The Proposal together with the prevailing Specification, the terms and conditions set out below (including the ‘Summary Key Terms’) and Sevron’s prevailing website terms and conditions of use constitute the entire agreement (‘Agreement’) between Sevron and the Subscriber concerning the Services and the Service Content. The terms of this Agreement shall apply to the exclusion of any other terms put forward by the Subscriber whether on a purchase order or otherwise.
CANCELLATION IN FIRST 7 DAYS 100% MONEY BACK GUARANTEE
Subscribers that have not published more than one assessment using the Services during the first 7 days of their Initial Subscription Term are entitled to cancel their subscription to the Services at any time during those 7 days without having to give any reason and to receive a full refund of any fees paid, provided that the Subscriber has complied with the terms of this Agreement. To exercise this right to cancel, the Subscriber must do so by email sent to firstname.lastname@example.org or in writing sent by first class recorded delivery to be received by Sevron no later than the 7th day of the Initial Subscription Term.
CONTRACT RENEWAL AND SUBSCRIPTION FEES
CONTRACT TERM AND RENEWAL
This Agreement shall continue for the Initial Subscription Term and thereafter shall automatically renew for successive periods of 12 months (each a Renewal Period) at the end of the Initial Subscription Term (and at the end of each Renewal Period), unless: (a) the Subscriber notifies Sevron of termination, in writing, at least 30 days before the end of the Initial Subscription Term or any Renewal Period, in which case this Agreement shall terminate upon the expiry of the applicable Initial Subscription Term or applicable Renewal Period; or (b) otherwise terminated in accordance with the provisions of this Agreement.
The Subscription Fee payable by the Subscriber for the Initial Subscription Term shall be fixed and as set out in the Proposal. Sevron reserves the right to increase the Subscription Fee with effect from the end of the Initial Subscription Term for any Renewal Period by no more than 3% per annum (with reference to the amount of the Subscription Fee paid in the immediately preceding 12 months).
SUBSCRIBER BEING BOUND AND SUBSCRIBERS’ OBLIGATIONS IN RESPECT OF AUTHORISED USERS
Sevron is entitled to assume that any employee or other individual acting on behalf of their employer or any other organisation is authorised to bind and commit that organisation to the Agreement as the Subscriber, notwithstanding that any Proposal and/or correspondence may be addressed to the individual or that the individual has subsequently left the employment of or engagement by the Subscriber.
SUBSCRIBERS’ OBLIGATIONS IN RESPECT OF AUTHORISED USERS
Subscribers are entitled to allow their account to be used by Authorised Users on the following conditions: (a) any facilities for accessing the Services and Service Content (including accounts, permissions and passwords) granted by Sevron to the Subscriber’s directors, officers, employees, subcontractors or other Authorised Users and/or agents are deemed to have been granted to the Subscriber for the Subscriber’s use, and their use of them is deemed to be use by the Subscriber; (b) the Subscriber remains liable for all acts and omissions of each of the Authorised User as if they were the acts and/or omissions of the Subscriber; and (c) the Authorised Users are fully trained and competent to use the Services and the Service Content.
PLEASE SEE CLAUSE 13 FOR THE MEANINGS OF DEFINED WORDS AND FOR THE RULES FOR INTERPRETING THIS AGREEMENT
1.1. Subject to the Subscriber complying with this Agreement, Sevron shall make the Services available to the Subscriber (and its Authorised Users) via the internet by granting the Subscriber facilities for accessing them (including accounts, permissions and passwords).
1.2. The Subscriber shall promptly notify Sevron of any changes to its primary contact details and the address to which invoices and other notifications should be sent. Sevron shall be entitled to rely on the latest details that have been received from the Subscriber for all purposes including invoicing. For the avoidance of doubt, late or non-receipt of an invoice due to the Subscriber’s failure to notify Sevron of a change shall not relieve or defer the Subscriber’s payment obligations under this Agreement.
1.3 Sevron reserves the right on reasonable notice to change the nature, content and look-and-feel of the Services and any of the Service Content to improve, update or enhance the Services and any of the Service Content or in order to comply with applicable law without liability.
1.4. Sevron reserves the right to withdraw any or all of the Services and/or Service Content at any time at its discretion. If Sevron withdraws any Service Content (save for a Document), it shall have no liability to the Subscriber or any of its Authorised Users. If Sevron withdraws a Service or a Document, (other than in order to comply with applicable law), this Agreement shall continue and Sevron’s only liability to the Subscriber shall be to repay that proportion of any monies already paid by the Subscriber which relate to the Subscriber’s use of that Service or Document after its withdrawal (as determined by Sevron acting reasonably). Sevron shall have no liability for any loss, damage, costs or expenses the Subscriber or any other person suffers or incurs as a result of the withdrawal of the Service(s).
2.1. The Subscriber acknowledges and agrees that Sevron and/or its licensors (as applicable) own all intellectual property rights in the Services, the Service Content and associated documentation. Except as expressly stated herein, this Agreement does not grant the Subscriber any rights to, under or in, any patents, copyright, database right, trade secrets, trade names, trade marks (whether registered or unregistered), or any other rights or licences in respect of the Services, the Service Content or any associated documentation.
2.2. Subject to the Subscriber making payment of the Subscription Fees and complying with the terms of this Agreement, Sevron grants to the Subscriber a non-exclusive, non transferable right, without the right to grant sublicences to permit its Authorised Users to access and use the Services and Service Content for the Subscriber’s own internal business purposes for the Subscription Term, in the manner and to the extent set out in this Agreement, and the Subscriber shall ensure that no Authorised Users or other such person uses any of them outside the scope of this licence.
2.3 The Subscriber shall comply and shall ensure that each of its Authorised Users comply with all licence terms, notices and restrictions (including copyright notices of Sevron and/or third parties) that are displayed or provided as part of the Services or Service Content.
2.4. Where the Proposal restricts the maximum number of Documents that may be produced, the Subscriber shall ensure that these restrictions are complied with unless and to the extent that greater access and use is expressly authorised in writing by Sevron in respect of any part of the Services and/or Service Content and that any conditions to such authority by Sevron have been met and additional fees paid.
2.5. The Subscriber and/or its Authorised Users may view, copy and print out parts of the Service Content PROVIDED THAT: (a) it complies with the stated copyright policy of the owner of the relevant Service Content; (b) no copies are made where this is expressly prohibited or the Service Content is presented in a read-only format; (c) the identity of the copyright owner(s) is clearly acknowledged in any Document or other material in which the copied Service Content is reproduced; (d) each document or other material in which the copied Service Content is reproduced is only for use by the Subscriber (and the Authorised Users) in the ordinary course of the Subscriber’s own internal business and is not supplied, published or otherwise made available by the Subscriber or any Authorised User (or any other person) to any person outside of the Subscriber’s business or for use, sale or any other form of commercial activity; and (e) the Subscriber and/or Authorised User does not claim any rights in or to the copied Service Content.
2.6. The Subscriber and Authorised Users may store only such electronic copies of the Service Content as are reasonably necessary in all the circumstances to enable it to make reasonable use of the Services in accordance with the Agreement.
2.7. The Subscriber shall not (and shall procure that the Authorised Users shall not) access, store, distribute or transmit any Viruses, or any material during the course of its or their use of the Services that: (a) is unlawful, harmful, threatening, defamatory, obscene, infringing, harassing or racially or ethnically offensive; (b) facilitates illegal activity; (c) depicts sexually explicit images; (d) promotes unlawful violence; (e) is discriminatory based on race, gender, colour, religious belief, sexual orientation, disability; or (f) is otherwise illegal or causes damage or injury to any person or property, and Sevron reserves the right, without liability or prejudice to its other rights to the Subscriber, to disable the Subscriber's access to the Services and the Service Content if it breaches the provisions of this clause.
2.8. The Subscriber shall not and shall ensure that each of its Authorised Users shall not make any use of the Services or Service Content except as expressly authorised in this Agreement. In particular, the Subscriber shall not (and shall ensure that its Authorised Users shall not) without the express permission of Sevron: (a) modify, alter or adapt the Services or the Service Content or the Software; (b) copy, disclose or otherwise use any part of the Software or the Service Content or any account or password issued to the Subscriber otherwise than as expressly permitted in this Agreement; (c) copy, translate, decompile, reverse compile, disassemble, reverse engineer or otherwise reduce to human-perceivable form all or any part of the Software or any website used for the delivery of the Services, nor combine or incorporate any such Software with or in any software or other computer program; (d) access all or any part of the Services and/or Service Content in order to build a product or service which competes with the Services and/or Service Content; and/or (e) sell, assign, transfer, mortgage, lend or pass on to any person any of the Services or the Service Content, or purport to do so, or provide access to any of them or any copy of any of the Service Content.
