Terms and Conditions

Thank you for your interest in Epoda. Please read these Terms and Conditions of Use carefully and tick the box to indicate you have done so and that you accept these Terms and Conditions.

This agreement is a legally binding agreement between you hereinafter known as `the User` and Epoda Ltd whose registered office is Crown House Home Gardens Dartford DA1 1DZ . This agreement governs your use of this website and the Epoda Energy Auditing Software hereinafter known as `the Software. You must read and accept these Terms and Conditions before you use this website or the Software. By accessing the Software you are deemed to have accepted these Terms and Conditions and you agree to comply with them and any subsequent variations which may be made from time to time by the company, such variations to be posted in writing on the website but which shall not be required to be notified to you separately

Definitions

`The Company` shall mean Epoda Ltd or any officer or authorised agent or authorised Licensor of Epoda Ltd

`Content` shall mean all material on the website including but not limited to the Software plus any other material made available to the User by the Company in whatsoever media including but not limited to email regular mail telephone facsimile and any other form and any upgrades alterations additions or retractions

`The Software` shall mean the Epoda Energy Auditing Software available on this site

`The User` shall mean any individual sole trader partnership limited company public limited company limited liability partnership or other entity which registers to use the software

`The Website` shall mean all web content located at or under http://www.epoda.co.uk

1.Your use of this website and/or the Software

1.1 The Website and the Software plus the copyright and all other intellectual property rights associated with the Content are and shall remain the property of the Company and may only be used by you in accordance with these Terms and Conditions. All material on the website and any material sent to you shall remain the property of the Company. The User agrees to fully indemnify the Company against all losses damages claims actions or demands arising from use or misuse of the Software or Content and any breach of these Terms and Conditions

1.2 The User agrees to abide by all applicable laws regulations and codes of conduct and not to do anything to infringe the rights of others and anything whether by action or mission that deliberately or recklessly prejudices the reputation of the Company

1.3 The Company retains the absolute right to prevent or restrict access to the website the Software and the Content without prejudice to the accrued rights of the Company where

i There is a regulatory or statutory change which limits the ability of the Company to provide the website Software or Content
ii Any event beyond the reasonable control of the Company prevents the continued provision of the website Software or Content including but without limitation technical difficulties capacity problems and communications failures
iii The Company considers at its sole discretion that there has been a breach of these Terms and Conditions or abuse of the website Software or Content

2. Prohibitions

2.1 Except as specifically stated in these Terms and Conditions the User shall not
i reproduce or modify and of the content
ii redistribute any of the content including by using it as part of any library archive or similar
iii remove any copyright or trademark notice(s) from any copies of content made in accordance with these Terms and Conditions
iv create or maintain a database in electronic or structured manual form by systematically downloading and storing all and any of the Content
v copy download publish or distribute any content for any purpose not authorised by these Terms and Conditions

2.2 The User further agrees and warrants that they shall not
i breach or attempt to breach the security of the website and the Software including but not limited to modifying or attempting to modify any information, performing or enabling unauthorised log ins data access or deletion, interfering with the service system host or network, reverse engineering of any kind, spamming, hacking falsifying data introducing viruses Trojan horses worms or any other destructive or damaging programmes or engines or testing of security in any way
ii impersonate another User or use a false name or e-mail address for the purpose of misleading or disguising identity or the origin of any communications
iii damage interfere with or disrupt access to the website or do anything which may interrupt or impair functionality
iv publish post distribute disseminate or otherwise transmit defamatory offensive infringing obscene indecent or other unlawful or objectionable material or information
v make available upload or distribute by any means any material or files that contain any viruses bugs corrupt data `Trojan Horses` `worms` or any other harmful software v falsify the true ownership of the Software or Content or other material contained in files made available on the website
vi create links to the website except to the home page without the express written permission of the Company

All requests to republish redistribute or link to content should be addressed to
enquiries@epoda.co.uk

3.Producing Reports Using the Software

3.1 The User may use the Software to produce energy audit reports for personal or business purposes, subject to the strict condition that any audit report so produced shall retain the branding and trademarks of the Company in all cases. The User warrants that they shall not remove delete or conceal such branding or claim ownership of the Software and all copyright notices shall be included in all audit reports or copies of reports.

