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Terms of Service

Last updated: 25 May 2026

In one paragraph.

VATloop is a technical transmission service that submits VAT returns you have explicitly authorised to HMRC. You are the responsible party for the figures; we are the conduit. Subscription is £19 per month with a 90-day free trial. Liability is capped at the greater of 12 months' fees or £1,000. Governed by English law. You can cancel any time. The load-bearing clauses are at sections 4, 9, 15, 16, 17 and 18; please read them.

1. Acceptance and definitions

These Terms of Service (the "Terms") form a binding agreement between Ali Elmonofy, trading as EBM Solutions (the "Supplier", "we", "us", "our") and the VAT-registered business that installs the VATloop Shopify app (the "Merchant", "you", "your"). By installing, accessing, or using the VATloop app you confirm that you have read, understood, and agreed to be bound by these Terms, together with the Privacy Policy at vatloop.co.uk/privacy and the Annex B Data Processing Agreement at the foot of that page.

In these Terms, the following definitions apply:

  • "Annex A" means the list of Shopify Admin API fields deliberately collected by the Services, maintained by the Supplier and made available on written request.
  • "Annex B" means the Data Processing Agreement set out at the foot of the Privacy Policy.
  • "Fees" means the subscription fees paid by the Merchant for the Services, calculated as set out in section 5.
  • "HMRC" means HM Revenue & Customs.
  • "Services" means the VATloop Shopify app and the related submission facilitation services made available by the Supplier.
  • "Shopify" means Shopify Inc. and its affiliates that operate the Shopify platform.
  • "Submission" means a VAT return submitted to HMRC through the Services.

2. The Services

The Services calculate a 9-box VAT Return preview from the Merchant's Shopify orders, refunds, and tax data for a selected VAT period, accept Merchant-entered figures for boxes that cannot be derived from Shopify data, present the complete return for the Merchant's authorisation, and transmit the authorised return to HMRC via HMRC's Making Tax Digital VAT API.

The Services are delivered as a Shopify embedded application accessed from the Merchant's Shopify admin. The Services depend on (a) the Shopify platform and Shopify Admin API, (b) HMRC's Making Tax Digital service, and (c) Cloudflare-hosted infrastructure operated by the Supplier.

3. Account, eligibility, and authorised users

To use the Services the Merchant must (a) operate a Shopify store on a current Shopify plan, (b) be VAT-registered with HMRC, (c) hold a valid HMRC VAT registration number ("VRN"), and (d) have authority to make VAT submissions on behalf of the VAT-registered entity.

The Merchant is responsible for the actions of every authorised user it permits to access the Services through its Shopify admin. Authorised users include any Shopify staff member with access to the embedded VATloop app within the Merchant's Shopify admin.

4. Submissions and Merchant responsibility

4.1 The Services calculate a 9-box VAT Return preview from the Merchant's Shopify orders, refunds, and tax data for the selected VAT period. The Merchant is responsible for entering accurate figures for Boxes 2, 4, 7, and 9, which the Services cannot derive from Shopify data.

4.2 The Services shall not transmit any Submission to HMRC unless and until the Merchant has (a) reviewed the full 9-box preview, (b) confirmed via the express on-screen confirmation control that the figures are accurate, and (c) clicked the "Submit to HMRC" control. Each Submission is a discrete authorisation; the Merchant may not pre-authorise future Submissions in bulk.

4.2.1 Any change to the Services that reduces, automates, or otherwise modifies the per-Submission authorisation requirements in clause 4.2 shall require a written variation to these Terms, agreed in advance by the Merchant, before taking effect.

4.3 By authorising a Submission, the Merchant warrants that: (a) the figures shown in the 9-box preview, as supplemented by the Merchant's entries for Boxes 2, 4, 7, and 9, accurately reflect the Merchant's VAT liability for the period in question; (b) the Merchant has reviewed any supporting calculations or source data it considers necessary to make that judgment; (c) the Merchant is authorised to make VAT submissions on behalf of the registered VAT entity; and (d) the individual user who clicks the "Submit to HMRC" control has actual or apparent authority to bind the Merchant and the registered VAT entity to that Submission.