3.1. At the request of the Subscriber, Sevron shall provide advice and assistance by telephone or e-mail (at Sevron’s option) concerning the use of the Services. This assistance will be available to the Subscriber at the times shown on the Sevron website at http://www.sevron.co.uk via such telephone number or e-mail address as Sevron may notify to the Subscriber from time to time. Sevron shall use reasonable skill and care in providing advice and assistance but it does not give any assurance that it will be able to answer every question put to it. Sevron may provide training to the Customer in respect of the use of the Services and the Service Content. Sevron charges a one-off fee for the training, which will be quoted upon request and payable in advance o the training (unless otherwise agreed).
3.2. Where the Subscriber is able to demonstrate that a reported problem is a Fault, and such Fault is not due to: (a) the Services being accessed or used contrary to Sevron’s instructions or standard practice (where no such instruction have been given); (b) the computer resources, systems and/or communications networks used by the Subscriber or Authorised User; or (c) any modification or alteration of the Services by any party other than Sevron or Sevron's duly authorised contractors or agents, a “Sevron Fault” Sevron shall use reasonable commercial endeavours to fix that Sevron Fault or provide the Subscriber with a workaround solution as soon as reasonably practicable. The Subscriber acknowledges that Sevron is dependent on third parties for certain support, Sevron does not give any assurance regarding the timely resolution of any such faults and Sevron shall have no liability for any loss, damage, costs or expenses the Subscriber suffers or incurs as a result of any delay in providing a fix or workaround.
3.3 The Subscriber shall co-operate with Sevron and shall provide all information and assistance Sevron reasonably requests when attempting to investigate the Fault and provide a fix or workaround for a Fault.
3.4. Such correction of a Sevron Fault or the provision of a workaround solution by Sevron constitutes the Subscribers’ sole remedy in relation to any Sevron Faults, and Sevron shall have no liability where any Fault is not a Sevron Fault.
4.1 The provisions of this clause 4 are in addition to any obligation or liability the Subscriber has under general law and the other terms of this Agreement.
4.3 The Subscriber shall ensure that each of its Authorised Users are given sufficient training to use the Services.
4.4 The Subscriber shall ensure that all of its Authorised Users understand this Agreement, and that they do not do anything to put the Subscriber in breach of this Agreement.
4.5 The Subscriber accepts full responsibility and liability for the unauthorised use of the Services and Service Content by the Authorised Users, and that which results from unauthorised access.
4.6 The Subscriber shall permit and enable Sevron to transmit data and/or program files to the Subscriber’s and Authorised User’s systems that are used for accessing the Services.
4.7 The Subscriber shall ensure that the systems and communications networks it or any of its Authorised Users use to access the Services are adequate for that purpose and compliant with any specifications communicated by Sevron.
4.8 Where Sevron has granted facilities for accessing the Services (including accounts, permissions and passwords), the Subscriber shall effect and maintain adequate security measures to restrict their use and shall prevent unauthorised use of the Services through the Subscriber’s and Authorised User’s systems, which it shall monitor regularly, in particular, the Subscriber shall ensure that Authorised Users, where applicable, log out from the Services before they allow anyone else to use their access devices(s) and keep passwords confidential.
5.1 Each year of this Agreement, the Subscriber shall pay Sevron the prevailing Subscription Fee together with VAT at the applicable rate, on or before the Payment Date. If the Initial Subscription Term is longer than one year, the Payment Date for each year after the first year and in respect of any Renewal Period shall be the anniversary of the Start Date unless otherwise agreed by Sevron.
5.2 If Sevron agrees that the Subscription Fee may be paid in instalments and more than one Payment Date is specified in either the Proposal or invoice for each year then: (a) the Subscription Fee is payable on each Payment Date in the instalments specified in the Proposal or invoice or, if none are specified, annually. The VAT on the Subscription Fee is payable in accordance with sub-clause 5.2(c) below; (b) at least 30 (thirty) days before the first Payment Date, the Subscriber shall deliver to Sevron a properly executed banker’s direct debit mandate (in a form acceptable to Sevron) for payment of the instalments and shall not do anything to cancel the direct debit mandate without notifying Sevron in advance. In the event that the direct debit mandate is cancelled by or on behalf of the Subscriber for any reason, unless and agreed otherwise in writing by Sevron, the instalment option shall cease to apply and the balance of the Subscription Fee shall become immediately due and payable; and (c) each year the Subscriber shall pay Sevron the VAT on the Subscription Fee, on or before the first Payment Date for that year.
5.3 If any due payment remains unpaid for a period in excess of 7 (seven) days following any Payment Date then without prejudice to any other rights and remedies under this Agreement: (a) Sevron shall be entitled to immediate payment of the full balance of the Subscription Fee together with the VAT on the Subscription Fee and payment of sums already due and outstanding under this Agreement; (b) the Customer agrees to indemnify Sevron in full against all costs, losses, charges and expenses that it incurs in recovering any overdue payment from the Customer (including all legal fees (including solicitors fees and court costs) and any debt recovery agents fees)); (c) any discounts that have been agreed by Sevron shall not apply to the outstanding invoice(s); (d) Sevron shall be entitled (without prejudice to its other rights and remedies) to daily interest on any unpaid monies from the relevant Payment Date until Sevron receives the monies in cleared funds, at a rate equal to 4 (four) per cent per annum above the base rate for the time being of Royal Bank of Scotland plc (or any higher rate permitted by applicable law) and to recover costs that are incurred on its behalf for collection of debts under this Agreement from the Subscriber; and (e) Sevron shall be entitled to suspend the Subscriber’s and each of its Authorised Users access to any or all Services and Service Content until it receives in cleared funds the full balance of the Subscription Fee outstanding together with the VAT and all other sums already due and outstanding under this Agreement. After Sevron receives such monies in cleared funds, if the Agreement is still in effect and the Subscriber is compliant with this Agreement, Sevron shall reinstate the Services as soon as reasonably practicable.
5.4 The Subscription Fee shall be fixed for the Initial Subscription Term and thereafter Sevron reserves the right to increase the Subscription Fee with effect from the end of the Initial Subscription Term for any Renewal Period by no more than 3% per annum (with reference to the amount of the Subscription Fee paid in the immediately preceding 12 months).
6.1 Errors. The Subscriber acknowledges and accepts that the nature of computer programs is such that Sevron cannot and does not give any assurance that the operation of the Services and computer programs used in the Services will be free from errors and agrees that Sevron shall have no liability for any loss, damage, costs or expenses that the Subscriber or any of the Authorised Users suffer or incur as a result of any such errors.
6.2 Sevron intention. Sevron intends that the Services and Service Content (including any Service Content that relates to the interpretation or effect of any document such as legislation, regulation, standard, code of practice or otherwise) are for use only as an aid by persons with an understanding of all of the issues involved, and the Subscriber shall ensure that all persons using the Service and Service Content have sufficient understanding of all relevant issues before using it and shall indemnify Sevron and keep it indemnified against all claims and proceedings any person makes or brings against Sevron in connection with the Subscriber’s failure to comply with this clause 6.2.
6.3 Advice. The Services and Service Content are merely technology aids and are not a substitute for professional, commercial, legal or financial advice and the Subscriber shall not and shall ensure that its Authorised Users shall not, rely on them as such. Sevron shall have no liability for any loss, damage, costs or expenses the Subscriber or any of the Authorised Users suffer or incur as a result of relying on the Services or the Service Content.
6.4 Bespoke results. Where the Services allow the Subscriber or Authorised Users to generate bespoke results (including by inputting Subscriber Data and/or combinations of elements of the Service Content), Sevron will not review such results and does not give any warranty that such results will be complete, accurate or appropriate and the Subscriber and Authorised Users use them entirely at their own risk. The Subscriber and Authorised Users are, therefore, advised to obtain their own independent professional, commercial, legal and/or financial advice before using the results and Sevron shall have no liability for any loss, damage, costs or expenses the Subscriber or any of its Authorised Users suffer or incur as a result of relying on any result generated by the Services.
6.5 Unavailable Service Content. The Subscriber acknowledges and accepts that not all of the Service Content it, or its Authorised Users may require will be available on the Services and Sevron shall have no liability for any loss, damage, costs or expenses the Subscriber or any other person suffers or incurs as a result of such Service Content not being available.
