRound's negligence or for fraud or fraudulent misrepresentation.
11.3 Subject to clause 11.1 and clause 11.2:
(a) ThatRound shall not be liable whether in tort (including for negligence or breach of statutory duty), contract, misrepresentation, restitution or otherwise for any loss of profits, loss of business, depletion of goodwill and/or similar losses or loss or corruption of data or information, or pure economic loss, or for any special, indirect or consequential loss, costs, damages, charges or expenses however arising under these Terms; and
(b) ThatRound's total aggregate liability in contract, tort (including negligence or breach of statutory duty), misrepresentation, restitution or otherwise, arising in connection with the performance or contemplated performance of the Services shall be limited to the total fees paid for the Services during the 12 months immediately preceding the date on which the claim arose.
11.4 In no event shall ThatRound, its employees, agents and sub-contractors be liable to the Customer to the extent that any claim arises in consequence of the Customer's or User's use of the Services in a manner contrary to ThatRound's instructions.
11.5 Nothing in these Terms excludes the liability of the Customer for any breach, infringement or misappropriation of ThatRound's Intellectual Property Rights in the Services.
12.1 ThatRound offers a variety of Subscription Terms with different pricing options. Before the end of the Subscription Term, the Customer shall be able to change the Subscription Term for the next automatic renewal to one of the other Subscription Terms offered on the Website.
12.2 The Services shall, unless otherwise terminated as provided in this clause 12, commence on the Effective Date and shall continue on an automatic renewal basis for the same Subscription Term unless and until:
(a) either party notifies the other party of termination in writing or via the Website, in which case the Services shall terminate at the end of the Subscription Term for which the Customer has paid; or
(b) otherwise terminated in accordance with these Terms; the duration for which the Services are provided shall be referred to as the Subscription Term.
12.3 Without affecting any other right or remedy available to it, ThatRound may terminate the provision of the Services hereunder with immediate effect by giving written notice to the Customer if:
(a) the Customer fails to pay any amount due under these Terms on the due date for payment and remains in default not less than 10 days after being notified in writing to make such payment; or
(b) the Customer commits a material breach of these Terms and (if such breach is remediable) fails to remedy that breach within a period of 10 days after being notified to do so.
12.4 On termination of the Services for any reason:
(a) all licences granted under these Terms shall immediately terminate and the Customer shall immediately cease all use of the Services; and
(b) any rights, remedies, obligations or liabilities of the parties that have accrued up to the date of termination, including the right to claim damages in respect of any breach of these Terms which existed at or before the date of termination shall not be affected or prejudiced.
ThatRound shall have no liability to the Customer under these Terms if it is prevented from or delayed in performing its obligations under these Terms, or from carrying on its business, by acts, events, omissions or accidents beyond its reasonable control, including, without limitation, strikes, lock-outs or other industrial disputes (whether involving the workforce of ThatRound or any other party), failure of a utility service or transport or telecommunications network, act of God, war, riot, civil commotion, pandemic (including Government responses thereto), malicious damage, compliance with any law or governmental order, rule, regulation or direction, accident, breakdown of plant or machinery, fire, flood, storm or default of suppliers or sub-contractors, provided that the Customer is notified of such an event and its expected duration.
ThatRound shall be entitled to amend these Terms at any time and will notify you at least 10 days before we make changes to these Terms and give you an opportunity to review them before they go into effect.
No failure or delay by a party to exercise any right or remedy provided under these Terms or by law shall constitute a waiver of that or any other right or remedy, nor shall it prevent or restrict the further exercise of that or any other right or remedy. No single or partial exercise of such right or remedy shall prevent or restrict the further exercise of that or any other right or remedy.
Except as expressly provided in these Terms, the rights and remedies provided hereunder are in addition to, and not exclusive of, any rights or remedies provided by law.
If any provision or part-provision of these Terms is or becomes invalid, illegal or unenforceable, it shall be deemed deleted, but that shall not affect the validity and enforceability of the rest of these Terms.
18.1 These Terms constitute the entire agreement between the parties and supersede and extinguish all previous and contemporaneous agreements, promises, assurances and understandings between them, whether written or oral, relating to its subject matter.
18.2 Each party acknowledges that it does not rely on, and shall have no remedies in respect of, any statement, representation, assurance or warranty (whether made innocently or negligently) that is not set out in these Terms.
19.1 The Customer shall not, without the prior written consent of ThatRound, assign, novate, transfer, charge, sub-contract or deal in any other manner with all or any of its rights or obligations under these Terms.
19.2 ThatRound may at any time assign, transfer, charge, sub-contract or deal in any other manner with all or any of its rights or obligations under these Terms.
Nothing in these Terms is intended to or shall operate to create a partnership between the parties, or authorise either party to act as agent for the other, and neither party shall have the authority to act in the name or on behalf of or otherwise to bind the other in any way (including, but not limited to, the making of any representation or warranty, the assumption of any obligation or liability and the exercise of any right or power).
These Terms do not confer any rights on any person or party (other than the parties hereto and, where applicable, their successors and permitted assigns) pursuant to the Contracts (Rights of Third Parties) Act 1999.
22.1 Any notice required to be given under these Terms shall be in writing and shall be delivered by hand or sent by pre-paid first-class post or recorded delivery post to the other party at its registered office address, usual place of business, or such other address as may have been notified by that party for such purposes, or sent by email to the other party's email address as notified from time to time.
22.2 A notice delivered by hand shall be deemed to have been received when delivered (or if delivery is not in Business Hours, at 9 am on the first Business Day following delivery). A correctly addressed notice sent by pre-paid first-class post or recorded delivery post shall be deemed to have been received at the time at which it would have been delivered in the normal course of post. A notice sent by email shall be deemed to have been received on the Business Day following the date of sending or (if shown by a delivery receipt obtained by the sender) at the time of transmission.
