These terms and conditions (the "Agreement") apply as between the User of the Services and the Website referred to herein and Sustain IQ Limited ("Sustain IQ"), the provider of the Services and this Website. Your agreement to comply with and be bound by these terms and conditions, and to grant us any and all licences required, is deemed to occur upon your Acceptance of these terms and conditions prior to your first use of the Services and the Website.
The following interpretations apply within these terms and conditions:
"Content" means any text, graphics, images, audio, video, software, data compilations and any other form of information capable of being stored in a computer that appears on or forms part of the Website.
"Data Protection Laws": means (a) the UK Data Protection Act 1998 ("DPA"), as the same may be amended, extended or re-enacted from time to time; and (b) upon its or their becoming directly applicable in EU member states, any EU regulation (whether enacted before or after the Commencement Date) relating to the processing of Personal Data, including but not limited to the General Data Protection Regulation (EU) 2016/679 ("GDPR")) and any guidance issued by the Information Commissioner's Office. References in this Agreement to "Data Processor", "Data Controller", "Data Subject" and "Processing" shall have the meanings ascribed under applicable DPA as amended, extended or re-enacted from time to time.
"Normal Business Hours" are 9am to 5pm Monday to Friday Sustain IQ working days.
Personal Data: data relating to an individual who is or can be identified, directly or indirectly, either from the data or from the data in conjunction with other information that is in, or is likely to come into, the possession of a person, and includes (i) all Personal Data as defined in the DPA and the GDPR; and (ii) all data and information within the scope of equivalent or similar concepts in other Data Protection Laws.
"User" means you or any party associated with you (via employment, agency, or otherwise) that accesses the Website and the Services under license from us.
"Sustain IQ" (to include "We", "we" or "us") is committed to providing an excellent user experience. In order to provide this Website and the Services to you, you agree to be legally bound by the terms and conditions contained herein.
"Sustain IQ Customer" means a paid up User (or authorised free User) accessing the Sustain IQ software via the Sustain IQ subscription.
"Website" means the Sustain IQ website, which has the following URL: www.sustainiq.ie, and the associated online software tool and mobile application(s).
1.1 Acceptance. User access to the Website and the Sustain IQ software, and subsequent purchase of any product therefrom via web, personal computer, mobile device, connected device or otherwise (collectively the "Services") is expressly conditioned on your compliance with and acceptance, via click-to-accept protocol as indicated on the Website (or returned signed copy where applicable), of these terms and conditions ("Acceptance"). If you do not agree to be bound by these terms and conditions you must cease accessing or using the Services.
1.2 Additional Applicable Terms. Services operated by third parties for Sustain IQ may also have additional terms to which you will be bound. It is your responsibility to read and understand any terms and conditions that apply to your use of these third party websites and/or services.
1.3 Right to Amend Terms. Sustain IQ reserves the right, in its sole discretion, to change, modify, add, or delete portions of these terms and conditions at any time. If we do this, we will post the changes to these terms and conditions on the Website, and will indicate the effective date upon which any changes will apply. All Users will be notified of any changes to the terms and conditions via email and/or the Sustain IQ software where applicable. If you do not agree to (or cannot comply with) the terms and conditions as amended, you must cease using the Services and cease accessing any Sustain IQ Customer section of the Website. Your continued use of the Services after any such changes serves as your acquiescence and indicates your acceptance of the newly amended terms and conditions.
2.1 The User represents and warrants that they have the authority to enter into the Agreement (and where they are not directly entering into the Agreement, they have delegated authority as an agent or employee of a Sustain IQ Customer), to use the Services, and to perform any and all acts as may be necessary under these terms and conditions.
2.2 If the User is unable to comply with the requirements of Clause 2.1 they shall be prohibited from using the Services and must not accept these terms and conditions.