4.4 The Supplier provides a technical transmission service for the limited purpose of transmitting Submissions to HMRC's Making Tax Digital service via the Supplier's HMRC-approved software. The Supplier is not the Merchant's tax advisor, accountant, tax agent (within the meaning of HMRC's MTD framework or any other HMRC regime), or representative. The Merchant is and remains solely responsible for the accuracy, completeness, and timeliness of every Submission. In respect of personal data processed in connection with the Services, the Supplier acts as a data processor on the Merchant's instructions for the purpose of computing and transmitting Submissions, and as an independent data controller in respect of personal data the Supplier is statutorily required to collect (including fraud-prevention metadata transmitted to HMRC under HMRC's MTD VAT fraud-prevention header requirements; statutory authority Finance (No. 2) Act 2017 sections 60 to 62 and HMRC's Making Tax Digital VAT API specification, as described in section 6 of the Privacy Policy). The respective obligations are set out in Annex B (Data Processing Agreement).

4.5 The Merchant shall indemnify the Supplier, on a continuing basis, against any liability, loss, damage, cost, or expense (including reasonable legal costs) that the Supplier incurs to the extent caused by any breach by the Merchant of the warranties in clause 4.3. This indemnity is subject to the Supplier (a) notifying the Merchant promptly of the relevant claim or circumstance; (b) not making any admission of liability or settlement without the Merchant's consent (not to be unreasonably withheld); (c) using reasonable endeavours to mitigate; and (d) permitting the Merchant, at the Merchant's election and cost, to assume sole conduct of the defence of any such claim, provided that the Supplier may at its own cost engage separate counsel to monitor that defence. The Merchant's aggregate liability under this clause 4.5 shall be capped at the amount specified in clause 9.2.

5. Subscription fees and billing

5.1 The Fees are £19 (nineteen pounds sterling) per month per Shopify store, billed monthly in advance through Shopify's Recurring Application Charge mechanism. Fees are stated exclusive of any taxes; any taxes payable in respect of the Fees are added to the Shopify charge as required by Shopify and the applicable tax rules.

5.2 A free trial of ninety (90) days is included with the first installation on each Shopify store. The trial begins on the date the Merchant approves the Shopify Recurring Application Charge. No Fees are charged during the trial. The first monthly payment is taken on the first day after the trial period ends and is then collected monthly on the same calendar day.

5.3 The Supplier may change the Fees on not less than thirty (30) days' written notice (including by in-app notice or email). A Fee change takes effect at the start of the next billing period after the notice period expires. The Merchant may terminate the Services at any time before the new Fee takes effect by uninstalling the app from Shopify.

5.4 All billing — including approval, suspension, cancellation, refunds for failed charges, and dispute handling — is conducted through Shopify under Shopify's Recurring Application Charge mechanism. The Supplier does not handle or have visibility of the Merchant's payment card details.

6. Term and termination

6.1 These Terms take effect on the date the Merchant installs the app and continue on a rolling monthly basis until terminated in accordance with this section, or under section 16 (HMRC recognition loss).

6.2 Termination by the Merchant. The Merchant may terminate these Terms at any time by uninstalling the app from its Shopify admin. On uninstallation, the Shopify Recurring Application Charge stops and no further Fees are charged. The Merchant is not entitled to a refund of any Fee already paid for the current billing period save where otherwise stated in these Terms.

6.3 Termination by the Supplier for cause. The Supplier may terminate these Terms with immediate effect by written notice to the Merchant if the Merchant: (a) commits a material breach of these Terms that is not capable of cure, or if capable of cure has not been cured within thirty (30) days of written notice; (b) becomes insolvent, enters into administration, has a winding-up order made against it, or undergoes any analogous event in any jurisdiction; (c) uses the Services in a manner that exposes the Supplier to risk of loss of HMRC recognition or breach of Shopify Partner Program terms.

6.4 Termination for convenience by the Supplier. The Supplier may terminate these Terms for convenience on not less than thirty (30) days' written notice to the Merchant. On termination under this clause the Supplier shall refund any Fees paid in advance for the period after termination, calculated pro-rata.