23.1 These Terms and any dispute or claim arising out of or in connection with them or their subject matter or formation (including non-contractual disputes or claims) shall be governed by and interpreted in accordance with the law of England and Wales.
23.2 Each party irrevocably agrees that the courts of England and Wales shall have exclusive jurisdiction to settle any dispute or claim arising out of or in connection with these Terms or their subject matter or formation (including non-contractual disputes or claims).
Last updated: August 2026
1.1 ThatRound has developed a specialist software platform which introduces businesses seeking investment to investors. These Terms govern the relationship between ThatRound and Investors.
1.2 No fees are payable by the Investor for the Services. ThatRound may vary these Terms, including by introducing charges for the Services, in accordance with clause 15 (Variation).
1.3 These Terms apply from the Effective Date.
2.1 The definitions and rules of interpretation in this clause apply in these Terms.
Application: a request submitted by a Customer through the Services to be introduced to the Investor.
Authorised Users: those employees, agents and independent contractors of the Investor who are authorised by the Investor to use the Services.
Business Day: a day other than a Saturday, Sunday or public holiday in England when banks in London are open for business.
Business Hours: 9.00 am to 5.00 pm UK time, each Business Day.
Confidential Information: information that is proprietary or confidential by its nature or is identified as such when disclosed.
Customer: an organisation or person that has subscribed to ThatRound and is seeking investment.
Data Protection Legislation: all applicable data protection and privacy legislation in force from time to time in the UK including the UK GDPR; the DPA 2018; the Privacy and Electronic Communications Regulations 2003 (SI 2003 No. 2426) as amended and any references to Controller, Data Subject, Personal Data, Personal Data Breach, processing and appropriate technical and organisational measures shall be as defined in the DPA 2018 and or UK GDPR.
Documentation: any and all documentation made available to the Investor by ThatRound via the Website which sets out the instructions for use of the Services.
DPA 2018: the Data Protection Act 2018.
Effective Date: the date on which the Investor is first granted live access to the Services.
Fit Score: the indicative score generated by the Services expressing how closely a Customer matches the Investor's Investment Criteria.
Fundraising Support Provider: a person listed on the Website that offers fundraising support services to Customers.
Intellectual Property Rights: patents, rights to inventions, copyright and related rights, trademarks and service marks, trade names and domain names, rights in get-up, rights to goodwill and to sue for passing off and unfair competition, rights in designs, rights in computer software, database rights, rights in confidential information (including know-how and trade secrets) and any other intellectual property rights, whether registered or unregistered and including all applications (and rights to apply) for, and renewals or extensions of, such rights and all similar or equivalent rights or forms of protection which subsist or will subsist, now or in the future, in any part of the world;
Introduction: the exchange of contact details, or the opening of a channel of communication, between the Investor and a Customer through the Services.
Investment Criteria: the criteria provided by the Investor through the Services describing the investments it wishes to consider, together with the matching strictness setting it selects.
Investor: the organisation or person to whom the Services are provided under these Terms.
Investor Information: the Investor's name, logo, brand, biography, investment focus, and any other information it provides for display through the Services.
Pitch Page: the profile of a Customer's business generated and hosted within the Services.
Privacy Policy: the privacy policy adopted by ThatRound from time to time and accepted by all Authorised Users as a condition of accessing the Services.
Services: the services provided by ThatRound to the Investor, including access to the platform, the listing of the Investor on the Website, the screening of Customers against the Investment Criteria, the presentation of Applications with a Fit Score and accompanying commentary, and the facilitation of Introductions and related communications.
Software: the proprietary software application licensed by ThatRound to the Investor as part of the Services pursuant to these Terms.
UK GDPR: has the meaning given to it in section 3(10) (as supplemented by section 205(4)) of the DPA 2018.
Virus: any thing or device (including any software, code, file or programme) which may: prevent, impair or otherwise adversely affect the operation of any computer software, hardware or network.
Website: ThatRound website www.thatround.com or such other website address as may be notified to the Investor from time to time.
2.2 A person includes an individual, corporate or unincorporated body (whether or not having separate legal personality) and that person's legal and personal representatives, successors or permitted assigns.
2.3 A reference to a company shall include any company, corporation or other body corporate, wherever and however incorporated or established.
2.4 Unless the context otherwise requires, words in the singular shall include the plural and in the plural shall include the singular.
2.5 Unless the context otherwise requires, a reference to one gender shall include a reference to the other genders.
2.6 A reference to a statute or statutory provision is a reference to it as it is in force as at the Effective Date and shall include all subordinate legislation made as at the Effective Date under that statute or statutory provision.
2.7 A reference to writing or written excludes fax but not email.
3.1 ThatRound grants to the Investor a non-exclusive, non-transferable right and licence, without the right to grant sub-licences, to permit the Authorised Users to use the Services solely for the Investor's own investment activities.
3.2 In relation to the Authorised Users, the Investor undertakes that each Authorised User shall keep a secure password for their use of the Services and that each Authorised User shall keep their password confidential.
3.3 The Investor shall not:
(a) except as may be allowed by any applicable law which is incapable of exclusion by agreement between the parties and except to the extent expressly permitted by these Terms, attempt to copy, modify, duplicate, create derivative works from, republish, download, display, transmit or distribute all or any portion of the Software and/or Documentation in any form or media or by any means, or attempt to de-compile, reverse engineer or otherwise reduce to human-perceivable form all or any part of the Software;
(b) access all or any part of the Services to build a product or service which competes with the Services;
(c) license, transfer, assign, distribute or otherwise commercially exploit or make the Services available to any third party except the Authorised Users; or
(d) introduce or permit the introduction of any Virus into ThatRound's network and information systems.
3.4 The rights provided under this clause 3 are granted to the Investor only, and shall not be considered granted to any subsidiary or holding company of the Investor.
4.1 ThatRound shall provide the Services to the Investor on and subject to these Terms.
4.2 The Investor provides its Investment Criteria through the Services and may amend them at any time. The Investor is responsible for the accuracy and currency of its Investment Criteria and acknowledges that the relevance of the Applications it receives depends on them.