2.3 In order to use the Services and to submit or create Content, Users are required to create an account (“Account”) and to submit certain personal details. By accepting these terms and conditions the User represents and warrants that:
2.4 In relation to Users, the Customer undertakes that:
2.5 If the User has reason to believe that their Account details have been obtained by a third party without their consent, the User should contact Sustain IQ immediately to suspend their Account and cancel any unauthorised orders or payments that may be pending. Users should be aware that orders or payments can only be cancelled up until the point at which the Services are used for the first time through that particular Account. In the event that unauthorised use is made prior to the User notifying Sustain IQ of the unauthorised nature of the order or payment, Sustain IQ will suspend access to the Services and the withdrawal of any scheduled payments pending investigation. Following investigation, it shall be determined, at Sustain IQ’s sole discretion, whether or not to cancel access to the Services and make a full or partial refund of the payment to the User.
2.6 The terms of Clause 2.4 shall apply notwithstanding any related provisions in Clause 9 (Termination).
3.1 Services. Sustain IQ is a software tool for managing monitoring and reporting on the remit of the 4 pillars: 1. Responsible Procurement; 2. Resource Efficiency and the Natural Environment; 3. People Health and Diversity; 4. Community Engagement and Partnering. The software can be adapted for different sectors and is available as standalone subscription per pillar or as an integrated product including all functions.
3.2 Intended Use Only. The Services are for the permitted use only and may not be re-sold or re-licensed for commercial gain.
3.3 Links. The Services may contain links to third party websites or services. You acknowledge and agree that Sustain IQ is not responsible or liable for: (i) the availability or accuracy of such websites or services; or (ii) the content, products, or services on or available from such websites or services. Links to such websites or services do not imply any endorsement by or Sustain IQ of such websites or services or the content, products, or services available from them. You acknowledge your acceptance of sole responsibility for, and assume all risk arising from, your use of any such websites or services.
3.4 Sustain IQ shall make reasonable endeavours to provide the Services on an error-free basis and without interruption.
3.5 Notwithstanding Clause 3.4, Sustain IQ does not provide any guarantee that provision of the Services shall be error-free or without interruption and reserves the right to alter or suspend provision of the Services without prior notice to Users. By accepting these terms and conditions the User acknowledges that the Services may change in form or nature at any time.
3.6 Sustain IQ shall have the right, exercisable at its sole discretion, to terminate provision of the Services with 3 months’ prior notice to Users.
3.7 Sustain IQ will, as part of the Services and at no additional cost to the Customer, provide support services during Normal Business Hours. The Customer may purchase enhanced support services separately at Sustain IQ’s then current rates.
3.7.1 Support services are provided for Sustain IQ software only, and exclude technical support relating to your network, desktop and operating systems.
3.7.2 You are required to set up Users and it is only these Users who have authority to request support services and it is only through these Users that Sustain IQ will co-ordinate Support Services for you. You shall ensure that the Users have attended the appropriate personal or online training courses to enable proper liaison between Sustain IQ and you.
3.8 Notwithstanding Sustain IQ’s right to perform any of the actions detailed in this Clause without prior notice, Sustain IQ shall make reasonable endeavours to provide such notice whenever possible.
3.9 The Customer acknowledges and agrees that Sustain IQ may sub-contract any part of the Services to any third party and whether based in or outside of the EEA.
4.1 Subscription charges are due before the User activates their subscription. If Sustain IQ has not received payment within 14 days after the due date, and without prejudice to any other rights and remedies of Sustain IQ:
4.2 The first payment will be at the price advertised, agreed or invoiced. Sustain IQ reserves the right to change subscription fees from time to time and any such changes may affect Users’ subscription rates.
4.3 Increases in price will be reflected in the User’s subscription on the date of the immediately subsequent renewal.
4.4 Decreases in price will be reflected in the User’s subscription on the date of the immediately subsequent renewal.
4.5 If a User terminates their subscription or Account they will continue to have access to the Services for the remainder of the prevailing Subscription Period up until the renewal date whereupon access will cease, save for a 60 day period to allow a User to export data, unless the User chooses to pay the Subscription Fee to reactivate their subscription.
4.6 If a User subscribes in error they must inform Sustain IQ within 24 hours of subscribing and must not use the Services during that time. If any use can be traced to the User’s Account, no refund will be provided.