6.6 Incorrect Service Content. Sevron does not check that any Service Content provided by third parties (including but not limited to for example HSE or substance manufacturers) is correct and Sevron shall have no liability for any loss, damage, costs, penalties or expenses the Subscriber or any other person suffers or incurs as a result of any errors in, or omission from, such Service Content except to the extent that Sevron has negligently omitted information or has negligently introduced an error.
6.7 Records. Sevron reserves the right to record and retain details of the Subscriber’s and each of its Authorised Users activities when using the Services and the Service Content accessed and/or downloaded and may use this for analysis. Typically this may include (but is not limited to) accessing Documents and creating user accounts. Sevron will have no obligation to notify the Subscriber or Authorised User in the event that the relevant Service Content is withdrawn, replaced or incorrect or Sevron of any Sevron Affiliates believes that alternative Service Content may be of relevance to the Subscriber or Authorised User.
6.8 Suitability. Sevron does not check the reliability, suitability or any other quality of any product or service described in the Service Content, and no reference in the Service Content to any person, product or service is an endorsement or assurance by Sevron concerning any of these. Sevron shall have no liability for any loss, damage, costs or expenses the Subscriber or any other person suffers or incurs as a result of using or relying on any such product or service.
6.9 Links to third party websites. Links in the Services may take the Subscriber and/or Authorised Users to websites controlled by third parties who are not associated with Sevron. Sevron shall have no liability for any loss, damage, costs or expenses the Subscriber or any other person suffers or incurs as a result of visiting those websites or of using or relying on any information on those websites.
6.10 Out of date Service Content. The Services and Service Content may include references to products, services, information or other materials which are no longer relevant, current or available. In each case it is the Subscriber’s responsibility to determine the extent to which they remain relevant, current and/or available. Sevron shall have no liability for any loss, damage, costs or expenses the Subscriber or any other person suffers or incurs as a result of treating the Service Content as complete, exhaustive or up-to-date.
6.11 Search results. The results returned by any electronic search facility will not be monitored by Sevron, and Sevron does not give any assurance that any of the results will be complete or the most appropriate results for the search conducted. The Subscriber is responsible for assessing the results. Sevron shall have no liability for any loss, damage, costs or expenses the Subscriber or any other person suffers or incurs as a result of relying on the search results being complete or appropriate.
6.12 Withdrawal of Service Content. Sevron may withdraw any Service Content previously included in the Services at any time when it reasonably believes that the Service Content needs updating or correction. This will typically be where Safety Data Sheets are incorrect and require replacing. Sevron shall have no liability for any loss, damage, costs or expenses the Subscriber or any other person suffers or incurs as a result of the withdrawal of any Service Content.
6.13 System maintenance. Sevron shall be entitled to disable the Services so as to enable it to undertake planned or unplanned maintenance. Typically, this will be outside of normal business hours (09:00 to 17:00 UK time). Where maintenance work is unplanned maintenance may take place during normal working hours but Sevron will use reasonable endeavours to keep disruption of service to an absolute minimum. Sevron will notify Subscribers in advance of planned maintenance work where significant downtime is planned. Further, Sevron reserves the right to suspend the web-based Services at any time where required to do so under applicable law or by a regulator or other competent authority.
6.14 System upgrades. Sevron reserves the right to upgrade the Services and/or the software platform in whole or in part. If the Subscriber and/or any of its Authorised Users continue to use any version other than the latest version it does so at its own risk unless Sevron agrees in writing to support the earlier version.
6.15 Subscriber Data. The Subscriber shall have sole responsibility for the legality, reliability, integrity, accuracy and quality of all Subscriber Data.
7.1 Sevron 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 this Agreement.
7.2 Sevron takes precautions to detect Viruses and other harmful code in the Services and Service Content and other system intrusions but the Subscriber is responsible for using its own procedures and software for detecting these and for protecting its systems and information against them and Sevron shall have no liability or any loss, damage, costs or expenses the Subscriber or any other person suffers or incurs as a result of them being affected by Viruses or other harmful code or unauthorised system intrusions.
7.3 Sevron shall have no liability for any loss, damage, costs or expenses the Subscriber or any Authorised User suffers or incurs in connection with any claims or proceedings brought against the Subscriber and/or Authorised User by any third party except to the extent it is directly caused by Sevron’s proven infringement of that third party’s copyright or database rights.
7.4 Sevron’s maximum liability for all loss, damage, costs and expenses the Subscriber (including its Authorised Users) suffers or incurs at any time in connection with the Services, the Service Content or this Agreement (whether for breach of contract, negligence or otherwise or in respect of any representation relating to it) shall not exceed the Subscription Fee paid by the Subscriber for the year in which the claim accrues.
7.5 The express warranties, obligations and liabilities set out in this Agreement are in lieu of all other terms implied by law (whether statutory, common law, course of dealings or otherwise) all of which are hereby excluded to the maximum extent permitted by law.
7.6 The limitations and exclusions of liability set out in this Agreement do not apply and no limit shall apply to death or personal injury caused by negligence or to fraudulent misrepresentation.
8.3 Both parties will comply with all applicable requirements of the Data Protection Legislation. This clause 8 is in addition to, and does not relieve, remove or replace, a party's obligations or rights under the Data Protection Legislation.
8.4 The parties acknowledge that: (a) if Sevron processes any personal data on the Subscriber's behalf when performing its obligations under this Agreement, the Subscriber is the controller and Sevron is the processor for the purposes of the Data Protection Legislation; (b) the personal data may be transferred or stored outside the EEA or the country where the Subscriber and the Authorised Users are located in order to carry out the Services and Sevron's other obligations under this Agreement.
8.5 Without prejudice to the generality of clause 8.3, the Subscriber will ensure that it has all necessary appropriate consents and notices in place to enable lawful transfer of the personal data to Sevron for the duration and purposes of this Agreement so that Sevron may lawfully use, process and transfer the personal data in accordance with this Agreement on the Subscriber's behalf.
8.6 Without prejudice to the generality of clause 8.3, Sevron shall, in relation to any personal data processed in connection with the performance by Sevron of its obligations under this Agreement: (a) process that personal data only on the documented written instructions of the Subscriber unless Sevron is required by the laws of any member of the European Union or by the laws of the European Union applicable to Sevron and/or Domestic UK Law (where Domestic UK Law means the UK Data Protection Legislation and any other law that applies in the UK) to process personal data (Applicable Laws). Where Sevron is relying on Applicable Laws as the basis for processing personal data, Sevron shall promptly notify the Subscriber of this before performing the processing required by the Applicable Laws unless those Applicable Laws prohibit Sevron from so notifying the Subscriber; (b) not transfer any personal data outside of the European Economic Area and the United Kingdom unless the following conditions are fulfilled: (i) the Subscriber or Sevron has provided appropriate safeguards in relation to the transfer; (ii) the data subject has enforceable rights and effective legal remedies; (iii) Sevron complies with its obligations under the Data Protection Legislation by providing an adequate level of protection to any personal data that is transferred; and (iv) Sevron complies with reasonable instructions notified to it in advance by the Subscriber with respect to the processing of the personal data; (c) assist the Customer, at the Customer's cost, in responding to any request from a data subject and in ensuring compliance with its obligations under the Data Protection Legislation with respect to security, breach notifications, impact assessments and consultations with supervisory authorities or regulators; (d) notify the Subscriber without undue delay on becoming aware of a personal data breach; (e) at the written direction of the Customer, delete or return personal data and copies thereof to the Subscriber on termination of the Agreement unless required by Applicable Law to store the personal data (and for these purposes the term "delete" shall mean to put such data beyond use); and (f) maintain complete and accurate records and information to demonstrate its compliance with this clause 8 and inform the Subscriber if, in the opinion of Sevron, an instruction infringes the Data Protection Legislation.
8.7 Each party shall ensure that it has in place appropriate technical and organisational measures, reviewed and approved by the other party, to protect against unauthorised or unlawful processing of personal data and against accidental loss or destruction of, or damage to, personal data, appropriate to the harm that might result from the unauthorised or unlawful processing or accidental loss, destruction or damage and the nature of the data to be protected, having regard to the state of technological development and the cost of implementing any measures (those measures may include, where appropriate, pseudonymising and encrypting personal data, ensuring confidentiality, integrity, availability and resilience of its systems and services, ensuring that availability of and access to personal data can be restored in a timely manner after an incident, and regularly assessing and evaluating the effectiveness of the technical and organisational measures adopted by it).