4.3 The Investor authorises ThatRound to apply the Investment Criteria to screen and filter Customers and Applications on the Investor's behalf, as a function of the Services. In doing so ThatRound does not act as the Investor's agent, adviser or representative, has no authority to bind the Investor, and gives no advice or recommendation to the Investor or to any Customer. ThatRound may in its discretion decline to submit an Application to the Investor.
4.4 The Services include the use of automated and artificial intelligence tools to generate Fit Scores and accompanying commentary. Any Fit Score, ranking, commentary or recommendation generated by the Services is indicative only, does not constitute advice of any kind, and is not a recommendation to invest.
4.5 The Investor may accept or pass on an Application. An Application not actioned within 30 days will expire. The Investor may reverse a pass or an expired Application at any time.
4.6 Where the Investor accepts an Application, ThatRound will facilitate an Introduction. Any subsequent relationship, negotiation, agreement or transaction between the Investor and the Customer is a matter solely between those parties. ThatRound is not a party to it, does not act for either party in relation to it, carries out no due diligence or verification of any Customer, and shall have no liability in connection with it.
4.7 ThatRound shall use commercially reasonable endeavours to make the Services available 24 hours a day, seven days a week. ThatRound shall use reasonable endeavours to provide customer support to Investors during Business Hours. ThatRound may amend its service level policy in its sole and absolute discretion at any time.
5.1 The Investor grants ThatRound a non-exclusive, royalty-free, worldwide licence to use, reproduce and display the Investor Information through the Services, on the Website, and in ThatRound's marketing and promotional materials, for the purpose of promoting and providing the Services.
5.2 The Investor agrees that ThatRound may describe it as an investor partner of ThatRound, and may refer to it as such when presenting investment opportunities to Customers and in the materials referred to in clause 5.1.
5.3 The licence in clause 5.1 continues for the duration of these Terms. On termination ThatRound shall cease further use of the Investor Information within a reasonable period, save that it may retain copies in materials already published or distributed and as required for its records or by law.
5.4 The Investor warrants that it has the right to grant the licence in clause 5.1 and that the Investor Information is accurate, is kept up to date, and does not infringe the rights of any third party.
6.1 The Investor acknowledges that Pitch Pages, documents and other information relating to Customers made available through the Services are confidential.
6.2 The Investor shall: (a) use such information solely for the purpose of evaluating a potential investment in the relevant Customer; (b) keep it confidential; and (c) not disclose it to any person other than its Authorised Users, its professional advisers, and persons it is considering investing alongside in that Customer, in each case where they need to know it for that purpose and on terms no less protective than this clause 6.
6.3 Clause 6.2 does not apply to information which is or becomes publicly available other than through breach of these Terms, which the Investor already lawfully held, or whose disclosure is required by law, a court of competent jurisdiction, or a regulatory authority.
6.4 The Investor shall not use information obtained through the Services to solicit or approach a Customer other than through the Services until an Introduction has been made in respect of that Customer.
7.1 ThatRound and the Investor each warrant in respect of themselves that they will comply with all requirements of the Data Protection Legislation applicable to them in consequence of the delivery of the Services.
7.2 The parties acknowledge that, in respect of personal data relating to Customers and their personnel which the Investor receives through the Services, each party acts as an independent controller. The Investor shall process such personal data in accordance with the Data Protection Legislation and shall not use it for any purpose other than that set out in clause 6.2.
7.3 ThatRound will ensure that:
(a) all personal data that it controls will be stored securely according to industry best practice;
(b) it has in place appropriate technical and organisational measures to protect against unauthorised or unlawful processing of the personal data and against accidental loss or destruction of, or damage to it;
(c) any personal data transferred by ThatRound outside of the UK is made in accordance with the requirements of the Data Protection Legislation which shall include the adoption of standard data protection clauses;
(d) any personal data that the Investor provides in connection with the use of the Services will be processed in accordance with ThatRound's privacy policy; and
(e) it maintains records to demonstrate its compliance with the foregoing provisions of this clause 7.3.
7.4 ThatRound may appoint third party processors to process personal data for the purpose of these Terms, provided that such processors: (a) agree in writing to process that personal data in accordance with ThatRound's documented instructions; (b) implement appropriate technical and organisational security measures to protect the personal data; and (c) otherwise that they will process the personal data in a manner that will meet the requirements of the DPA 2018.
The Investor shall:
(a) provide ThatRound with all necessary co-operation in relation to these Terms and all necessary access to such information as may be required by ThatRound to provide the Services;
(b) without affecting its other obligations under these Terms, comply with all applicable laws and regulations with respect to its activities under these Terms;
(c) ensure that the Authorised Users use the Services in accordance with these Terms and shall be responsible for any Authorised User's breach of these Terms;
(d) keep the status of each Customer with which it is engaged updated through the Services, and acknowledges that such status is visible to that Customer;
(e) use reasonable endeavours to provide a reason when it passes on an Application; and
(f) be, to the extent permitted by law, solely responsible for procuring, maintaining and securing its network connections and telecommunications links from its systems to ThatRound's data centres, and all problems, conditions, delays, delivery failures and all other loss or damage arising from or relating to the Investor's network connections or telecommunications links or caused by the internet.
9.1 ThatRound is not regulated or authorised by the Financial Conduct Authority to provide any regulated activity, and these Terms shall not require it to carry out any such regulated activity or any activity that would cause it to be or become at any time in breach of the general prohibition contained in section 19 of the Financial Services and Markets Act 2000. ThatRound, in its sole discretion, is entitled to refuse to act on any instruction or perform any activity that it determines might cause it to breach that general prohibition.
9.2 Nothing provided through the Services constitutes investment advice, a personal recommendation, or an invitation or inducement to engage in investment activity by ThatRound. The Investor makes its own investment decisions and conducts its own due diligence.