5.1 Sustain IQ recognises that your privacy is very important and that it is your right to control your personal information. Sustain IQ understands that providing personal information is an act of trust and we take that trust seriously.
5.2 Data Protection. If you register for any of the Services you will be asked to provide Personal Data
5.3 Communications from Us and Mailing Lists. To keep you informed about the operation of the Services, Sustain IQ may send service announcements to the email address you provided during registration. Sustain IQ may also allow you to choose whether to receive mailings from selected partners that may be of interest to you. Such lists are strictly optional and may be unsubscribed from at any time.
5.4 Payment Information. If you pay Sustain IQ for the Services, your payment information will only be used to check that it is a valid method of payment and to process your payment. No payment information is kept by Sustain IQ other than to facilitate the provision of the Services to you (for example, storing your credit or debit card number for quick payment). You will always be able to remove any such stored payment details.
5.6 Cookies. Sustain IQ software uses technology called “cookies” as part of our normal business procedure to enhance the user experience and to track patterns of behaviour of visitors to the Website. A cookie is an element of data that a website sends to your browser that is then stored on your system. You can set your browser to prevent this happening. Any information collected in this way can be used to identify you unless you change your browser settings. These cookies collect information about how visitors use a website, for instance which pages visitors go to most often, and if they get error messages from web pages. These cookies are not used to intentionally collect information that identifies a visitor. All information these cookies collect is aggregated and therefore anonymous. It is only used to improve how a website works. By using our Website, you agree that we can place these types of cookies on your device.
5.7 Aggregated Information. From time to time Sustain IQ may use the aggregated User data to determine statistical performance indicators. This data will only be used at the aggregated level and will never enable company or project level information to be disclosed.
5.8 Security. Sustain IQ has implemented technology and security features, as well as strict internal guidelines, to safeguard the privacy of your personal information from unauthorized access or improper use. All stored data is securely managed with data management policies designed to be able to recover from disasters with only 24 hour (during working days, and used as a guideline only, with no warranty regarding data recovery provided by Sustain IQ in these terms and conditions) data loss. The data is not available for use or accessible by anyone apart from the registered User and Sustain IQ staff involved in the project.
6.1 Password Security. If a particular Service requires you to open an Account you will complete a registration process by providing certain information and registering a username and password (“Credentials”) for use with that Service. You are responsible for maintaining the confidentiality of your Credentials. You are not authorised to share your Credentials with any other person. You may have a credit card or other payment method stored with Sustain IQ and if your Credentials are used by a third party (whether or not authorised) the third party will be able to make purchases with that payment method. You will be fully liable for any actions made with your Credentials. Sustain IQ advises you to change your password frequently and to always keep it secure.
6.2 Unauthorised Access. You agree to immediately notify us of any unauthorised use of your Credentials or any other breach of security. In no event will Sustain IQ be liable for any indirect or consequential loss or damage resulting from the disclosure of your Credentials. If you believe someone has accessed any Service using your Credentials without your authorisation, it is your responsibility to set up a new password or contact Sustain IQ’s customer services department to delete your Account.
6.3 Platform Security. All web facing areas of the Service use Secured Socket Layer (“SSL”) to ensure that all communication between the end user and server is encrypted, helping to avoid man-in-the-middle attacks and proving identity of the server. The SSL communication is hardened as per standard industry practices with frequent testing to ensure outdated and insecure ciphers are not used; and hardening is maintained. The servers are hosted within a data centre within the European Union with controlled physical access and continual monitoring from on - site technicians. The data centres are hosted within an environment that are managed under ISO 27002 and ISO 27005 and serviced by an ISO 27001:2005 certified third party for providing and operating dedicated cloud computing infrastructures. Further certification details are available at: https://www.ovh.co.uk/aboutus/certifications.xml.
The platform security footprint is minimised by blocking all incoming ports, bar port 80 and 443 for web communication, using a firewall. The platform uses a n-tier architecture with the database server is only directly accessible via a private local area network between the web server and database server. Both webserver and database servers are patched periodically and loaded with malware and virus detection software. Servers are backed up daily with offsite backups maintained for 14 days. Direct network access to the servers for configuration and maintenance is strictly controlled by the application developer for Sustain IQ and only open to limited staff from specific fixed IP addresses of the application developer for Sustain IQ.
