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Resilience Constellation Terms of Service

1.  Our Contract With You
By purchasing this Service, you are purchasing a licence to use our Service, and you agree that you will enter into a legally-binding contract with us, consisting of these Terms of Service, together with your Order Confirmation (collectively referred to as “the Agreement”). For more information about when the Agreement starts, and who will be bound by it, see Section 5 of these Terms of Service (“More details about the contract between us”).

2.  Your Licence of our Service
The type of licence you purchase will determine what you are permitted do with the Service (see Section 3: Who can use our Service and what you can do with it).

Please don’t misuse our Service. You agree to use the Service only in accordance with Section 3, for lawful purposes, and to use all reasonable efforts to protect the Service, or any part of it, from unauthorised use, distribution, disclosure or publication.

You must not alter or remove any copyright notice or proprietary statement contained in or on the Service, unless approved in writing by us. If you are permitted (by us, in writing) to share the Service with a third party, you will impose this same obligation on them.

Your purchase and use of the Service does not give you any ownership rights in the intellectual property (“IP”) in the Service. All ownership and intellectual property rights in the Service remain with us, or with the IP originator, where relevant.

You agree to ensure that all users of the Service will abide by the provisions of the Agreement.

Upon our request, you will provide reasonable assurances to us that use of the Service is consistent with the Agreement.

3.  Who can use our Service, and what you can do with it.

What you are permitted to do with the Service depends on the type of licence you have purchased. We grant to you a non-exclusive, non-transferable, non-sublicensable, revocable, worldwide licence, on the following terms.

You may not resell or redistribute the Service or any part of it in any way other than in the ways specified in this Section 3.

If your needs do not fit in to either of these categories, or you would like to use the Service for different purposes, please get in touch with us before purchasing the Service.

Standard (Internal Use) Licence

If you have purchased a Standard Licence, you may use the Service for internal purposes only. You may not resell or redistribute the Service, or any part of it, outside your organisation or company.

You may use limited extracts of the Service, such as graphs or tables, in a non-systematic manner, for presentation purposes only. (For the avoidance of doubt, this includes presentations to potential clients and others, but does not include providing services to a client. In the latter case, an Extended Licence would be required.) In all cases, the source of the information or data must be properly cited.

Extended (External Use) Licence

If you have purchased an Extended Licence, you may use the Service or any part of it (in addition to the uses permitted under the Standard Licence) to produce your own derived and value-added products for distribution or sale to external organisations, subject to the following:

Where the Service includes Analysis Ready Data, your derived products must be thematic maps showing the geographic distribution of attributes, classes or changes over time. Your derived products must not be capable of being reverse engineered to create the original or a substantial part of our underlying Service.

Where the Service includes reports, your value-added products must include significant additional analysis and interpretation such that they are not capable of being reverse engineered to create the original or a substantial part of our underlying Service.

Limited extracts of the Service, such as graphs or tables, may be used for presentation purposes, provided the source of the information or data is properly cited.

Who is covered by your Licence

For both Standard Licences and Extended Licences, a licence to a company includes any wholly-owned subsidiary companies, but no other subsidiaries or associated companies. A licence to a government department or ministry covers a single department or ministry only.

If you have any queries about who your licence covers, or what you are permitted to do with the Service, please contact us:

4.  Cancellation and amendments

Once you have completed your purchase, your Order is final. If there is a problem with your Order, or with the Service, please let us know as soon as possible. Any amendments to your Order will be at our discretion, and may not be possible.

5.  More details about the contract between us.

5.1 Parties to the contract

When we refer to “you”, we are referring to the company or organisation, or if the context requires otherwise, to the individual, who has purchased the Service, whose details have been provided as part of your Order.

When we refer to “we”, we are referring to Resilience Constellation Management Ltd (Company No. SC639514) having its registered office at Quartermile 2, 2 Lister Square, Edinburgh, EH3 9GL.

By placing an Order with us, you confirm and guarantee that: you are over are over 18, and are legally capable of entering into a contract with us; if you are purchasing the Service on behalf of a company or organisation, you have the appropriate authority to do so; and you will be liable to us for performance of all obligations under the Agreement.

5.2 When the contract is formed

By accepting these Terms of Service on our website, submitting your Order, and authorising payment, you shall be deemed to have made an offer to purchase a licence to use our Service. By emailing you an Order Confirmation, we shall be deemed to have accepted your offer, and this shall be the commencement date of the contract between us. Please note we may refuse to accept any order and are not obliged to supply the Service to you unless and until we issue an Order Confirmation to you.

5.3 Our Services

When we use the term “Service” in the Agreement, this could cover one or more of the following: reports, Analysis Ready Data, data sets, updates, and support. The Service you are purchasing will be confirmed in your Order Confirmation.

5.4 Pricing

The price for your use of the Service will be stated when you submit your Order, and when you authorise payment. Confirmation of your payment will be included in your Order Confirmation.

5.5 Delivery

Your Order Confirmation will contain details about the delivery of Service. In all cases we aim to deliver your Service within a reasonable timescale.

5.6 Term

Where the Service includes access to a map viewer, the Agreement runs for one year from the date of your Order Confirmation. For all other Services, the Agreement shall continue in force unless terminated in accordance with Section 5.9.

5.7 Subscriptions

If your Order includes a subscription, your Order Confirmation will include a description of the Services, payment details, and delivery and update information. You agree to pay the subscription prices stated in our Order Confirmation.

5.8 Quality, Warranties and Liability

We will do our best to make sure that the Service is free from defect, fit for the purpose for which it is advertised, and in conformity with the Service description. However, we make no warranty that that is the case. You agree that your use of the Service is at your sole risk. The Service is provided on an “as is” basis, and without any warranties or representations of any kind. We make no warranty as to the suitability of the Service or its fitness for your requirements or intended purposes.

We will not be liable for any decision taken based on the data contained in the Service, nor for any consequences of any such decision. We will not be liable to you for any costs or losses relating to your use of the Service. In no event will our aggregate liability under all claims relating to the Service or otherwise arising out of the Agreement exceed the total amount paid by you for your licence of the Service.

5.9  Termination

We may cancel the Agreement at any time by providing you with at least 30 days’ notice in writing. If you have made any payment in advance for Service / services that have not yet been provided], we will refund these amounts to you. We will not be liable to you for any other consequential costs arising as a result of our cancellation. If we terminate because you have breached any part of the Agreement, you will have no claim to any refund or remedy, and will be required to delete all Service and provide us with proof of deletion. All provisions of the Agreement which by their nature contemplate performance after termination, will survive termination of the Agreement.

5.10 Events outside our control

We shall not be in breach of the Agreement nor liable for delay in performing, or failure to perform, any of our obligations under the Agreement if such delay or failure result from events, circumstances or causes beyond our reasonable control

5.11 How we use your personal information

Any personal information that you provide to us will be processed in accordance with all relevant legislation as set out in our Privacy Policy on our website.

5.12 Entire Agreement

These Terms of Service, together with your Order Confirmation, constitutes the entire Agreement between you and us. You acknowledge that in entering into the Agreement you do not rely on, and shall have no remedies in respect of, any representation or warranty (whether made innocently or negligently) other than those expressly set out in the Agreement.

5.13 Governing Law

The Agreement shall be governed by the law of England.