9.3 The Investor warrants that it is a person to whom communications relating to investment in unlisted businesses may lawfully be made, and that it is (as applicable) an investment professional, a high net worth company or individual, a self-certified sophisticated investor, or otherwise exempt, and shall notify ThatRound promptly if that ceases to be the case.
9.4 ThatRound gives no warranty as to the identity, standing, accuracy of information, or prospects of any Customer, and no presentation of a Customer through the Services constitutes an endorsement.
10.1 The Investor acknowledges and agrees that ThatRound and/or its licensors own all Intellectual Property Rights in the Services and the Documentation. Except as expressly stated herein, these Terms do not grant the Investor any rights to, under or in, any Intellectual Property Rights, or any other rights or licences in respect of the Services or the Documentation.
10.2 ThatRound confirms that it has all the rights in relation to the Services and the Documentation that are necessary to grant all the rights it purports to grant under, and in accordance with, these Terms.
The Investor shall defend, indemnify and hold ThatRound harmless against claims, actions, proceedings, losses, damages, expenses and costs (including without limitation court costs and reasonable legal fees) arising out of or in connection with its use of the Services or any breach of clause 6, provided that:
(a) ThatRound provides reasonable co-operation to the Investor in the defence and settlement of such claim, at the Investor's expense; and
(b) the Investor is given sole authority to defend or settle the claim.
12.1 Except as expressly provided in these Terms:
(a) the Investor assumes sole responsibility for results obtained from the use of the Services by the Investor and Authorised Users, and for its investment decisions. ThatRound shall have no liability for any damage caused by errors or omissions in any information or instructions provided to ThatRound by the Investor or by any Customer, or any actions taken by ThatRound at the Investor's request or direction;
(b) the Website contains links to other websites. ThatRound assumes no responsibility for the content of such websites and this should not be taken as an endorsement to use such website;
(c) all warranties, representations, conditions and all other terms of any kind whatsoever implied by statute or common law are, to the fullest extent permitted by applicable law, excluded from these Terms; and
(d) the Services are provided to the Investor on an "as is" basis.
12.2 Nothing in these Terms excludes the liability of ThatRound for death or personal injury caused by ThatRound's negligence or for fraud or fraudulent misrepresentation.
12.3 Subject to clause 12.1 and clause 12.2:
(a) ThatRound shall not be liable whether in tort (including for negligence or breach of statutory duty), contract, misrepresentation, restitution or otherwise for any loss of profits, loss of business, depletion of goodwill and/or similar losses or loss or corruption of data or information, or pure economic loss, or for any special, indirect or consequential loss, costs, damages, charges or expenses however arising under these Terms; and
(b) ThatRound's total aggregate liability in contract, tort (including negligence or breach of statutory duty), misrepresentation, restitution or otherwise, arising in connection with the performance or contemplated performance of the Services shall be limited to £5,000.
12.4 ThatRound shall have no liability for the acts or omissions of any Customer or Fundraising Support Provider, or for the outcome of any Introduction or of any agreement or transaction entered into following an Introduction.
12.5 Nothing in these Terms excludes the liability of the Investor for any breach, infringement or misappropriation of ThatRound's Intellectual Property Rights in the Services, or for breach of clause 6.
13.1 These Terms commence on the Effective Date and continue until terminated in accordance with this clause 13.
13.2 Either party may terminate these Terms at any time by giving written notice to the other or, in the case of the Investor, by closing its account through the Services.
13.3 Without affecting any other right or remedy available to it, ThatRound may suspend or terminate the Investor's access to the Services with immediate effect by giving written notice to the Investor.
13.4 On termination of the Services for any reason:
(a) all licences granted to the Investor under these Terms shall immediately terminate and the Investor shall immediately cease all use of the Services;
(b) clauses 6, 7.2, 11 and 12 shall survive termination; and
(c) any rights, remedies, obligations or liabilities of the parties that have accrued up to the date of termination, including the right to claim damages in respect of any breach of these Terms which existed at or before the date of termination, shall not be affected or prejudiced.
ThatRound shall have no liability to the Investor under these Terms if it is prevented from or delayed in performing its obligations under these Terms, or from carrying on its business, by acts, events, omissions or accidents beyond its reasonable control, including, without limitation, strikes, lock-outs or other industrial disputes (whether involving the workforce of ThatRound or any other party), failure of a utility service or transport or telecommunications network, act of God, war, riot, civil commotion, pandemic (including Government responses thereto), malicious damage, compliance with any law or governmental order, rule, regulation or direction, accident, breakdown of plant or machinery, fire, flood, storm or default of suppliers or sub-contractors, provided that the Investor is notified of such an event and its expected duration.
ThatRound shall be entitled to amend these Terms at any time and will notify you at least 10 days before we make changes to these Terms and give you an opportunity to review them before they go into effect.
No failure or delay by a party to exercise any right or remedy provided under these Terms or by law shall constitute a waiver of that or any other right or remedy, nor shall it prevent or restrict the further exercise of that or any other right or remedy. No single or partial exercise of such right or remedy shall prevent or restrict the further exercise of that or any other right or remedy.
Except as expressly provided in these Terms, the rights and remedies provided hereunder are in addition to, and not exclusive of, any rights or remedies provided by law.
If any provision or part-provision of these Terms is or becomes invalid, illegal or unenforceable, it shall be deemed deleted, but that shall not affect the validity and enforceability of the rest of these Terms.
19.1 These Terms constitute the entire agreement between the parties and supersede and extinguish all previous and contemporaneous agreements, promises, assurances and understandings between them, whether written or oral, relating to its subject matter.
19.2 Each party acknowledges that it does not rely on, and shall have no remedies in respect of, any statement, representation, assurance or warranty (whether made innocently or negligently) that is not set out in these Terms.