7.2 Content Usage Rules
You agree that your purchase of Content constitutes your acceptance of and agreement to use such Content in accordance with the Usage Rules and the terms of any written agreement between you and us, and that any other use of the Content may constitute a copyright infringement. Any security technology, if applicable, is an inseparable part of the Content. The Usage Rules shall govern your rights with respect to the Content. Sustain IQ reserves the right to modify the Usage Rules at any time.
7.3 Use of the Services. You agree not to:
8.1 When using the Services to create Content, Users should do so in accordance with the following rules:
8.2 Sustain IQ has the right, but not the obligation to pre or post-screen Content submitted or created by Users and may flag or filter any Content that it deems appropriate.
8.3 If any Content is found to be in breach of these terms and conditions, Sustain IQ reserves the right to remove it without notice and may, at its sole discretion, terminate the responsible User’s access to the Services.
8.4 Users acknowledge that they may be exposed to Content that they may find offensive. If a User believes that such Content is in violation of these terms and conditions, it should be reported to Sustain IQ using the Sustain IQ email box: email@example.com.
8.5 Users are solely responsible for any and all Content that they submit or create. Sustain IQ does not endorse, support, represent or otherwise guarantee the accuracy or reliability of such Content.
8.6 Subject to Clause 8.4, Users use the Services at their own risk.
8.7 By submitting or creating Content Users warrant and represent that they are the author of such Content and/or that they have acquired all of the appropriate rights and/or permissions to use the Content in this fashion. Sustain IQ accepts no responsibility or liability for any infringement of third party rights by such Content. Further, Users waive all moral rights in any and all Content that they submit or create to be named as its author. Sustain IQ accepts no responsibility or liability for any infringement of third party rights by such Content.
8.8 By accepting these terms and conditions, the User grants a non-exclusive, worldwide, perpetual licence to Sustain IQ subject to the source data, both in terms of the person or the organisation entering the data and the address to which the Content relates, being kept anonymous (i) to use the Content for any purpose and (ii) to copy, distribute, transmit, publicly display, publicly perform, transmit and reformat all Content for the purpose of providing the Services.
8.9 The User represents and warrants that they have all necessary rights, power and authority to grant the licence described in Clause 8.8.
9.1 The term of the Agreement shall commence upon the User’s Acceptance of these terms and conditions and shall continue until terminated either by the User or by Sustain IQ in accordance with this Clause 9.
9.2 If a User wishes to terminate the Agreement they may do so by:
9.3 Sustain IQ reserves the right to terminate the Agreement, a User’s Account and a User’s access to the Services at any time for the following reasons:
9.4 If Sustain IQ terminates a User’s Account as a result of the User’s breach of these terms and conditions the User will not be entitled to any refund.
9.5 If Sustain IQ terminates a User’s Account or subscription for any reason other than for breach of these terms and conditions by the User, the User will be refunded any remaining balance of their Subscription Fee. Such a refund will be calculated based upon the fee being divided by the number of days in the applicable Subscription Period and multiplied by the number of days remaining until the end of the Subscription Period.
9.6 In the event that Sustain IQ terminates a User’s Account or subscription, the User will cease to have access to the Services from the date of termination.
9.7 If the User terminates their Account or subscription, they will continue to have access to the Services for the remainder of the prevailing Subscription Period, termination becoming effective at the end of that Subscription Period, save for a 60 day period to allow a User to export data.
9.8 In the event that the Agreement is terminated, the User’s Account will be closed and their access to the Services suspended in accordance with Clauses 9.6 and 9.7.
9.9 Upon termination of the Agreement, the User shall cease to be bound by all obligations set out in these terms and conditions with the exception of those expressly stated to survive the termination of the Agreement.
10.1 Sustain IQ does not accept any responsibility for any loss or damage including, without limitation, indirect or consequential loss or damage, or any loss or damages whatsoever arising from use or loss of use of, data or profits arising out of or in connection with the use of the Services, the Sustain IQ software or the Website.