8.8 The Subscriber consents to Sevron appointing the parties detailed on its website form time to time https://www.sevron.co.uk/terms-conditions#terms_third-party as a third-party processor of personal data under this Agreement. Sevron confirms that it has entered or (as the case may be) will enter with the third-party processor into a written agreement substantially on that third party's standard terms of business and in either case which Sevron undertakes to reflect and will continue to reflect the requirements of the Data Protection Legislation. As between the Subscriber and Sevron, Sevron shall remain fully liable for all acts or omissions of any third-party processor appointed by it pursuant to this clause 8.
8.9 Either party may, at any time on not less than 30 days' notice, revise this clause 8 by replacing it with any applicable controller to processor standard clauses or similar terms forming part of an applicable certification scheme (which shall apply when replaced by attachment to this Agreement).
9.1 This Agreement shall continue for the Initial Subscription Term and thereafter shall automatically renew for successive periods of 12 months (each a Renewal Period) at the end of the Initial Subscription Term (and at the end of each Renewal Period), unless: (a) the Subscriber notifies Sevron of termination, in writing, at least 30 days before the end of the Initial Subscription Term or any Renewal Period, in which case this Agreement shall terminate upon the expiry of the applicable Initial Subscription Term or applicable Renewal Period; or (b) otherwise terminated in accordance with the provisions of this Agreement.
9.2 Sevron may terminate this Agreement forthwith at any time during or after the Initial Subscription Term by giving the Subscriber written notice if the Subscriber is in breach of any of the terms of this Agreement.
9.3 Either party may terminate this Agreement without giving any reason by giving not less than 30 (thirty) days’ notice in writing to terminate on the expiry of the Initial Subscription Term or, if the Initial Subscription Term has already expired, on an anniversary of the Start Date.
9.4 Either party may terminate this Agreement forthwith at any time by giving the other written notice if the other party: (a) ceases or threatens to cease to carry on business; (b) becomes the subject of a voluntary arrangement; (c) is unable to pay its debts as they fall due within the meaning of section 123 of the Insolvency Act 1986; (d) makes any composition or arrangement with its creditors, takes or suffers any similar action in consequence of debt; (e) has a trustee, receiver, manager, administrator, liquidator or administrative receiver or similar office appointed over all or any parts of its undertaking, assets or income; or (f) has an order or resolution made for its dissolution or liquidation (other than for the purpose of solvent amalgamation or reconstruction) or any equivalent or similar action or proceeding is taken or suffered in any jurisdiction.
9.5 The Subscriber’s licence to permit the Authorised Users to use the Services and the Service Content will automatically terminate on termination of this Agreement and: (a) the Subscriber shall then immediately stop, and shall ensure that the Authorised Users immediately cease, using them; (b) the Subscriber shall destroy and shall ensure that the Authorised Users destroy, all other copies of the Service Content, including the deletion of all electronically stored copies, except those parts of the Service Content which the Subscriber has included in the Subscriber’s documents and PROVIDED ALWAYS that they have been included in full conformity with this Agreement. At Sevron’s request, the Subscriber shall promptly provide Sevron with written confirmation that this has been done by means of a certification by an officer of the Subscriber or in the form of a statutory declaration. (c) Sevron may destroy or otherwise dispose of any of the Subscriber Data in its possession unless Sevron receives, no later than ten days after the effective date of the termination of this Agreement, a written request for the delivery to the Subscriber of the then most recent back-up of the Subscriber Data. Sevron shall use reasonable and commercial endeavours to deliver the back-up to the Subscriber within 30 days of its receipt of such a written request, provided that the Subscriber has, at that time, paid all fees and charges outstanding at and resulting from termination (whether or not due at the date of termination). The Subscriber shall pay all reasonable expenses incurred by Sevron in returning or disposing of Subscriber Data; and (d) 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 the Agreement which existed at or before the date of termination shall not be affected or prejudiced.
10.1 Neither party shall be in breach of this Agreement, nor liable in any way whatsoever for any failure to perform, or delay in performing, its obligations under this Agreement to the extent that the failure or delay results from any cause which is beyond that party’s reasonable control. This clause 10 does not apply to any failure or delay by the Subscriber to: (a) pay any charges due under this Agreement; (b) control the Subscriber’s representatives; or (c) comply with clause 4.8.
11.1 To be valid, any notice given pursuant to this Agreement must be in writing and must be delivered by hand or sent by post, fax or email to the relevant party at the contact point described in the Proposal or such substitute contact point as that party has notified in accordance with this clause 11.
11.2 Notices shall be deemed served as follows:
|Method of delivery||Deemed served||Conditions|
|Post||The start of the first working day 2 days after the notice has been posted||The notice must be correctly addressed and sent by pre-paid first class post and proof of posting should be obtained. Must be used for notices to terminate and these notices must be sent by recorded or special delivery.|
|At the time of receipt||Sender must be able to prove that it was sent to the correct email address and was received by the internet service provider of the correct recipient. Cannot be used for notices to terminate.|
12.1 During the term of this Agreement and after termination of this Agreement for any reason, each party agrees that it shall keep any Confidential Information received from or obtained about the other or any of such other’s Affiliates confidential and shall not use it for any purposes outside the scope of this Agreement or disclose it to any other person without the prior written consent of the other PROVIDED ALWAYS that each party may disclose Confidential Information relating to the other if and to the extent that: (a) this is required by applicable law, court order or order of a competent regulatory authority; (b) it is to the receiving party’s professional advisers, auditors and/or bankers on a ‘need to know’ basis and provided the recipient is under a binding duty of confidence; (c) the information has come into the public domain or to the receiving party through no fault of that party. The obligations of both parties as to disclosure and confidentiality shall continue in force notwithstanding the termination of this Agreement.
12.2 Rights of third parties. This Agreement is entered into for the benefit of Sevron and the Sevron Affiliates. Apart from this, this Agreement does not confer any right or benefit on any other third party and the Contracts (Rights of Third Parties) Act 1999 shall not apply to other third parties. In any event, Sevron and the Subscriber may exercise their respective rights to rescind, terminate or vary this Agreement without the consent of any third party.
12.3 Subcontracting. Sevron may delegate any obligation it has under these terms to any person and may allow any person to exercise any right it has under these terms.
12.4 Variation. Sevron may change any or all of these terms: (a) with immediate effect if it is reasonably necessary to do so in order to comply with any applicable law, court order or with the instruction of any public or regulatory body; (b) any terms by giving written notice at least 30 (thirty) days before the change will take effect.
12.5 The Subscriber will not be bound by the changes made pursuant to 12.4(b) unless it accepts them. The Subscriber shall be deemed to have accepted the change(s) if it either: (a) pays any part of the Subscription Fee in respect of the next year; or (b) uses the Services or Service Content on or after the date on which notified change(s) is/are stated in Sevron’s notice to take effect.
12.6 Survival. Provisions of this Agreement which are either expressed to survive its termination or, from their nature or context it is contemplated that they are to survive such termination, shall remain in full force and effect notwithstanding such termination.
12.7 Publicity. Sevron shall request the prior permission of the Subscriber for the use of its name in any publicity materials (including its websites) (such permission not to be unreasonably refused) and those of the Sevron Affiliates. Other than this, neither party shall publish any public statement or announcement regarding the existence of or terms of this Agreement without the prior written consent of the other such consent not to be unreasonably withheld or delayed.
12.8 Law and jurisdiction. This Agreement is subject to English law and subject to the below, the parties hereby submit to the exclusive jurisdiction of the courts of England in respect of any dispute arising out of or in connection with this Agreement, the Services, the Service Content and/or their use. Nothing in this clause shall limit the right of Sevron to take proceedings against the Customer in any other court of competent jurisdiction, nor shall the taking of proceedings in any one or more jurisdictions preclude the taking of proceedings in any other jurisdictions, whether concurrently or not, to the extent permitted by the law of such other jurisdiction
12.9 Waiver. The failure by a party to exercise a right or remedy does not constitute a waiver of that or any other right or remedy and nor does any delay by a party on exercising any right or remedy. Neither party shall rely on any such failure or delay as constituting such a waiver or as preventing the exercise of any right or remedy.
12.10 Severance. If any court or other tribunal of competent jurisdiction decides that any provision of this Agreement is void or unenforceable, it shall, to the extent legally possible, be replaced by a term that commercially achieves the same effect as the void or unenforceable provision.