20.1 The Investor shall not, without the prior written consent of ThatRound, assign, novate, transfer, charge, sub-contract or deal in any other manner with all or any of its rights or obligations under these Terms.
20.2 ThatRound may at any time assign, transfer, charge, sub-contract or deal in any other manner with all or any of its rights or obligations under these Terms.
Nothing in these Terms is intended to or shall operate to create a partnership between the parties, or authorise either party to act as agent for the other, and neither party shall have the authority to act in the name or on behalf of or otherwise to bind the other in any way (including, but not limited to, the making of any representation or warranty, the assumption of any obligation or liability and the exercise of any right or power).
These Terms do not confer any rights on any person or party (other than the parties hereto and, where applicable, their successors and permitted assigns) pursuant to the Contracts (Rights of Third Parties) Act 1999.
23.1 Any notice required to be given under these Terms shall be in writing and shall be delivered by hand or sent by pre-paid first-class post or recorded delivery post to the other party at its registered office address, usual place of business, or such other address as may have been notified by that party for such purposes, or sent by email to the other party's email address as notified from time to time.
23.2 A notice delivered by hand shall be deemed to have been received when delivered (or if delivery is not in Business Hours, at 9 am on the first Business Day following delivery). A correctly addressed notice sent by pre-paid first-class post or recorded delivery post shall be deemed to have been received at the time at which it would have been delivered in the normal course of post. A notice sent by email shall be deemed to have been received on the Business Day following the date of sending or (if shown by a delivery receipt obtained by the sender) at the time of transmission.
24.1 These Terms and any dispute or claim arising out of or in connection with them or their subject matter or formation (including non-contractual disputes or claims) shall be governed by and interpreted in accordance with the law of England and Wales.
24.2 Each party irrevocably agrees that the courts of England and Wales shall have exclusive jurisdiction to settle any dispute or claim arising out of or in connection with these Terms or their subject matter or formation (including non-contractual disputes or claims).
Last updated: August 2026
1.1 ThatRound has developed a specialist software platform which it makes available to Customers on a subscription basis to enable Customers to identify, evaluate and engage with potential Investors and Fundraising Support Providers in connection with raising investment for their business. These Terms govern the relationship between ThatRound and Fundraising Support Providers.
1.2 ThatRound has agreed to provide and the Provider has agreed to subscribe and pay for the Services subject to these terms and conditions (Terms).
2.1 The definitions and rules of interpretation in this clause apply in these Terms.
Authorised Users: those employees, agents and independent contractors of the Provider who are authorised to use the Services.
Business Day: a day other than a Saturday, Sunday or public holiday in England when banks in London are open for business.
Business Hours: 9.00 am to 5.00 pm UK time, each Business Day.
Confidential Information: information that is proprietary or confidential by its nature or is identified as such when disclosed.
Customer: an organisation or person that has subscribed to ThatRound and wishes to raise investment and with whom the Provider wishes to engage.
Data Protection Legislation: all applicable data protection and privacy legislation in force from time to time in the UK including the UK GDPR; the DPA 2018; the Privacy and Electronic Communications Regulations 2003 (SI 2003 No. 2426) as amended and any references to Controller, Data Subject, Personal Data, Personal Data Breach, processing and appropriate technical and organisational measures shall be as defined in the DPA 2018 and or UK GDPR.
Documentation: any and all documentation made available to the Provider by ThatRound via the Website which sets out the instructions for use of the Services.
DPA 2018: the Data Protection Act 2018.
Effective Date: the date on which the Provider is first granted live access to the Services.
Funding Engagement: an arrangement between the Provider and a Customer, on whatever terms those parties agree, under which the Provider is appointed to help the Customer raise investment.
Fundraising Support Provider (the "Provider"): an organisation or person that is able to provide fundraising support services to businesses and has subscribed to the Services hereunder.
Intellectual Property Rights: patents, rights to inventions, copyright and related rights, trademarks and service marks, trade names and domain names, rights in get-up, rights to goodwill and to sue for passing off and unfair competition, rights in designs, rights in computer software, database rights, rights in confidential information (including know-how and trade secrets) and any other intellectual property rights, whether registered or unregistered and including all applications (and rights to apply) for, and renewals or extensions of, such rights and all similar or equivalent rights or forms of protection which subsist or will subsist, now or in the future, in any part of the world;
Introduction: the exchange of contact details, or the opening of a channel of communication, between the Provider and a Customer through the Services.
Investor: a person listed on the Website that has expressed an interest in receiving details of businesses seeking investment.
Pitch Page: the profile of a Customer's business generated and hosted within the Services.
Privacy Policy: the privacy policy adopted by ThatRound from time to time and accepted by all Authorised Users as a condition of accessing the Services.
Referral Fee: a fee payable to ThatRound by the Provider, calculated as a percentage of any fees earned by the Provider in relation to a Funding Engagement with a Customer, where that Customer was introduced to the Provider through the Services.
Service Subscription: the subscription for the Services purchased by the Provider pursuant to clause 8.1 which entitles Authorised Users to access and use the Services in accordance with these Terms.
Services: the services provided by ThatRound to the Provider by which the Provider will be entitled to a listing on the Website as a potential provider of fundraising support services to a Customer, together with the facilitation of Introductions between the Provider and Customers.
Software: the proprietary software application licensed by ThatRound to the Provider as part of the Services pursuant to these Terms.
Subscription Fees: the subscription fees payable by the Provider to ThatRound for the Service Subscription as set out in clause 8.
Subscription Term: means the period of 12 months.
UK GDPR: has the meaning given to it in section 3(10) (as supplemented by section 205(4)) of the DPA 2018.
Virus: anything or device (including any software, code, file or programme) which may: prevent, impair or otherwise adversely affect the operation of any computer software, hardware or network.
Website: ThatRound website www.thatround.com or such other website address as may be notified to the Provider from time to time.
2.2 A person includes an individual, corporate or unincorporated body (whether or not having separate legal personality) and that person’s legal and personal representatives, successors or permitted assigns.