10.2 Sustain IQ is not responsible for the contents or reliability of the linked websites and does not necessarily endorse the views expressed within them. Listing shall not be taken as endorsement of any kind.
10.3 Users should be aware that they use the Website, the Services and all relevant Content at their own risk.
10.4 Nothing in these terms and conditions excludes or restricts Sustain IQ’s liability for death or personal injury resulting from any negligence or fraud on the part of Sustain IQ.
11.1 The Website and the Services are provided “as is” and on an “as available” basis. Sustain IQ gives no warranty that the Website or the Services will be free of defects and/or faults. To the maximum extent permitted by law Sustain IQ provides no warranties (express or implied) of fitness for a particular purpose, accuracy of information, compatibility and satisfactory quality.
11.2 Sustain IQ accepts no liability for any disruption or non-availability of the Website or the Services resulting from external causes including, but not limited to, ISP equipment failure, host equipment failure, communications network failure, power failure, natural events, acts of war or legal restrictions and censorship.
12.1 Where expressly indicated, certain Content, such as advertising material, and the Intellectual Property rights subsisting therein belong to other parties. This Content, unless expressly stated to be so, is not covered by any permission granted by this clause to use the Content from the Website. Any such Content will be accompanied by a notice providing the contact details of the owner and any separate use policy that may be relevant.
12.2 Subject to the exceptions in Clause 12.1 of these terms and conditions, all intellectual property rights in and to the Services and its Content included on the Website, unless submitted or created by Users, including, but not limited to, ‘Sustain IQ’, ‘, text, graphics, logos, icons, images, sound clips, video clips, data compilations, page layout, underlying code and software is owned with full and complete title by or otherwise licensed exclusively to Sustain IQ, its affiliates or other relevant third parties. By accepting these terms and conditions the User acknowledges that such material is protected by applicable Northern Ireland and International intellectual property laws and all other relevant statutes and regulations.
12.3 Users may not reproduce, copy, distribute, store or in any other fashion re-use material from the Website unless otherwise indicated on the Website or unless given express written permission to do so by Sustain IQ.
13.1 Sustain IQ shall be entitled to invoice the User immediately upon subscribing to Services.
13.2 All sums payable to Sustain IQ shall be paid by the User (together with any applicable Value Added Tax, and without any set-off or other deduction) in advance of activation of the Sustain IQ subscription. Where Sustain IQ invoices for any other related services, payment must be made within 30 days of the date of the invoice. In the case of late payment, and without prejudice to any other of its rights, Sustain IQ reserves the right to suspend the User’s Account until payment has been received.
13.3 If payment is not made by the due date, Sustain IQ will exercise its statutory right to claim interest and compensation for debt recovery costs under the Late Payment of Commercial Debts (Interest) Act 1998 and the Late Payment of Commercial Debt Regulations 2002.
14.1 If any of these terms and conditions should be determined to be invalid, illegal or unenforceable for any reason by any court of competent jurisdiction then such term or condition shall be severed and the remaining terms and conditions shall survive and remain in full force and effect and continue to be binding and enforceable.
15.1 These terms and conditions, the Agreement and all other aspects of the relationship between the User and Sustain IQ shall be governed by and construed in accordance with the Laws of Northern Ireland.
15.2 Any dispute between the User and Sustain IQ relating to these terms and conditions, the Agreement and all other aspects of the relationship shall fall within the exclusive jurisdiction of the courts of Northern Ireland.
16.1 A notice to be given hereunder shall be in writing and may be delivered personally or by sending it by pre-paid first class post or facsimile to the intended recipient’s address given herein or to any other address supplied with reference to and in accordance with this clause to the other party hereto at their address for the purposes of service under these terms and conditions. A notice delivered personally shall be deemed to have been served on delivery. A notice sent by post shall be deemed to have been served at an address within the United Kingdom at the expiry of 48 hours from the date of posting and at an address outside the United Kingdom at the expiry of 72 hours from the date of posting. Where any notice is given by facsimile service of the same shall be deemed to be effected upon receipt of the normal confirmation of receipt.