Terms & Conditions
Version 1.0 — 11 October 2026
1. Parties and scope
These terms are a legal agreement between Padgrad Ltd (company number 17365449, registered office 20 Wenlock Road, London, England, N1 7GU) ("we", "us", "our") and the business that subscribes to PadCount ("you", "Customer").
PadCount is a product of Padgrad Ltd: we (Padgrad Ltd) provide PadCount, and Padgrad Ltd is the company you contract with. These terms cover your use of PadCount (padcount.com), which is provided by Padgrad Ltd, and apply from the date you accept them. If you and we have signed a separate written agreement, that agreement prevails where it conflicts with these terms.
2. What PadCount is
2.1 PadCount is software that lets a company record expenses and revenue, upload and store receipts, and export organised data for accounting and tax purposes.
2.2 PadCount is not a tax, accounting, legal or financial adviser and does not give tax or accounting advice. In particular:
- We do not prepare, review, approve or submit tax returns or VAT returns.
- We do not determine the correct VAT treatment, deductibility or categorisation of anything you enter.
- We do not guarantee that any figure, report or export produced from PadCount will be accepted by HMRC or any other tax authority.
- Phrases such as "HMRC-ready" or "ready for your accountant" mean only that the data is organised and exportable in a usable format. Your accountant or tax adviser remains responsible for your filings and for the treatment of every item.
2.3 Your account is a company account. Access is granted per user with a role, and you control who you invite.
3. Your responsibilities
You will: (a) provide accurate information; (b) keep credentials secure and manage your users' access; (c) enter data lawfully and ensure you have a lawful basis for any personal data you put into PadCount, including your employees' data; (d) where required, give your employees a privacy notice covering PadCount; (e) give us the information we need to meet our obligations under the Data Processing Addendum; and (f) not upload anything unlawful or infringing, or any special category data or card data unless we have agreed it in writing.
You will not resell or white-label PadCount, attempt to access another tenant's data, reverse engineer the service, or use it to build a competing product.
4. Fees, billing and renewals
4.1 Fees, the plan and the billing cycle are shown at checkout and on your billing page. Fees are exclusive of VAT unless stated.
4.2 Subscriptions renew automatically at the end of each period unless cancelled. We email you before every renewal with the date and the amount, and you can cancel in a single action from your billing page or by emailing us.
4.3 We may change the fee for a renewal by giving you at least 30 days' notice before the renewal date, and you may cancel before it takes effect. Where we materially reduce the service, you may cancel and receive a pro-rata refund of prepaid fees for the affected period.
4.4 Late payment: we may suspend access after 14 days' written notice and may charge interest at the statutory rate for business debts.
5. Service levels and support
5.1 We will use reasonable skill and care to keep PadCount available. We may carry out planned maintenance with notice where practicable; emergency security work may be immediate.
5.2 Support is at support@padgrad.com, with a target acknowledgement of 2 working days. Incidents that make the service unavailable or put data at risk are worked on during UK daytime hours.
6. Intellectual property
6.1 We own PadCount, its software, design and documentation, and we grant you a non-exclusive, non-transferable right to use it during your subscription for your internal business purposes.
6.2 You own your data — your entries, uploaded receipts and reports. See the Data Processing Addendum for the processing terms.
6.3 If you send us feedback or suggestions, we may use them to improve the product without obligation to you.
7. Liability
7.1 Nothing in these terms limits liability for death or personal injury caused by negligence, for fraud or fraudulent misrepresentation, or for anything else that cannot lawfully be limited — including our obligations under data protection law.
7.2 Subject to 7.1: (a) neither party is liable for indirect or consequential loss, loss of profit, revenue, business or goodwill; (b) our total aggregate liability under or in connection with these terms in any 12-month period is limited to the greater of the fees you paid us in the 12 months before the event giving rise to the claim and £100; (c) we are not liable for losses caused by your data-entry errors, by third-party services, or by your failure to keep a backup or export.
7.3 These caps apply to the maximum extent permitted by law. They do not limit our statutory data protection obligations — a contract clause cannot do that.
8. Term, termination and exit
8.1 Either party may terminate for material breach not remedied within 30 days of written notice, or immediately if the other becomes insolvent.
8.2 On termination: (a) we make your data available for export in a machine-readable format for 60 days; (b) after that we delete it in line with the Data Processing Addendum; (c) you remain liable for fees due; and (d) the clauses on confidentiality, intellectual property, liability, data protection and governing law survive.
8.3 No lock-in: you can export your data at any time during your subscription, not only at the end.
9. Confidentiality
Each party will keep the other's confidential information confidential, use it only for the purposes of the agreement, and protect it with reasonable care. This does not cover information that is public, independently developed, or required to be disclosed by law or a regulator.
10. Changes and notices
10.1 We may update these terms where there is a valid reason (legal, regulatory, security, or a change to the service), giving 30 days' notice. If a change materially disadvantages you, you may terminate before it takes effect and receive a pro-rata refund.
10.2 Notices to you go to the account email; notices to us go to legal@padgrad.com.
11. Data protection
Our processing of your account, billing and marketing data is governed by the Privacy Policy, and our processing of the personal data you put into PadCount on your behalf is governed by the Data Processing Addendum.
12. Governing law and jurisdiction
The laws of England and Wales apply, and the courts of England and Wales have exclusive jurisdiction — except that we may seek injunctive relief in any relevant jurisdiction.