2.3 A reference to a company shall include any company, corporation or other body corporate, wherever and however incorporated or established.
2.4 Unless the context otherwise requires, words in the singular shall include the plural and in the plural shall include the singular.
2.5 Unless the context otherwise requires, a reference to one gender shall include a reference to the other genders.
2.6 A reference to a statute or statutory provision is a reference to it as it is in force as at the Effective Date and shall include all subordinate legislation made as at the Effective Date under that statute or statutory provision.
2.7 A reference to writing or written excludes fax but not email.
3.1 Subject to the restrictions set out in this clause 3 and the other provisions of these Terms, ThatRound grants to the Provider a non-exclusive, non-transferable right and licence, without the right to grant sub-licences, to permit the Authorised Users to use the Services during the Subscription Term solely for the Provider’s business.
3.2 In relation to the Authorised Users, the Provider undertakes that:
(a) each Authorised User shall keep a secure password for their use of the Services and that each Authorised User shall keep their password confidential;
(b) it shall permit ThatRound or its designated auditor to audit the Services to establish the name and password of each Authorised User to audit compliance with these Terms; and
(c) if any of the audits referred to in 3.2(b) reveal that the Provider has underpaid Subscription Fees or Referral Fees to ThatRound, then without prejudice to ThatRound’s other rights, the Provider shall pay to ThatRound an amount equal to such underpayment as calculated in accordance with the relevant prices within 5 Business Days of the date of the relevant audit.
3.3 The Provider shall not:
(a) except as may be allowed by any applicable law which is incapable of exclusion by agreement between the parties and except to the extent expressly permitted by these Terms:
(i) attempt to copy, modify, duplicate, create derivative works from, republish, download, display, transmit, or distribute all or any portion of the Software and/or Documentation in any form or media or by any means; or
(ii) attempt to de-compile, reverse engineer or otherwise reduce to human-perceivable form all or any part of the Software;
(b) access all or any part of the Services to build a product or service which competes with the Services;
(c) license, transfer, assign, distribute or otherwise commercially exploit or make the Services available to any third party except the Authorised Users, or
(d) introduce or permit the introduction of, any Virus into ThatRound’s network and information systems.
3.4 The rights provided under this clause 3 are granted to the Provider only, and shall not be considered granted to any subsidiary or holding company of the Provider.
4.1 ThatRound shall, during the Subscription Term, provide the Services to the Provider on and subject to these Terms.
4.2 ThatRound will provide a directory style listing for the Provider on the Website, displayed to Customers looking to raise equity or debt finance for their business. Where a Customer wishes to engage the Provider, ThatRound will facilitate an Introduction between them. Any Funding Engagement is concluded directly between the Provider and the Customer on terms agreed between those parties. ThatRound is not a party to any Funding Engagement, does not negotiate or conclude it, and does not act for either party in relation to it.
4.3 ThatRound shall use commercially reasonable endeavours to make the Services available 24 hours a day, seven days a week. ThatRound shall use reasonable endeavour to provide customer support to Providers during Business Hours. ThatRound may amend its service level policy in its sole and absolute discretion at any time.
4.4 The Services include the use of automated and artificial intelligence tools to identify and rank Customers and Providers by reference to information provided by them. Any ranking, score or commentary generated by the Services is indicative only and does not constitute advice of any kind.
5.1 ThatRound and the Provider each warrant in respect of themselves that they will comply with all requirements of the Data Protection Legislation applicable to them in consequence of the delivery of the Services.
5.2 ThatRound will ensure that:
(a) all personal data that it controls will be stored securely according to industry best practice;
(b) it has in place appropriate technical and organisational measures to protect against unauthorised or unlawful processing of the personal data and against accidental loss or destruction of, or damage to it;
(c) any personal data transferred by ThatRound outside of the UK is made in accordance with the requirements of the Data Protection Legislation which shall include the adoption of standard data protection clauses;
(d) any personal data that the Provider provides in connection with the use of the Services including, without limitation, any data provided in connection with payment, will be processed in accordance with the ThatRound’s privacy policy; and
(e) maintain records to demonstrate its compliance with the foregoing provisions of this clause 5.2.
5.3 ThatRound may appoint third party processors to process personal data for the purpose of these Terms, provided that such processors: (a) agree in writing to process that personal data in accordance with ThatRound’s documented instructions; (b) implement appropriate technical and organisational security measures to protect the personal data; and (c) otherwise that they will process the personal data in a manner that will meet the requirements of the DPA 2018.
6.1 ThatRound undertakes to provide the Services with reasonable skill and care.
6.2 The undertaking at 6.1 shall not apply to the extent of any non-conformance which is caused by use of the Services contrary to ThatRound’s instructions, or modification or alteration of the Services by any party other than ThatRound or ThatRound’s duly authorised contractors or agents.
6.3 ThatRound does not warrant that the Provider’s use of the Services will be uninterrupted or error-free and is not responsible for any delays, delivery failures, or any other loss or damage resulting from the transfer of data over communications networks and facilities, including the internet, and the Provider acknowledges that the Services may be subject to limitations, delays and other problems inherent in the use of such communications facilities.
6.4 ThatRound is not regulated or authorised by the Financial Conduct Authority to provide any regulated activity and these Terms shall not require it to carry out any such regulated activity or any activity that would cause it to be or become at any time in breach of the general prohibition contained in section 19 of the Financial Services and Markets Act 2000. ThatRound in its sole discretion, is entitled to refuse to act on any instruction or perform any activity that it determines might cause it to perform any activity which breaches the general prohibition contained in section 19 of the Financial Services and Markets Act 2000.
6.5 The Provider warrants that the information it provides for display on the Website, including any statement of its regulatory status, is accurate and kept up to date, and shall notify ThatRound promptly of any change. ThatRound gives no warranty to Customers as to the Provider's regulatory status and relies on the Provider's confirmation.