12.11 No assignment. Neither party shall be entitled to nor shall it attempt to assign or transfer all or any of its rights or obligations under this Agreement or dispose of any right or interest in this Agreement without the prior written consent of the other party save that Sevron shall be entitled to assign its rights and obligations under this Agreement in whole or in part to any Sevron Affiliate.
13.1 In this Agreement the following words shall have the following meanings:
‘Affiliate’ means any company in the group of companies of the party to which the term refers and, in the case of Sevron, also includes any purchaser of Sevron (whether shares or assets).
‘Authorised User’ means a person (whether a director, officer, employee, agent or subcontractor of the Subscriber or any other person) authorised by the Subscriber to access or use the Services and/or Service Content though any account or other facility made available to the Subscriber by Sevron.
‘Confidential Information’ means all information disclosed (whether in writing, orally or by any other means and whether directly or indirectly and whether specifically designated as ‘confidential’ or which ought reasonably be regarded as confidential) under or in connection with this Agreement by one party to the other party whether before or after the date of this Agreement including, without limitation, information relating to the other’s products, services, operations, processes, plans or intentions, product information, know-how, design rights, trade secrets, market opportunities and business affairs.
'Controller, processor, data subject, personal data, personal breach, processing and appropriate technical and organisational measures': as defined in the Data Protection Legislation.
'Data Protection Legislation' means the UK Data Protection Legislation and any other European Union legislation relating to personal data and all other legislation relating to personal data and all other legislation and regulatory requirements in force from time to time which apply to a party relating to the use of personal data (including, without limitation, the privacy of electronic communications);
‘Documents’ means the documentation made available to the Subscriber by Sevron as part of using the Services including safety data sheets, risk assessments and user guides.
‘Fair Use Policy’ means Sevron’s prevailing fair use policy for use of the Service and Service Content.
‘Fault’ means an error in the Services constituting a material deviation from the performance criteria described in the Specification.
‘Initial Subscription Term’ means the initial term of this Agreement starting on the Start Date and lasting for the period specified in the Proposal (based on which Subscription Plan is selected by the Subscriber) or, if no period is specified, one year.
‘Payment Date’ means the date upon which payment(s) of the Subscription Fee shall be due, details of which are set out in the Proposal or the relevant invoice.
‘person’ means any individual, firm, partnership, association (whether incorporated or unincorporated), corporation or other body or legal entity.
‘Proposal’ means Sevron’s written proposal for the provision of the Services to the Subscriber.
‘Renewal Period’ has the meaning given in the Summary Key Terms.
‘Service Content’ means the content and output of the Services including all Documents, text, data, diagrams, images, computer programs, thesauruses, video and audio recordings, metadata and other works including any media used to carry the same.
‘Services’ means the information services offered by Sevron which are identified in the Proposal and described in the Specification.
‘Sevron’ means Sevron Ltd a company registered in England and Wales under company number 06053767.
‘Software’ the online software applications provided by Sevron as part of the Services.
‘Specification’ means the specification for the individual services set out at http://www.sevron.co.uk.
‘Start Date’ means the date upon which the Subscriber’s account is activated.
‘Subscriber’ means the person to whom the Proposal is addressed or who is otherwise identified as such in the Proposal.
'Subscriber Data' the data inputted by the Subscriber, Authorised Users or Sevron on the Subscribers behalf for the purpose of using the Services or facilitating the Subscriber's use of the Services.
‘Subscription Plan’ means the various subscription plans offered by Sevron, details of the costs and the Initial Subscription Terms which are set out in the Proposal.
‘Subscription Fee’ means the total annual sum (exclusive of VAT) payable in respect of the Services identified as such in the Proposal or any other amount substituted in accordance with this Agreement.
‘Summary Key Terms’ means the terms and conditions set out at the front of this document.
‘Subscription Term’ means the Initial Subscription Term and together with any subsequent Renewal Periods.
'UK Data Protection Legislation' means all applicable data protection and privacy legislation in force from time to time in the UK including the General Data Protection Regulation ((EU) 2016/679); the Data Protection Act 2018; the Privacy and Electronic Communications Directive 2002/58/EC (as updated by Directive 2009/136/EC) and the Privacy and Electronic Communications Regulations 2003 (SI 2003/2426) as amended.
‘Virus’ 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, any telecommunications service, equipment or network or any other service or device; prevent, impair or otherwise adversely affect access to or the operation of any programme or data, including the reliability of any programme or data (whether by re-arranging, altering or erasing the programme or data in whole or part or otherwise); or adversely affect the user experience, including worms, trojan horses, viruses and other similar things or devices.
13.2 The use of the word ‘including’, the phrase ‘in particular’ and cognate expressions is only intended to illustrate particular examples. Their use and the use of such examples is not intended to limit in any way whatsoever the interpretation or construction of this Agreement or any other words in this Agreement.
13.3 The Subscriber’s obligation to do something (other than its obligation to pay any charges due) under this Agreement shall be read and construed to include an obligation to ensure that the Authorised Users do it and the Subscriber’s obligation not to do something shall be read and construed to include an obligation to ensure that the Authorised Users and its representatives do not do it.
A. Information Related to Your Interaction with Sevron and the Offerings.
Registration and Contact Information. We collect information about you when you (a) register to use the Services and (b) otherwise provide contact information to us via email, mail, or through our Offerings. This information you provide may include your username, first and last name, email address, mailing address or phone number.
Payment Information. When you purchase the Services, we will also collect transaction information, which may include your credit card information, billing and mailing address, and other payment-related information (“ Payment Information”). We describe how Payment Information may be collected and processed in Section 4.
Third Party Platforms. We may collect information when you interact with our advertisements and other content on third-party sites or platforms, such as social networking sites. This may include information such as “Likes”, profile information gathered from social networking sites or the fact that you viewed or interacted with our content.
B. Customer Data.
You may submit various types of information and data into the Services for hosting and processing purposes (“Customer Data”). Customer Data may include, without limitation, (a) personal information such as names, email addresses and phone numbers of your end user customers, potential customers and other users of and visitors to your websites, apps and other properties (“People”), which information may be input into the Services by you or collected by the Services using Sevron tags, scripts and other code implemented on such properties, and (b) information contained in communications between you and People using the messaging features of the Services.
We will only use, disclose and otherwise process Customer Data for the purposes set forth in your agreement with us for the provisioning of the Services (“Customer Agreement”).
We use your information in the following ways:
We do not sell, trade, share or transfer your personal information to third parties except in the following limited circumstances:
We may also share aggregated or anonymized information with third parties for other purposes. Such information does not identify you individually, but may include usage, viewing and technical information such as the types of Offerings our customers and users generally use, the configuration of their computers, and performance metrics related to the use of Offerings which we collected through our technology. If we are required under applicable law to treat such information as personal information, then we will only disclose it as described above. Otherwise we may disclose such information for any reason.
Opt-Outs. We may provide you with the opportunity to “opt-out” of having your personal information used for certain purposes when we ask for this information. If you decide to opt-out, we may not be able to provide certain features of the Offerings to you.
Communication Preferences. If you no longer wish to receive our newsletter and promotional communications, you may opt-out of receiving them by following the instructions included on such communications or on the Offerings. Please note, however, that you may be unable to opt-out of certain service-related communications.
How We Respond to Do Not Track Signals. Your Web browser may have a “do not track” setting which, when enabled, causes your browser to send a do not track HTTP header file or “signal” to each site you visit. At present, the Offerings do not respond to this type of signal.
When you use the Offerings, we make good faith efforts to provide you with access to your personal information upon your request and either provide you the means to correct this information if it is inaccurate or to delete such information at your request if it is not otherwise required to be retained by law or for legitimate business purposes. You may access, review, correct, update, change or delete your information at any time. To do so, please contact us at email@example.com with your name and the information requested to be accessed, corrected or removed, or if you are using the Service, sign in to your account, go to your profile, and make the desired changes. We may decline to process requests that are unreasonably repetitive or systematic, require disproportionate technical effort (for instance, requests concerning information residing on backup tapes), jeopardize the privacy of others, would be extremely impractical, or for which access is not otherwise required. In any case where we provide information access and correction, we perform this service free of charge, except if doing so would require a disproportionate effort.
Please note that if you cease using the Service or we terminate your access to the Service in accordance with your Customer Agreement, you may no longer have the ability to access or update your information.
We may retain your information as necessary to support the Offerings, comply with our legal obligations or resolve disputes. Note that content you post may remain on the Offerings even if you cease using the Offerings or we terminate your access to the Offerings.