4. Authorship

4.1 Subject to clause 1.1 above The User shall assume authorship of and sole responsibility for the data entry, wording and content of the report except those parts of the report which are standard text and cannot be altered. The User warrants that they shall not remove or alter or cause or permit to be removed or altered such text including but not limited to standard introductions and disclaimers. The User further warrants that they shall not add to or alter disclaimers so as to transfer or purport to transfer liability from the User to the Company

5. Registration

5.1 Where the Website or Software requires registration in order for it to be used the User warrants that they will provide accurate and complete registration information. The User further warrants that they will update and maintain such registration information in the event of material changes including but not limited to e-mail, website and telephone contact details. Details supplied here shall appear on all reports produced by the User in a format that shall be decided upon by the Company. The User warrants that they shall not amend alter or remove such details from any report except by amending the details via the appropriate section of the Website. The User agrees to keep all log - in details including passwords safely and securely, to not permit other persons to use their log ins and to take reasonable steps to prevent unauthorised use of the Website and Software by any person or organisation who is not the User. The User shall be responsible for all activity carried out on the Website or the Software using their log in and /or registration details whether authorised or not by the User.

6. Quotations and Costs

6.1 The Company shall retain the right to alter or amend prices for any goods or services supplied to the User at its absolute discretion and without prior notice. Quotations are subject to withdrawal at any time before receipt of an unqualified order from the User and shall be deemed to be withdrawn unless accepted within 30 days form their date

6.2 All quotations and estimates issued by the Company are, unless otherwise stated, based on current costs and are subject to amendment on or after acceptance to meet any rise or fall in such costs. Taxes, levies and import duties are not included in prices quoted and shall be levied as required by law at the prevailing rates

7 Liabilities

7.1 The Company makes no warranties that the Website or the Software or its operation performance or availability for use will be uninterrupted or error free, or free from any defect inadequacy omission non- performance or malfunction and that its use will not cause any interruption damage or corruption to any hardware software network data or other property belonging to the User or that the Spftware is fit for any particular purpose

7.2 The Company shall take all such steps as are reasonable to provide a fast and reliable service but excludes to the fullest extent permitted by law any liability for the security of the services provided to the User under these Terms and Conditions or for disruption of the Website and Software however caused, loss or corruption of any material in transit or loss or corruption of material when downloaded onto any computer system. The Website and Software is provided on an as is basis and the Company make no representations or warranties about the accuracy completeness or suitability for any purpose of the Content published on the Website. Any liability however incurred for any such inaccuracies errors or omissions is expressly excluded to the fullest extent permitted by law.

8 Rights Reserved

8.1 The Company reserve the right to remove any information/material deemed to be in breach of any of these Terms and Conditions without notice and without prejudice to any other accrued rights and to make such information/material available when required to do so by law or when requested to do so by regulatory bodies or law enforcement agencies

8.2 The Company reserves the right to temporarily withdraw the Website and/or the Software from time to time for the purposes of maintainence or upgrade

9 Indemnity

9.1 The User agrees to indemnify the Company and hold it and any officers employees or agents of the Company harmless from and against all and any expenses losses liabilities damages costs or expenses of any character incurred or suffered and any claims or legal proceedings which are brought or threatened in each case arising form the Users use of or conduct on the Website and /or Software and /or a breach of any of these Terms and Conditions.

10 Software and Security

10.1 The Company shall not be held responsible for any technical or other issues that may arise if the User downloads software from any third party website ( eg Acrobat Reader) or upgrades their browser software to enhance their usage of the Website

11 Third Party Services and Links

11.1 User dealings with any third parties in particular advertiser and/or merchants accessed or arranged via the Website or Software and any terms warranties or representations with any such third parties are solely between the User and any such third parties. The User acknowledges that the Company shall not be held liable for any such dealings and agrees to indemnify the Company in the manner referred to above in these Terms and Conditions in relation to such dealings

11.2 The Company may from time to time provide links to other websites through use of the Website or the Software to its Users. These are provided as a convenience. Such websites are not controlled by the Company and the Company is not responsible for the accuracy completeness legality or any other aspect of these sites including any content provided on them. The User accesses such websites at their own risk

11.3 The Website may contain advertising and sponsorship. Advertisers and sponsors are responsible for ensuring that material submitted for inclusion on he Website complies with applicable laws codes and regulations. The Company excludes to the fullest extent permitted by law any responsibility for any error or inaccuracy appearing in any advertising or sponsorship material. Please refer to our privacy policy for the use of cookies in relation to targeting potential advertisers

12 Force Majeure

12.1 The Company shall not be liable to the User in respect of any failure to perform its obligations under any Contract due to circumstances beyond its control. Such circumstances shall include but are not limited to fires breakdown in the Companys equipment war requisitions embargo and restrictions on the use of power lockout strike industrial disputes or acts of terrorism

13 General

13.1 The User may not assign sub-license or otherwise transfer any of their rights under these Terms and Conditions. If any part of these Terms and Conditions is found to be invalid by any court having competent jurisdiction the validity of the remaining terms will be unaffected. If either party does not exercise any right or remedy under these Terms and Conditions this will not be taken to mean that they have been waived