The Provider shall:
(a) provide ThatRound with all necessary co-operation in relation to these Terms and all necessary access to such information as may be required by ThatRound to provide the Services;
(b) without affecting its other obligations under these Terms, comply with all applicable laws and regulations with respect to its activities under these Terms;
(c) ensure that the Authorised Users use the Services in accordance with these Terms and shall be responsible for any User’s breach of these Terms;
(d) be, to the extent permitted by law, solely responsible for procuring, maintaining and securing its network connections and telecommunications links from its systems to ThatRound’s data centres, and all problems, conditions, delays, delivery failures and all other loss or damage arising from or relating to the Provider’s network connections or telecommunications links or caused by the internet;
(e) conduct any Funding Engagement with reasonable skill and care and in accordance with all applicable laws and regulations, including the requirements of the Financial Services and Markets Act 2000 where applicable to it;
(f) keep accurate records of all fees invoiced to and received from Customers introduced to it through the Services, report those fees to ThatRound promptly and in any event monthly, and permit ThatRound or its designated auditor to inspect and take copies of such records on reasonable notice;
(g) not seek to avoid the Referral Fee by concluding or restructuring a Funding Engagement outside the Services with a Customer introduced to it through the Services;
(h) use any Pitch Page, document or other information relating to a Customer made available through the Services solely for the purpose of evaluating and providing fundraising support services to that Customer, keep it confidential, and not disclose it to any person other than its Authorised Users and professional advisers who need to know it for that purpose and on terms no less protective than this limb; and
(i) not use information obtained through the Services to solicit or approach a Customer other than through the Services until an Introduction has been made in respect of that Customer.
7.2 Limb (h) does not apply to information which is or becomes publicly available other than through breach of these Terms, which the Provider already lawfully held, or whose disclosure is required by law, a court of competent jurisdiction, or a regulatory authority.
8.1 The Provider shall pay the Subscription Fees and Referral Fees to ThatRound for the Service Subscription in accordance with this clause 8.
8.2 ThatRound’s charges are:
(a) An ongoing monthly Subscription Fee charge payable during the Subscription Term as agreed by the parties; and
(b) A Referral Fee, as agreed by the parties, calculated as a percentage of all fees charged by the Provider to a Customer introduced through the Services. The Referral Fee becomes due when the corresponding fee is received by the Provider from the Customer, and is payable on the next date on which the Subscription Fee falls due.
8.3 Payments shall be made using a third party payment processor, such as Stripe. When you make a payment, you explicitly agree to pay the price and terms listed at the time of purchase for the Services.
8.4 ThatRound may share your payment information with payment services providers to process payments; prevent, detect, and investigate fraud or other prohibited activities; facilitate dispute resolution and for other purposes associated with the acceptance of credit or debit cards. It is your responsibility to make sure your banking, credit card, debit card, and/or other payment information is up to date, complete and accurate at all times.
8.5 Fees payable by a Customer to the Provider under a Funding Engagement are payable directly by the Customer to the Provider. ThatRound does not invoice, collect or receive such fees on the Provider's behalf. The Referral Fee remains payable to ThatRound under clause 8.2(b), and the Provider's reporting obligations under clause 7(f) apply.
8.6 If ThatRound has not received payment of the Subscription Fees or Referral Fees within 5 days after the due date, and without prejudice to any other rights and remedies available:
(a) ThatRound may, without liability to the Provider, disable the Provider’s password, account and access and that of any of its Authorised Users to all or part of the Services and ThatRound shall be under no obligation to provide any or all of the Services while the invoice(s) concerned remain unpaid; and
(b) interest shall accrue daily on such due amounts at an annual rate equal to 4% over the then current base lending rate of the Bank of England from time to time, commencing on the due date and continuing until fully paid, whether before or after judgment.
8.7 All amounts and fees stated or referred to in these Terms:
(a) shall be payable in pounds Sterling;
(b) are, subject to clause 11.3(b), non-cancellable and non-refundable;
(c) are exclusive of credit or debit card charges and bank fees; and
(d) are exclusive of value added tax, which shall (if applicable) be added to ThatRound’s invoice(s) at the appropriate rate.
9.1 The Provider acknowledges and agrees that ThatRound and/or its licensors own all Intellectual Property Rights in the Services and the Documentation. Except as expressly stated herein, these Terms do not grant the Provider any rights to, under or in, any Intellectual Property Rights, or any other rights or licences in respect of the Services or the Documentation.
9.2 ThatRound confirms that it has all the rights in relation to the Services and the Documentation that are necessary to grant all the rights it purports to grant under, and in accordance with, these Terms.
The Provider shall defend, indemnify and hold ThatRound harmless against claims, actions, proceedings, losses, damages, expenses and costs (including without limitation court costs and reasonable legal fees) arising out of or in connection with its use of the Services, provided that:
(a) ThatRound provides reasonable co-operation to the Provider in the defence and settlement of such claim, at the Provider’s expense; and
(b) the Provider is given sole authority to defend or settle the claim.
11.1 Except as expressly provided in these Terms:
(a) the Provider assumes sole responsibility for results obtained from the use of the Services by the Provider and Authorised Users. ThatRound shall have no liability for any damage caused by errors or omissions in any information or instructions provided to the Provider by the Customer, or any actions taken by ThatRound at the request or direction of the Provider or Customers;
(b) the Website contains links to other websites. ThatRound assumes no responsibility for the content of such websites and this should not be taken as an endorsement to use such website;
(c) all warranties, representations, conditions and all other terms of any kind whatsoever implied by statute or common law are, to the fullest extent permitted by applicable law, excluded from these Terms; and
(d) the Services are provided to the Provider on an "as is" basis.
11.2 Nothing in these Terms excludes the liability of ThatRound for death or personal injury caused by ThatRound’s negligence or for fraud or fraudulent misrepresentation.