6.5 Survival. The following sections survive termination: 4.5 (indemnity), 9 (limitation of liability), 11 (confidentiality), 12 (data protection), 15 (intellectual property), 17 (governing law), and Annex B (DPA) and section 8 of the Privacy Policy (audit-log retention) to the extent of their stated retention periods.

7. Suspension

The Supplier may suspend the Services in respect of a Merchant for so long as is reasonably necessary to (a) investigate and respond to a suspected breach of these Terms or applicable law, (b) protect the integrity of the Services or the security of other Merchants' data, or (c) comply with a binding instruction from HMRC, a court, or another competent authority. The Supplier shall notify the Merchant of the suspension and the reason as soon as reasonably practicable, unless prohibited from doing so by law or the competent authority.

8. Acceptable use

The Merchant shall not (a) use the Services to make any Submission the Merchant knows or ought reasonably to know is inaccurate, fraudulent, or in breach of HMRC rules; (b) attempt to circumvent, disable, or interfere with the per-Submission authorisation control required by clause 4.2; (c) reverse-engineer, decompile, or attempt to derive the source code of the Services, save to the extent expressly permitted by mandatory law; (d) use the Services in a manner that risks the Supplier's HMRC recognition or Shopify Partner Program status; or (e) use the Services to process the data of any third party that is not a customer of the Merchant's Shopify store in the ordinary course of the Merchant's business.

9. Limitation of liability

9.1 Nothing in these Terms excludes or limits the Supplier's liability for: (a) death or personal injury caused by the Supplier's negligence; (b) fraud or fraudulent misrepresentation by the Supplier; or (c) any other liability which cannot lawfully be excluded or limited under the laws of England and Wales.

9.2 Subject to clause 9.1, the Supplier's total aggregate liability to the Merchant in respect of any and all claims arising out of or in connection with these Terms or the Services (whether in contract, tort including negligence, breach of statutory duty, or otherwise) shall be limited to the greater of (a) the total Fees paid by the Merchant to the Supplier in the twelve (12) months immediately preceding the event giving rise to the claim, or (b) one thousand pounds sterling (£1,000). The Merchant acknowledges that the Fees payable for the Services reflect this allocation of risk, and that the Merchant could have obtained materially different risk allocations from alternative providers of HMRC-recognised MTD VAT bridging software.

9.3 In no event shall the Supplier be liable to the Merchant for any: (a) loss of profit; (b) loss of revenue; (c) loss of business or business opportunity; (d) loss of anticipated savings; (e) loss of goodwill; (f) loss or corruption of data, except to the extent such loss or corruption is caused directly by the Supplier's breach of its express data-handling obligations under sections 3 to 7 of the Privacy Policy or Annex B (Data Processing Agreement); or (g) any indirect, consequential, special, or punitive losses, however arising.

9.4 The Merchant acknowledges that the Services are a technical transmission service, not a tax advisory service. The Supplier does not verify the accuracy of the figures the Merchant authorises for Submission. Accordingly, the Supplier shall have no liability for any penalty, surcharge, interest, or other charge levied by HMRC arising from an inaccurate, incomplete, or late Submission, except where such charge results directly from a proven failure of the Services to transmit a Submission that the Merchant correctly authorised a reasonable time before any HMRC-imposed deadline that was applicable at the time of authorisation, and where the Supplier nonetheless failed to transmit that Submission within that deadline.

9.5 The Supplier shall have no liability to the Merchant for any unavailability, interruption, or failure of: (a) HMRC's Making Tax Digital service or HMRC infrastructure; (b) the Shopify platform, Shopify Admin API, or Shopify Recurring Application Charge billing service; or (c) any third-party network, hosting, or infrastructure service that the Services depend on (including Cloudflare), save where such unavailability is materially caused by the Supplier's breach of these Terms.

10. Warranties and disclaimers

10.1 The Supplier warrants that it will provide the Services with reasonable skill and care.

10.2 Save as expressly provided in these Terms, all warranties, conditions, terms, and representations (whether express or implied by statute, common law, or otherwise) relating to the Services are excluded to the maximum extent permitted by law, including any implied warranties of satisfactory quality, fitness for a particular purpose, and non-infringement of third-party rights.