The security of your personal information is important to us. We maintain a variety of appropriate technical and organizational safeguards to protect your personal information. We limit access to personal information about you to employees who we believe reasonably need to come into contact with that information to provide products or services to you or in order to do their jobs. Further, we have implemented reasonable physical, electronic, and procedural safeguards designed to protect personal information about you. When you enter sensitive information (such as your password), we encrypt that information in transit using industry-standard Transport Layer Security (TLS) encryption technology. No method of transmission over the Internet, method of electronic storage or other security methods are one hundred percent secure. Therefore, while we strive to use reasonable efforts to protect your personal information, we cannot guarantee its absolute security.
This Sevron Support Policy ("Support Policy") accompanies the Sevron Subscription Terms of Service, available at https://sevron.co.uk/terms-of-service or a successor URL (the "Agreement") entered into between you ("Customer") and Sevron. Capitalized terms used in this Support Policy that are not defined herein have the meanings given to them in the Agreement.
Sevron offers support services for the Service ("Support ") in accordance with the following terms:
A. Support Hours. Support is provided during normal UK office hours 9am - 5pm GMT, Online support guides and documentation are available 24/7.
B. Incident Submission and Customer Cooperation. Customer may report errors or abnormal behavior of the Service (" Incidents") by contacting Sevron in the Service via the Sevron Messenger or via email at firstname.lastname@example.org. Customer will provide information and cooperation to Sevron as reasonably required for Sevron to provide Support. This includes, without limitation, providing the following information to Sevron regarding the Incident:
C. Incident Response. Sevron's Support personnel will assign a priority level ("Priority Level") to each Incident and seek to provide responses in accordance with the table below.
Target Response Times
Operation of the Service is critically affected (not responding to requests or serving content) for a large number of users; no workaround available.
Service is responding and functional but performance is degraded, and/or Incident has potentially severe impact on operation of the Service for multiple users.
Non-critical issue; no significant impact on performance of the Service but user experience may be affected.
D. Exclusions. Sevron will have no obligation to provide Support to the extent an Incident arises from: (a) use of the Service by Customer in a manner not authorized in the Agreement or the applicable Documentation; (b) general Internet problems, force majeure events or other factors outside of Sevron's reasonable control; (c) Customer's equipment, software, network connections or other infrastructure; or (d) third party systems, acts or omissions.
Our infrastructure and security team includes people who’ve played lead roles in designing, building, and operating highly secure Internet facing systems at companies ranging from startups to large public companies.
Incident Response Plan
Build Process Automation
All payment instrument processing for purchase of the Sevron services is performed by Stripe. For more information on Stripe’s security practices, please see https://stripe.com/docs/security/stripe.
Security, Privacy and Compliance Information for Sevron
Sevron engages certain onward subprocessors that may process personal data submitted to Sevron’s services. These subprocessors are listed below, as may be updated by Sevron from time to time:
This is a website provided by Sevron Ltd (Trading as Sevron) a limited company under the company number 06053767. Our VAT number is 913 296 229.
Sevron Ltd. and its affiliates and subsidiaries ("Sevron" or "us" or "we") welcome you to our Site! The "Site" means www.sevron.co.uk, safety365.sevron.co.uk, coshh365.sevron.co.uk, msds365.sevron.co.uk, sdsinventory.com and any successor URLs, mobile or localized versions and related sub-domains, in whatever format they may be offered now or in the future. Through the Site, we may provide you with general information regarding our company, products and services.
Sevron also offers a suite of enterprise software-as-a-service solutions designed to enable customers to manage communications with, and data about, their end users (the "Sevron Services"). Use of the Sevron Services is subject to our Sevron Subscription Terms of Service , and these Terms do not apply to use of the Sevron Services or receipt of related services, except where otherwise noted.
THESE TERMS CONTAIN MANDATORY ARBITRATION PROVISIONS THAT REQUIRE THE USE OF ARBITRATION TO RESOLVE DISPUTES, RATHER THAN JURY TRIALS. PLEASE READ THEM CAREFULLY.
You have our permission to use the Site, but only if:
you are using the Site for informational and internal business purposes (personally or on behalf of your company); and
you follow all the rules and restrictions we've spelled out in these Terms.
You are solely responsible for any User Content you post to the Site, and the consequences of posting or publishing it. By "User Content", we mean any Content a user posts to the Site, including comments or posts made via third party services. "Content" means information, data, text, software, music, sound, photos, graphics, videos, messages, tags, interactive features, or any other materials. When we say "post", we include posting, uploading, sharing, submitting or otherwise providing User Content in any manner in connection with the Site.
You may not post any User Content in violation of the Sevron Acceptable Use Policy . We have the sole right, but not necessarily the obligation, to delete or edit at any time any User Content that violates these rules or that we believe to be inappropriate for any reason.
If you post User Content, you are making a guarantee to us that you either own all the User Content you are posting, or you have the right to post the User Content. Furthermore, you are guaranteeing that you have the right to allow us to make your User Content available for others to view and use as part of the Site without requiring that any such use be subject to additional obligations or terms. If you do not have these rights, do not post your User Content. By posting your User Content, you do not lose any ownership rights you may have to it. However, you do grant us a worldwide, non-exclusive, royalty-free, fully-paid, sublicenseable and transferable license to use, reproduce, distribute, prepare derivative works of, and publicly display and perform your User Content in connection with the Site and our business, in any media formats or in tangible form and through any media channels now known or hereinafter developed.
You also agree to sharing and use of your User Content by other users as set forth in these terms.
You understand that once you post your User Content, your User Content becomes public. We are not responsible for keeping any User Content confidential. So, if you don't want the whole world to see it, don't post it on the Site.
In addition, we may share your User Content with third parties if we have a good faith belief that access, use, preservation or disclosure of your User Content is reasonably necessary to (a) satisfy any applicable law, regulation, legal process or enforceable governmental request, (b) enforce these Terms, including investigation of potential violations thereof, (c) detect, prevent, or otherwise address fraud, security or technical issues, or (d) protect against imminent harm to the rights, property or safety of Sevron, its users or the public as required or permitted by law.
We generally do not monitor or review any User Content. We do not endorse any User Content or support any views, opinions, recommendations, or advice that may be in User Content. User Content comes from a variety of sources, and we make no promises about the reliability of any source or the accuracy, usefulness, safety, or intellectual property rights of any User Content. You may be offended by User Content that you see on the Site. You may find some of it to be inaccurate, offensive, indecent, or objectionable. However, as further set forth below, you agree not to hold us responsible in any way for your use of our Site, including your exposure to User Content.
In addition, we are not a content-archiving service. We do not promise to store or make available on our Site any User Content that you post, or any other Content, for any length of time. You are solely responsible for keeping back-ups of everything you post on our Site.
The Site contains proprietary and confidential information that is protected by applicable intellectual property and other laws and Sevron and its suppliers retain all right, title and interest (including all copyright, trade secret, patent and other rights) in and to the Site and Content which is included in the Site (other than User Content). If you give feedback regarding the Site, for example recommendations for improvements or features, we have the right to use the feedback in any way and implementation of that feedback is owned by us and may become part of the Site without compensation to you. We reserve all rights in and to the Site unless we expressly state otherwise. We also reserve the right to make changes or updates to the Site or Content provided on or through the Site at any time without notice and we will own any such changes or updates (excluding User Content).
You may not:
decompile, reverse engineer or disassemble any object code which is part of or made available through the Site into a human-perceivable form, except and only to the extent that such activity is expressly permitted by applicable law, and in that case, only if you notify us in writing in advance;
copy, frameset, enclose or otherwise sell, distribute, transmit or broadcast any part of the Site;
modify or create any derivative work of any part of the Site;
disable, interfere, or try to get around any of the features of the Site related to security, preventing or restricting use or copying of any Content, or enforcing the limits on the use of the Site or the Content on the Site; or
use, export or re-export any Content or any copy or adaptation of such Content in violation of any applicable laws or regulations, including, without limitation, United States export laws and regulations.
All brand, product and service images, logos and names used in the Site that identify Sevron, our suppliers or our customers and our or their proprietary products and services are the trademarks or service marks of Sevron, our suppliers or our customers. Nothing in this Site shall be deemed to confer on any person any license or right on the part of Sevron or such supplier with respect to any such image, logo or name.
We respect the intellectual property rights of others. You may not use our Site to infringe anyone else's copyright or other intellectual property right. If we find out that you are infringing, we may remove your User Content. We do not have to give you notice that we are removing your User Content. In addition to our other rights and remedies, we may also terminate your account if we determine that you are a repeat copyright infringer. We consider a repeat infringer to be a user who has been notified of infringing activity more than twice or who has had their User Content removed from our Site more than twice.