11.3 Subject to clause 11.1 and clause 11.2:
(a) ThatRound shall not be liable whether in tort (including for negligence or breach of statutory duty), contract, misrepresentation, restitution or otherwise for any loss of profits, loss of business, depletion of goodwill and/or similar losses or loss or corruption of data or information, or pure economic loss, or for any special, indirect or consequential loss, costs, damages, charges or expenses however arising under these Terms; and
(b) ThatRound’s total aggregate liability in contract, tort (including negligence or breach of statutory duty), misrepresentation, restitution or otherwise, arising in connection with the performance or contemplated performance of the Services shall be limited to the total fees paid for the Services during the 12 months immediately preceding the date on which the claim arose.
11.4 In no event shall ThatRound, its employees, agents and sub-contractors be liable to the Provider to the extent that any claim arises in consequence of the Provider’s or Authorised User’s use of the Services in a manner contrary to ThatRound’s instructions.
11.5 Nothing in these Terms excludes the liability of the Provider for any breach, infringement or misappropriation of ThatRound’s Intellectual Property Rights in the Services.
12.1 The Services shall, unless otherwise terminated as provided in this clause 12, commence on the Effective Date and shall continue on an automatic renewal basis for the same Subscription Term unless and until:
(a) the Provider notifies ThatRound of its wish to terminate on 3 calendar months’ notice in writing or via the Website, in which case the Services shall terminate at the end of the fourth calendar month in which the Provider has served its notice to terminate; or
(b) otherwise terminated in accordance with these Terms;
the duration for which the Services are provided shall be referred to as the
Subscription Term.
12.2 Without affecting any other right or remedy available to it, ThatRound may terminate the provision of the Services hereunder with immediate effect by giving written notice to the Provider.
12.3 On termination of the Services for any reason:
(a) all licences granted under these Terms shall immediately terminate and the Provider shall immediately cease all use of the Services; and
(b) any rights, remedies, obligations or liabilities of the parties that have accrued up to the date of termination, including:
(i) the right to receive the Referral Fee; and
(ii) the right to claim damages in respect of any breach of these Terms which existed at or before the date of termination, shall not be affected or prejudiced; and
(c) the Provider’s obligation to report fees under clause 7(f), and ThatRound’s right to receive a Referral Fee in respect of any Funding Engagement entered into with a Customer introduced through the Services before termination, shall survive termination.
ThatRound shall have no liability to the Provider under these Terms if it is prevented from or delayed in performing its obligations under these Terms, or from carrying on its business, by acts, events, omissions or accidents beyond its reasonable control, including, without limitation, strikes, lock-outs or other industrial disputes (whether involving the workforce of ThatRound or any other party), failure of a utility service or transport or telecommunications network, act of God, war, riot, civil commotion, pandemic (including Government responses thereto), malicious damage, compliance with any law or governmental order, rule, regulation or direction, accident, breakdown of plant or machinery, fire, flood, storm or default of suppliers or sub-contractors.
ThatRound shall be entitled to amend these Terms at any time and will notify you at least 10 days before we make changes to these Terms and give you an opportunity to review them before they go into effect.
No failure or delay by a party to exercise any right or remedy provided under these Terms or by law shall constitute a waiver of that or any other right or remedy, nor shall it prevent or restrict the further exercise of that or any other right or remedy. No single or partial exercise of such right or remedy shall prevent or restrict the further exercise of that or any other right or remedy.
Except as expressly provided in these Terms, the rights and remedies provided hereunder are in addition to, and not exclusive of, any rights or remedies provided by law.
If any provision or part-provision of these Terms is or becomes invalid, illegal or unenforceable, it shall be deemed deleted, but that shall not affect the validity and enforceability of the rest of these Terms.
18.1 These Terms constitute the entire agreement between the parties and supersede and extinguish all previous and contemporaneous agreements, promises, assurances and understandings between them, whether written or oral, relating to its subject matter.
18.2 Each party acknowledges that it does not rely on, and shall have no remedies in respect of, any statement, representation, assurance or warranty (whether made innocently or negligently) that is not set out in these Terms.
19.1 The Provider shall not, without the prior written consent of ThatRound, assign, novate, transfer, charge, sub-contract or deal in any other manner with all or any of its rights or obligations under these Terms.
19.2 ThatRound may at any time assign, transfer, charge, sub-contract or deal in any other manner with all or any of its rights or obligations under these Terms.
20.1 Nothing in these Terms is intended to or shall operate to create a partnership between the parties, and neither party shall have the authority to act in the name or on behalf of or otherwise to bind the other in any way (including, but not limited to, the making of any representation or warranty, the assumption of any obligation or liability and the exercise of any right or power).
These Terms do not confer any rights on any person or party (other than the parties hereto and, where applicable, their successors and permitted assigns) pursuant to the Contracts (Rights of Third Parties) Act 1999.
22.1 Any notice required to be given under these Terms shall be in writing and shall be delivered by hand or sent by pre-paid first-class post or recorded delivery post to the other party at its registered office address, usual place of business, or such other address as may have been notified by that party for such purposes, or sent by email to the other party's email address as notified from time to time.
22.2 A notice delivered by hand shall be deemed to have been received when delivered (or if delivery is not in Business Hours, at 9 am on the first Business Day following delivery). A correctly addressed notice sent by pre-paid first-class post or recorded delivery post shall be deemed to have been received at the time at which it would have been delivered in the normal course of post. A notice sent by email shall be deemed to have been received on the Business Day following the date of sending or (if shown by a delivery receipt obtained by the sender) at the time of transmission.
23.1 These Terms and any dispute or claim arising out of or in connection with them or their subject matter or formation (including non-contractual disputes or claims) shall be governed by and interpreted in accordance with the law of England and Wales.
23.2 Each party irrevocably agrees that the courts of England and Wales shall have exclusive jurisdiction to settle any dispute or claim arising out of or in connection with these Terms or their subject matter or formation (including non-contractual disputes or claims).