10.3 The Merchant acknowledges that the Services are provided on the basis of the Merchant's own assessment of suitability for the Merchant's circumstances, and that the Supplier does not warrant that the Services will (a) be uninterrupted or error-free in all circumstances, (b) meet the Merchant's specific requirements beyond those expressly described in these Terms or in the Services' documentation, or (c) operate in combination with any third-party software, platform, or service other than the Shopify platform and HMRC's Making Tax Digital service as documented.

11. Confidentiality

11.1 Each party shall keep confidential any non-public information of the other party that is identified as confidential or that a reasonable person would consider confidential ("Confidential Information"). The receiving party shall use Confidential Information only to perform its obligations under these Terms and shall not disclose it to any third party except (a) to its personnel and professional advisers on a need-to-know basis under equivalent confidentiality obligations, or (b) as required by law or a competent authority.

11.2 Confidential Information does not include information that (a) is or becomes public knowledge other than by breach of this section, (b) was lawfully in the receiving party's possession before disclosure, (c) is lawfully received from a third party free of any obligation of confidence, or (d) is independently developed without reference to the disclosing party's Confidential Information.

11.3 This section does not apply to personal data, which is governed by section 12 and Annex B.

12. Data protection

The Supplier's processing of personal data in connection with the Services is governed by the Privacy Policy at vatloop.co.uk/privacy and Annex B (Data Processing Agreement) at the foot of that page, each of which forms part of these Terms. In the event of conflict between Annex B and the main body of these Terms, Annex B prevails in respect of the processing of personal data and the parties' obligations under UK-GDPR.

13. Third-party services

The Services depend on, and interoperate with, services operated by Shopify, HMRC, and Cloudflare (each a "Third-Party Service"). The Merchant's use of any Third-Party Service is governed by that provider's own terms; the Supplier is not a party to those terms and gives no warranty in respect of them. The Supplier is not liable for the acts or omissions of any Third-Party Service provider, subject to clause 9.5.

14. Changes to the Services or these Terms

14.1 The Supplier may make changes to the Services from time to time, including changes that reflect updates to the Shopify Admin API, the HMRC Making Tax Digital API, applicable law, or the Supplier's product roadmap. Where a change materially reduces the functionality of the Services, the Supplier shall notify the Merchant on not less than thirty (30) days' written notice before the change takes effect, and the Merchant may terminate without penalty on not less than fourteen (14) days' notice if it does not agree to the change.

14.2 The Supplier may change these Terms or the Privacy Policy on not less than thirty (30) days' written notice (including by in-app notice or email). Material changes take effect at the end of the notice period; the Merchant may terminate without penalty before the new terms take effect by uninstalling the app from Shopify.

15. Intellectual property

15.1 Definitions. In this clause:

  • "Supplier IP" means the Services and all software, code, calculation logic, submission templates, user-interface designs, documentation, configuration, know-how, and other materials owned by or licensed to the Supplier and used in or made available through the Services, including any improvements, modifications, derivative works, or new versions of any of the foregoing created by or on behalf of the Supplier (whether or not at the Merchant's request or expense).
  • "Merchant Data" means all data, information, and content provided to the Supplier by the Merchant or generated on the Merchant's behalf in the course of the Services, including (a) data the Services retrieve from Shopify under the Merchant's authorisation, (b) the 9-box VAT figures and other aggregate outputs computed from such data, (c) the merchant-account data described in Annex A, and (d) any other data the Supplier processes on the Merchant's behalf.

15.2 Supplier ownership. As between the Supplier and the Merchant, all right, title, and interest in and to the Supplier IP, including all intellectual property rights, are and shall remain the exclusive property of the Supplier. Nothing in these Terms grants the Merchant any right, title, or interest in or to the Supplier IP other than the limited licence to access and use the Services granted by these Terms.

15.3 Merchant ownership. As between the Merchant and the Supplier, all right, title, and interest in and to the Merchant Data, including all intellectual property rights, are and shall remain the exclusive property of the Merchant. The Supplier acquires no right, title, or interest in or to the Merchant Data other than the limited licence set out in clause 15.4.