14 E-Mail Policy

14.1 The Company shall not respond unless required to do so by law to any electronic mails ( `e-mail`) which contains threatening abusive malicious pornographic obscene defamatory or otherwise illegal or inappropriate material. The Company reserves the right to take such action as it in its sole discretion deems fit in respect of such material. Unless the User indicates to the contrary all e-mails received will be taken to be submitted where appropriate for publication free of charge. In the event the Company publishes any e-mail from any user on the website or in any other media no liability to the User shall be incurred or inferred. Where possible the Company shall endeavour to respond to e-mails within 2 days of receipt. The Company cannot and does not guarantee to respond to e-mails. E-mails will generally be stored for 12 months after which time they will be deleted. An e-mail sent to the incorrect destination is liable to be deleted immediately and persons unsure of the correct destination are advised to contact enquires@epoda.co.uk

15 Payment

15.1 The Company requires pre-payment for goods and services sold to the User unless and approved credit account has been opened.

15.2 Invoices become due for payment no later than 30 days from the invoice date. No discounts or other deductions will be permitted unless previously agreed in writing.

15.3 Any credit allowed by the Company to the User in respect of good or services sold to the User or any part thereof shall be without prejudice to the Company`s right to refuse to surrender possession of the goods or any part thereof except against payment

15.4 The title to the property in the goods or services shall not pass to the User until the price of the goods and all other money owing to the Company by the User in respect of other goods or services supplied has been paid in full

15.5 Any forbearance or indulgence shown by the Company to the User shall not be construed as a waiver of the Company`s rights against the User.

15.6 The Company shall have the right to charge interest on all sums due at the rat eof 1.5% over the prevailing Bank Base Rate per month until payment is received or until Judgement whichever is the sooner

15.7 If the User shall fail to make any payment when due or being an incorporated company shall have a receiver appointed or shall pass a resolution for winding up or a Court shall make an order to that effect, or not being an incorporated company shall have a Receiving Order made against him or shall enter into any composition or arrangement with his creditors the Company may without prejudice to its rights and remedies cancel or refuse to make any further deliveries or supplies

16 Credit Card Security

16.1 All Credit or Debit card transactions shall be transacted via a Secure Order Processing page. User details will be encrypted by 128-bit industry standard Secure Sockets Layer ( SSL) technology to provide encryption of personal information such as name, address and card details

17 Privacy Policy

17.1 The Company will take appropriate measures to ensure that the User`s personal data is kept secure. The Company will not share User personal information with any third parties outside of its organisation and its appointed representatives except with the permission of the User. For the avoidance of doubt the Company will not sell trade or rent any of your personal information to third parties.

17.2 By providing the Company with your personal data the User consents to the Company processing their sensitive personal data for the purposes of providing its services. The User also acknowledges that such data will be used for communications between the Company and the User regarding the User`s account and for statutory accounting and archival purposes.

17.3 However the Company may gather use and share with third parties other information and statistics about buildings and premises submitted by its Users. The Company will not share data identifying any individual, but by using the Website and /or Software the User understands and agrees that the Company may use any information about buildings and premises submitted by the User.

17.4 User information provided to the Company during the ordering/purchasing process is protected by a 128-bit industry standard Secure Sockets Layer ( SSL) technology to provide encryption of personal information such as name, address and credit card details. This server encrypts information whilst it is being transmitted across the Internet so that unauthorised people cannot read it.

18 Force Majeure

18.1 The Company shall not be liable to the User for any breach of its obligations under these Terms and Conditions if such a breach is due to or substantially attributed to a Force Majeure event. If a Force Majeure event occurs, the Company shall inform the User as soon as reasonably possible and take all steps to mitigate the effects of the Force Majeure event and resume performance

19 Jurisdiction

19.1 These Terms and Conditions and any Contracts enacted as a result of these Terms and Conditions shall be governed by and interpreted by English Law and the User submits to the jurisdiction of the High Court of Justice in England, but the Company may enforce in any court of competent jurisdiction.

19.2 The User and the Company agree that if any part of these Terms and Conditions is found to be unreasonable invalid or unlawful under any enactment or rule of law, the Court or other competent tribunal shall have power to strike out or override that part whether it be an entire condition or conditions or some part or parts thereof and enforce these Terms and Conditions as if the unreasonable invalid or unlawful parts aforesaid had not been included.

Contact

If you have any queries concerning any part of these Terms and Conditions and the Privacy and E-mail policies contained within them, please contact us at enquires@epoda.co.uk