Terms and Conditions for Digital Badging Services


These Terms and Conditions ("Agreement") govern the use of the Digital Badging Service ("Service") provided by Tahdah Verified Limited ("Provider") to the client (“Client”), governed by the laws of the England and Wales. By signing up for and using the Service either through the automated online process or any other route, the Client agrees to be bound by these Terms and Conditions.

In signing up to the service you acknowledge that you are 18 years of age or older, and that those under the age of majority in their jurisdiction may not use the Service without parental supervision. If you are an employee, consultant or contractor entering into these Terms on behalf of or as part of your work for a company or other entity, you represent that you have the authority to bind such entity to these Terms, in which case the terms “Client,” shall refer to such entity.

1. Scope of our service

The Provider offers a digital badging subscription service that allows businesses to issue verifiable digital credentials ("Badges") to individuals ("Recipients"). Badges can be purchased as credits, either per badge or per individual, as agreed during the order process. Once purchased the credit type is fixed and cannot be transferred.

2. Privacy and cookies

Tahdah respects your privacy. Please have a look at our privacy and cookies policy for further information.

3. Contract Term & Renewal

  1. The initial contract term is for a minimum of 12 months ("Initial Term"), commencing from the date of the service agreement and billing.
  2. After the Initial Term, the contract will automatically renew for successive 12-month periods unless either party provides written notice of termination at least 60 days before the end of the current term.

4. Fees & Billing

  1. Payment Terms
    1. Payment is due in full upon receipt of the invoice. The Provider will issue the invoice upon signing the contract and annually thereafter unless additional credits are purchased, in which case the invoice will be issued immediately for those credits.
    2. A valid credit card may be required to process the payment for your subscription. By submitting the payment information, you automatically authorise us to charge all subscription fees incurred through your account.
    3. Failure to pay any amounts due within 30 days of the invoice date may result in suspension or termination of the Service at the Provider's discretion.
2. Annual Price Adjustment Clause (RPI-Based) 

  1. Annual Fee Increase: The subscription fee under this Agreement shall be subject to an annual increase in line with the Retail Price Index (RPI) published by the Office for National Statistics or any successor body.
  2. Timing of Adjustment: The increase shall take effect on each anniversary of the Start Date of this Agreement (the "Adjustment Date").
  3. Calculation of Increase: The adjustment shall be calculated based on the percentage change in the RPI over the 12-month period ending three months prior to the Adjustment Date (the "Reference Period"). If the RPI has increased during the Reference Period, the subscription fee shall be increased by a percentage equal to the percentage change in the RPI.
  4. Notification: The Provider shall provide the Client with written notice of the adjusted subscription fee at least 60 days prior to the Adjustment Date.
  5. Cap and Floor: The annual increase shall not exceed 8% per annum or be less than 2% per annum, regardless of the percentage change in the RPI.
  6. Successor Index: In the event that the RPI is discontinued or no longer published, the Provider shall use a comparable index reflecting changes in the cost of living or inflation, as determined by the Office for National Statistics or another relevant authority.

5. Client Responsibilities

  1. The Client is responsible for providing accurate information when issuing Badges and ensuring that the Badges comply with all relevant laws and industry standards.
  2. The Client agrees not to use the Service for any illegal activities or to issue Badges containing false or misleading information.

6. Termination

  1. Either party may terminate this Agreement by providing at least 60 days’ written notice before the end of the current contract term.
  2. The Provider reserves the right to terminate the Service without notice if the Client is found to be in breach of any of the terms of this Agreement or for failure to pay the fees due.
  3. Upon termination, the Client will lose access to the Service and any unused credits will be forfeited, with no refund provided.

7. Service Suspension

The Provider may temporarily suspend access to the Service for operational reasons, such as maintenance, updates, or upgrades. The Provider will notify the Client in advance of any planned service interruptions, where possible.

8. Limitation of Liability

  1. The Provider will use all reasonable efforts to provide uninterrupted access to the Service. However, the Provider shall not be liable for any interruptions, downtime, or errors in the Service, including any loss of data.
  2. The Provider’s total liability under this Agreement, whether in contract, tort (including negligence), or otherwise, shall not exceed the amount paid by the Client for the Service during the 12 months preceding the claim.

9. Intellectual Property

  1. The Client retains ownership of its own trademarks, logos, and other intellectual property used in relation to the Badges.
  2. The Provider retains all rights to the Service, including software, designs, databases, and methodologies. The Client may not copy, modify, distribute, or reverse-engineer any part of the Service.

10. Data Protection & Privacy

  1. Both parties agree to comply with all applicable data protection laws, including the UK General Data Protection Regulation (GDPR).
  2. The Client is responsible for obtaining all necessary consents from Recipients to issue digital Badges and for storing any personal data in compliance with applicable laws.
  3. The Provider will take reasonable measures to protect personal data shared through the Service and will process it in accordance with its Privacy Policy.

    11. Force Majeure

    • The Provider shall not be held liable for any delay or failure to perform its obligations under this Agreement if such delay or failure is caused by events beyond the Provider’s reasonable control, including but not limited to, natural disasters, war, acts of terrorism, strikes, or other labour disputes, or government actions.


    12. Changed to Terms & Conditions

    • Both parties agree to comply with all applicable data protection laws, including the UK General Data Protection Regulation

    13. Governing Law & Jurisdiction

    • Both parties agree to comply with all applicable data protection laws, including the UK General Data Protection Regulation

14. Miscellaneous

  1. Entire Agreement: This Agreement, including any order forms, constitutes the entire understanding between the parties and supersedes all prior discussions, agreements, or understandings.
  2. Severability: If any provision of this Agreement is found to be invalid or unenforceable, the remaining provisions shall remain in full force and effect.
  3. Assignment: The Client may not assign or transfer any of its rights or obligations under this Agreement without the prior written consent of the Provider.

    By signing up for the Service, the Client acknowledges that they have read, understood, and agreed to these Terms and Conditions

Tahdah Verified Ltd

December 2024