15.4 Licence to the Supplier. The Merchant grants the Supplier a non-exclusive, non-transferable, royalty-free licence to use, copy, store, transmit, and process the Merchant Data solely (a) to provide the Services to the Merchant, (b) to comply with the Supplier's obligations under these Terms (including Annex B and the retention scheme in section 8 of the Privacy Policy), and (c) to maintain audit-log records as permitted by section 8 of the Privacy Policy and Annex B. The licence terminates on termination or expiry of the Services, save for the limited retention permitted under section 8 of the Privacy Policy.

15.5 Prohibited uses. The Supplier shall not (a) use the Merchant Data to train, fine-tune, or evaluate any machine-learning, statistical, or artificial-intelligence model; (b) sell, license, resell, or otherwise commercialise the Merchant Data; (c) use the Merchant Data for marketing the Services or any other product, save with the Merchant's prior written consent; or (d) disclose the Merchant Data to any third party other than the sub-processors listed in section 7 of the Privacy Policy or as required by law.

15.6 Non-infringement warranties. Each party warrants to the other, to the best of its knowledge as at the date of acceptance of these Terms, that the materials it provides under these Terms (in the Supplier's case, the Services; in the Merchant's case, the Merchant Data) do not infringe any third party's intellectual property rights. Neither party gives any further warranty of non-infringement, save as required by mandatory law.

15.7 No transfer on termination. No intellectual property rights transfer between the parties on termination or expiry of the Services. The Supplier's obligations on termination in respect of Merchant Data are set out in clause 15.4 and Annex B.

16. Termination — additional grounds (HMRC recognition loss)

16.1.1 In this clause, "HMRC Recognition" means the Supplier's status as an HMRC-recognised MTD VAT software provider, as published from time to time on HMRC's list of software compatible with Making Tax Digital for VAT, together with any production credential or OAuth client registration HMRC issues to the Supplier for the purpose of transmitting Submissions through HMRC's MTD VAT API.

16.1.2 The Supplier shall maintain HMRC Recognition for the term of the Services. If at any time during the term the Supplier loses HMRC Recognition, for any reason, the following shall apply:

  • Immediate cessation. The Supplier shall, on becoming aware of the loss, cease transmitting any further Submissions to HMRC under the affected credentials. Any in-flight Submission that has not been acknowledged by HMRC at the moment of cessation shall be treated as not transmitted, and the Supplier shall notify the Merchant with a list of any such in-flight Submissions.
  • Notice. The Supplier shall notify the Merchant in writing within forty-eight (48) hours of becoming aware of the loss, stating (i) the fact of the loss, (ii) the date and time of cessation, (iii) a list of in-flight Submissions affected, and (iv) any guidance HMRC has provided to affected merchants.
  • Automatic termination. These Terms shall terminate automatically at the earlier of (i) the date of the notice given above, or (ii) the expiry of the 48-hour notice period if the notice has not been given by then.
  • Pro-rata refund. The Supplier shall refund to the Merchant, within thirty (30) days of termination, any Fees paid in advance for the period after termination, calculated pro-rata.
  • No breach. Cessation, notice, and termination under this clause shall not constitute a breach of these Terms by the Supplier. No liability or remedy of any kind shall accrue to the Merchant against the Supplier in respect of the cessation, notice, or termination, save for (i) the refund obligation above, and (ii) any liability the Supplier may have for a Submission that was incorrectly transmitted before cessation under and to the extent permitted by clauses 9.2 to 9.4.
  • Accrued rights. Termination under this clause shall not affect any right or obligation that has accrued to either party before termination.
  • Survival. Clauses 9 (Limitation of Liability), 15 (Intellectual Property), 17 (Governing Law), Annex B (DPA), and section 8 of the Privacy Policy (Audit Log Retention) shall survive termination under this clause.

17. Governing law and jurisdiction

17.1 These Terms, including Annex B and any other annex, and any dispute or claim (including non-contractual disputes or claims) arising out of or in connection with these Terms or their subject matter or formation, shall be governed by and construed in accordance with the laws of England and Wales.