If you believe that something on our Site violates your copyright, notify our copyright agent in writing. The contact information for our copyright agent is as follows:
77 Golden Hill Lane,
In order for us to take action, your notice must include the following:
your physical or electronic signature;
a description of the copyrighted work that you believe is being infringed;
a description of the item on our Site that you think is infringing your work and sufficient information about where the material is located on our Site (including the URL) so that we can find it;
a way to contact you, such as your address, telephone number, or e-mail;
a statement that you believe in good faith that the item you have identified as infringing is not authorized by the copyright owner, its agent, or the law to be used on our Site; and
a statement that the information you provide in your notice is accurate, and that (under penalty of perjury), you are authorized to act on behalf of the copyright owner whose work is being infringed.
Again, we cannot take action unless you give us all the required information.
Only notices about copyright infringement should go to our copyright agent. If you have anything else to communicate with us (like feedback, comments, or requests for technical support), you should contact us at email@example.com.
You acknowledge that temporary interruptions in the availability of the Site may occur from time to time as normal events. Also, we may decide to cease making available the Site or any portion of the Site at any time and for any reason. Under no circumstances will Company or its suppliers be held liable for any damages due to such interruptions or lack of availability.
USE OF THE SITE IS AT YOUR OWN RISK. THE SITE (INCLUDING OUR CONTENT) IS PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. SEVRON AND ITS AFFILIATES, SUPPLIERS, PARTNERS AND AGENTS EXPRESSLY DISCLAIM ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT.
SEVRON AND ITS AFFILIATES, SUPPLIERS, PARTNERS AND AGENTS MAKE NO WARRANTY THAT (i) THE SITE WILL MEET YOUR REQUIREMENTS; (ii) THE SITE WILL BE UNINTERRUPTED, TIMELY, SECURE OR ERROR-FREE OR THAT SEVRON WILL FIX ANY ERRORS; OR (iii) ANY CONTENT PROVIDED ON OR THROUGH THE SITE WILL BE ACCURATE OR RELIABLE. ANY MATERIALS OBTAINED THROUGH USE OF THE SITE ARE OBTAINED AT YOUR OWN DISCRETION AND RISK AND SEVRON SHALL NOT BE RESPONSIBLE FOR ANY DAMAGE CAUSED TO YOUR COMPUTER OR DATA OR FOR ANY BUGS, VIRUSES, TROJAN HORSES OR OTHER DESTRUCTIVE CODE RESULTING FROM USE OF THE SITE OR ANY CONTENT OBTAINED FROM THE SITE.
SOME STATES DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES, SO THE ABOVE EXCLUSION MAY NOT APPLY TO YOU. YOU MAY ALSO HAVE OTHER LEGAL RIGHTS, WHICH VARY FROM STATE TO STATE.
TO THE FULLEST EXTENT PERMITTED UNDER LAW, SEVRON AND ITS AFFILIATES, SUPPLIERS, PARTNERS AND AGENTS HAVE NO OBLIGATION OR LIABILITY (WHETHER ARISING IN CONTRACT, WARRANTY, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY OR OTHERWISE) FOR ANY INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES OR LIABILITIES (INCLUDING, BUT NOT LIMITED TO, ANY LOSS OF DATA, REVENUE OR PROFIT) ARISING FROM OR RELATED TO YOUR USE OF THE SITE OR ANY CONTENT PROVIDED BY OR THROUGH THE SITE, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES OR LIABILITIES IN ADVANCE. THE FOREGOING LIMITATION APPLIES TO DAMAGES AND LIABILITIES ARISING FROM: (I) YOUR USE OR INABILITY TO USE OUR SITE; (II) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR USER CONTENT; (III) THIRD PARTY CONTENT MADE AVAILABLE TO YOU THROUGH THE SITE; OR (IV) ANY OTHER MATTER RELATING TO THE SITE.
SOME STATES DO NOT ALLOW THE LIMITATION OR EXCLUSION OF INCIDENTAL, CONSEQUENTIAL OR OTHER TYPES OF DAMAGES, SO SOME OF THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU.
NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN, SEVRON'S LIABILITY AND THE LIABILITY OF EACH OF ITS AFFILIATES, SUPPLIERS, PARTNERS AND AGENTS TO YOU OR ANY THIRD PARTIES UNDER [ANY CIRCUMSTANCES RELATING TO YOUR ACCESS TO THE SITE OR OTHER ACTIVITIES GOVERNED BY] THESE TERMS IS LIMITED TO A MAXIMUM AMOUNT OF ONE HUNDRED POUNDS (GBP£100).
You agree to indemnify, defend (if we so request) and hold harmless Sevron and its affiliates, suppliers, partners and agents from and against any claim, demand, losses, damages or expenses (including reasonable attorney's fees) arising from your User Content, your use of the Site, your connection to the Site, your violation of these Terms or your violation of any rights of any third party. Your indemnification obligation will survive the termination of these Terms and your use of the Site.
We may terminate or suspend your permission to use the Site immediately and without notice upon any violation of these Terms, upon the request of law enforcement or government agencies, for extended periods of inactivity, for unexpected technical issues or problems or for engagement by you in fraudulent or illegal activities. Upon any termination we may delete your User Content and we may bar you from further use of the Site. You understand that we may also continue to make your User Content available on the Site even if your use of the Site is terminated or suspended. You agree that we will have no liability to you or any third party for termination of your User Content or access to the Site.
These Terms and Conditions are subject to English law and each of us hereby submits to the non-exclusive jurisdiction of the English courts.
Direct Dispute Resolution. In the event of any dispute, claim, question, or disagreement arising from or relating to these Terms, whether arising in contract, tort or otherwise, ("Dispute"), the parties shall first use their best efforts to resolve the Dispute. If a Dispute arises, the complaining party shall provide written notice to the other party in a document specifically entitled "Initial Notice of Dispute," specifically setting forth the precise nature of the dispute ("Initial Notice of Dispute"). If an Initial Notice of Dispute is being sent to Sevron it must be emailed to legal@SEVRON.io and sent via mail to:
Attn: Legal Department
77 Golden Hill Lane,
YOU AGREE THAT IF YOU WANT TO RESOLVE A DISPUTE WITH SEVRON, YOU MUST SEND AN INITIAL NOTICE OF DISPUTE WITHIN ONE (1) YEAR AFTER THE EVENT THAT GAVE RISE TO THE DISPUTE. OTHERWISE, YOUR DISPUTE WILL BE PERMANENTLY BARRED.
Following receipt of the Initial Notice of Dispute, the parties shall consult and negotiate with each other in good faith and, recognizing their mutual interest, attempt to reach a just and equitable solution of the Dispute that is satisfactory to both parties ("Direct Dispute Resolution"). If the parties are unable to reach a resolution of the Dispute through Direct Dispute Resolution within thirty (30) days of the receipt of the Initial Notice of Dispute, then the Dispute shall subsequently be resolved by arbitration as set forth below.
Arbitration. IN THE EVENT THAT A DISPUTE BETWEEN THE PARTIES CANNOT BE SETTLED THROUGH DIRECT DISPUTE RESOLUTION, AS DESCRIBED ABOVE, THE PARTIES AGREE TO SUBMIT THE DISPUTE TO BINDING ARBITRATION. BY AGREEING TO ARBITRATE, THE PARTIES AGREE TO WAIVE THEIR RIGHT TO A JURY TRIAL. The arbitration shall be conducted before a single neutral arbitrator, before JAMS in Lancashire, UK. The arbitration shall be administered by JAMS in accordance with this document and the JAMS Streamlined Rules and Procedures for the Arbitration, with one addition: The limitation of one discovery deposition per side shall be applied by the arbitrator, unless it is determined, based on all relevant circumstances, that more depositions are warranted. The arbitrator shall consider the amount in controversy, the complexity of the factual issues, the number of parties and the diversity of their interests and whether any or all of the claims appear, on the basis of the pleadings, to have sufficient merit to justify the time and expense associated with the requested discovery.
The arbitration will occur in Lancashire, United Kingdom, but the parties may choose to appear by person, by phone, by another virtual means, or through the submission of documents.
The arbitrator will issue a ruling in writing. Any issue concerning the extent to which any dispute is subject to arbitration, the applicability, interpretation, or enforceability of these Terms shall be resolved by the arbitrator. To the extent state law is applicable, the arbitrator shall apply the substantive law of the United Kingdom.