17.2 Each party irrevocably agrees that the courts of England and Wales shall have exclusive jurisdiction to settle any dispute or claim (including non-contractual disputes or claims) arising out of or in connection with these Terms or their subject matter or formation.

18. Force majeure

18.1 For the purposes of this clause, "Force Majeure Event" means any event beyond the reasonable control of the affected party, including:

  • unavailability or interruption of HMRC's Making Tax Digital service, HMRC OAuth services, or other HMRC infrastructure;
  • unavailability or interruption of the Shopify platform, Shopify Admin API, App Bridge, or Shopify Recurring Application Charge billing service;
  • unavailability or interruption of Cloudflare or any other sub-processor listed in section 7 of the Privacy Policy;
  • failure or unavailability of the public internet, public DNS, or upstream telecommunications networks;
  • act of God, fire, flood, earthquake, or other natural catastrophe;
  • war, armed conflict, terrorism, riot, or civil unrest;
  • epidemic, pandemic, or public-health emergency, including any governmental response or restriction reasonably required to address it;
  • any change in applicable law or governmental order making performance of these Terms unlawful or impracticable; and
  • industrial action, save where caused by the affected party's own employees.

18.2 The affected party shall, as soon as reasonably practicable and in any event within seven (7) days of becoming aware of the Force Majeure Event, notify the other party in writing of (a) the nature of the event, (b) its expected effect on performance, and (c) the steps the affected party is taking to mitigate it.

18.3 The affected party's obligations under these Terms shall be suspended, without liability, for so long as performance is materially affected by the Force Majeure Event. The affected party shall use reasonable endeavours to mitigate the effect of the Force Majeure Event and shall resume performance as soon as reasonably practicable.

18.4 Either party may terminate these Terms by written notice if a Force Majeure Event materially affects performance for a continuous period of thirty (30) days or more, or for a cumulative period of forty-five (45) days in any twelve-month period. On termination under this clause, the Supplier shall refund any Fees paid in advance for the unaffected portion of the terminated period, calculated pro-rata, and clause 4.5 (merchant indemnity) shall remain in force in respect of any Submission already transmitted.

19. General provisions

19.1 Entire agreement. These Terms (including Annex B and the Privacy Policy) constitute the entire agreement between the parties in respect of their subject matter and supersede all prior agreements, understandings, and representations (whether written or oral) on that subject matter.

19.2 No reliance. Each party acknowledges that, in entering into these Terms, it has not relied on any statement, representation, assurance, or warranty other than those expressly set out in these Terms.

19.3 Notices. Notices to the Supplier shall be sent to [email protected]. Notices to the Merchant shall be sent to the email address associated with the Merchant's Shopify account or, where the Merchant has provided one, to an alternative notice address set out in the Merchant's Settings within the embedded app. Notices take effect on delivery, which is deemed to occur on the next business day after sending where the recipient is in the United Kingdom.

19.4 Assignment. The Merchant may not assign, transfer, or sub-contract any of its rights or obligations under these Terms without the Supplier's prior written consent. The Supplier may assign these Terms to (a) a successor in business by way of merger, acquisition, or sale of substantially all of its assets, or (b) any group company, in each case on written notice to the Merchant.

19.5 Severability. If any provision of these Terms is held by a court or other competent authority to be invalid or unenforceable in whole or in part, the provision shall to that extent be deemed not to form part of these Terms but the validity and enforceability of the remainder of these Terms shall not be affected.

19.6 Waiver. A failure or delay by either party to exercise any right or remedy under these Terms shall not constitute a waiver of that right or remedy. No single or partial exercise of any right or remedy shall preclude or restrict the further exercise of that or any other right or remedy.

19.7 Third-party rights. A person who is not a party to these Terms has no right under the Contracts (Rights of Third Parties) Act 1999 to enforce any term of these Terms.

19.8 Independent contractor. The parties are independent contractors. Nothing in these Terms creates a partnership, agency, employment, or fiduciary relationship between the parties.

20. Contact

Questions, complaints, or notices under these Terms should be sent to [email protected].

Read the Privacy Policy for our data handling commitments and the Annex B Data Processing Agreement.