All aspects of the arbitration shall be treated as confidential and neither the parties nor the arbitrators may disclose the content or results of the arbitration, except as necessary to comply with legal or regulatory requirements. The result of the arbitration shall be binding on the parties and judgment on the arbitrator's award may be entered in any court having jurisdiction. The arbitrator shall award to the prevailing party, if any, the costs and attorneys' fees reasonably incurred by the prevailing party in connection with the arbitration.
Choice of Law and Jurisdiction. FOR ANY CLAIM WHICH IS NOT SUBJECT TO THIS DISPUTE RESOLUTION PROVISION, YOU AGREE TO SUBMIT AND CONSENT TO THE PERSONAL AND EXCLUSIVE JURISDICTION IN, AND THE EXCLUSIVE VENUE OF, THE COUNTY AND COURTS LOCATED WITHIN LANCASHIRE UK. IN ANY DISPUTE, UK LAW SHALL APPLY.
Construction and Joinder. THESE TERMS MUST BE CONSTRUED AS IF THEY WERE JOINTLY WRITTEN BY BOTH PARTIES. BOTH YOU AND SEVRON AGREE THAT EACH MAY BRING OR PARTICIPATE IN CLAIMS AGAINST THE OTHER ONLY IN THEIR RESPECTIVE INDIVIDUAL CAPACITIES, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS. NO ARBITRATION OR CLAIM UNDER THESE TERMS SHALL BE JOINED TO ANY OTHER ARBITRATION OR CLAIM, INCLUDING ANY ARBITRATION OR CLAIM INVOLVING ANY OTHER CURRENT OR FORMER USER OF THE SITE, AND NO CLASS ARBITRATION PROCEEDINGS SHALL BE PERMITTED. IN THE EVENT OF ANY DISPUTE CONCERNING THE VALIDITY OR ENFORCEABILITY OF THIS PROVISION, SUCH CLAIM MUST BE ADJUDICATED BY A COURT AND NOT BY AN ARBITRATOR.
Injunctive Relief. Notwithstanding the above provisions, Sevron may apply for injunctive remedies (or an equivalent type of urgent legal relief) in any jurisdiction.
SEVRON LTD DOES NOT WARRANT OR REPRESENT THAT THE MATERIAL ON THIS WEBSITE IS ACCURATE, COMPLETE OR CURRENT OR THAT THE WEBSITE WILL BE FREE OF DEFECTS OR VIRUSES. NOTHING CONTAINED IN THE PAGES OF THIS WEBSITE SHOULD BE CONSTRUED AS LEGAL OR OTHER PROFESSIONAL ADVICE OR AN OFFER TO PROVIDE LEGAL SERVICES. DETAILED PROFESSIONAL ADVICE SHOULD BE OBTAINED BEFORE TAKING OR REFRAINING FROM ANY ACTION BASED ON ANY OF THE INFORMATION OR MATERIAL CONTAINED IN THE WEBSITE Use of This Website Outside England and Wales
Sevron Ltd makes no claims or representations that any or all of the content may be lawfully viewed or downloaded outside England and Wales, and unless otherwise specifically stated, the content and this website are directed solely at users who access from England and Wales IF YOU CHOOSE TO ACCESS THE WEBSITE FROM OUTSIDE ENGLAND OR WALES, YOU DO SO AT YOUR OWN RISK AND ARE RESPONSIBLE FOR COMPLIANCE WITH LAWS IN YOUR JURISDICTION
This Sevron Service Level Agreement ("SLA") accompanies the Sevron Subscription Terms of Service, available at https://sevron.co.uk/terms-of-service or a successor URL (the "Agreement") entered into between you ("Customer") and Sevron. Capitalized terms used in this SLA that are not defined herein have the meanings given to them in the Agreement.
Target Availability. Sevron will use commercially reasonable efforts to make each Service available with an uptime of 99.8% of each calendar month ("Target Availability").
Exclusions. The calculation of uptime will not include unavailability to the extent due to: (a) use of the Service by Customer in a manner not authorized in this Agreement or the applicable Documentation; (b) general Internet problems, force majeure events or other factors outside of Sevron's reasonable control; (c) Customer's equipment, software, network connections or other infrastructure; (d) third party systems, acts or omissions; or (e) Scheduled Maintenance or reasonable emergency maintenance.
Scheduled Maintenance. "Scheduled Maintenance" means Sevron's scheduled routine maintenance of the Services for which Sevron notifies Customer at least twenty-four (24) hours in advance. Scheduled Maintenance will not exceed eight (8) hours per month. Sevron typically performs Scheduled Maintenance once per month.
Remedy for Failure to Meet Target Availability. If there is a verified failure of a Service to meet Target Availability in two (2) consecutive months, then Customer may terminate the applicable Subscription Term by sending written notice of termination within thirty (30) days after the end of the second such month, in which case Sevron will refund to Customer any fees Customer has pre-paid for use of such Service for the terminated portion of the applicable Subscription Term. This termination and refund right is Customer's sole and exclusive remedy, and Sevron's sole and exclusive liability, for Sevron's failure to meet the Target Availability.
This Acceptable Use Policy applies to Sevron’s (a) websites (including without limitation www.sevron.co.uk, coshh365.sevron.co.uk, msds365.sevron.co.uk, safety365.sevron.co.uk and any successor URLS, mobile or localized versions and related domains and subdomains) and (b) communications and messaging products and services ((a) and (b) collectively, “Services”). To keep the Services running safely and smoothly, we need our users to agree not to misuse them. Specifically, you agree not to:
probe, scan, or test the vulnerability of any system or network used with the Services;
tamper with, reverse engineer or hack the Services, circumvent any security or authentication measures of the Services or attempt to gain unauthorized access to the Services (or any portion thereof) or related systems, networks or data;
modify or disable the Services or use the Services in any manner that interferes with or disrupts the integrity or performance of the Services or related systems, network or data;
access or search the Services by any means other than our publicly supported interfaces, or copy, distribute, or disclose any part of the Service in any medium, including without limitation by any automated or non-automated “scraping”;
overwhelm or attempt to overwhelm our infrastructure by imposing an unreasonably large load on the Services that consume extraordinary resources, such as by: (i) using “robots,” “spiders,” “offline readers” or other automated systems to send more request messages to our servers than a human could reasonably send in the same period of time using a normal browser; or (ii) going far beyond the use parameters for any given Service as described in its corresponding documentation;
solicit any users of our Services for commercial purposes;
use the Services to generate or send unsolicited communications, advertising or spam, or otherwise cause Sevron to become impaired in its ability to send communications on its own or on its customers’ behalf (e.g., by causing Sevron to become registered on any Email DNS blacklist or otherwise be denied services by any other third party communications service provider);
misrepresent yourself or disguise the origin of any data, content or other information you submit (including by “spoofing”, “phishing”, manipulating headers or other identifiers, impersonating anyone else, or falsely implying any sponsorship or association with Sevron or any third party) or access the Services via another user’s account without their permission;
use the Services for any illegal purpose or in violation of any laws (including without limitation data, privacy and export control laws);
use the Services to violate the privacy of others, or to collect or gather other users’ personal information (including account information) from our Services;
use the Services to stalk, harass, bully or post threats of violence against others;
submit (or post, upload, share or otherwise provide) data, content or other information that (i) infringes Sevron’s or a third party’s intellectual property, privacy or other rights or that you don’t have the right to submit (including confidential or personal information you are not authorized to disclose); (ii) that is deceptive, fraudulent, illegal, obscene, defamatory, libelous, threatening, harmful to minors, pornographic, indecent, harassing, hateful, religiously, racially or ethnically offensive, that encourages illegal or tortious conduct or that is otherwise inappropriate in Sevron’s discretion; (iii) contains viruses, bots, worms, scripting exploits or other similar materials; or (iv) that could otherwise cause damage to Sevron or any third party;
promote or advertise products or services other than your own without appropriate authorization;
use meta tags or any other “hidden text” including Sevron’s or our suppliers’ product names or trademarks; or
permit or encourage anyone else to commit any of the actions above.
Without affecting any other remedies available to us, Sevron may permanently or temporarily terminate or suspend a user’s account or access to the Services without notice or liability if Sevron (in its sole discretion) determines that a user has violated this Acceptable Use Policy.
You are billed annually for each app based on:
These are the “Pricing Metrics” that are used to calculate your subscription charge. We bill you each year in advance based on what your planned allowance is.