Terms & Conditions of Service

THE AGREEMENT

The following agreement (“this Agreement”) describes the terms and conditions on which the University of Exeter (“Exeter”) offers you access and use of the data sets (“the Content”) found on this webpage as may be amended and updated from time to time which is generated by Exeter and which uses probabilistic climate change data for use by the building sector (“the Service”). This offer is conditional on your agreement to all the terms and conditions contained in this Agreement, including your compliance with policies, guidelines and terms linked by way of URLs in this Agreement (“Terms & Conditions of Service”).

By using the Service or by exercising any rights provided to parts of it, you accept and agree to be bound by the Terms and Conditions of Service. Exeter only grants you the rights contained in this Agreement in consideration of your acceptance of the Terms and Conditions of Service.

If you do not agree to the Terms and Conditions of Service you should not use the Service and therefore decline this Agreement, in which case you are prohibited from accessing and/or using the Service. Exeter may amend this Agreement at any time at its sole discretion, effective upon posting the amended agreement on http://centres.Exeter.Exeter.uk/cee/prometheus/downloads.html. No variation or counter offer of this Agreement will be accepted by Exeter.

1. Licence and IPR

1.1 Subject to the terms of this Agreement, Exeter hereby grants you a non-exclusive, royalty free non-transferable and revocable licence to access and use the Service and use the Content in the Service in accordance with the Terms and Conditions of Service for as long as you are in compliance with such Terms & Conditions of Service.

1.2 You may access the Service and download and use the Content for your internal business purposes only and make up to 2 copies of the Content for back-up purposes only subject to compliance with the undertakings set out in clause 1.3;

1.3    Except as expressly set out in this Agreement, you undertake:

(a)    not to copy the Content except where such copying is incidental to normal use of the Content or where it is necessary for the purpose of back-up or operational security;
(b)    not to sell, offer for sale, distribute, rent, lease, sub-license, disclose, loan, translate, merge, adapt, vary or modify the Content whether in part or whole, except where conversion of the Content is required for compatibility with third party building simulation software packages in accordance with clause 1.2;
(c)    by way of acknowledgment to include Exeter’s copyright notice on all entire and partial copies of the Content in any form;
(d)    not to provide, or otherwise make available, the Content in any form, in whole or in part to any person other than your employees without prior written consent from Exeter.

1.4    You acknowledge that all intellectual property rights in the Content belong to Exeter and that you have no rights in, or to, the Content other than the right to use it in accordance with the terms of this Agreement. Exeter however acknowledges and agrees that, subject to this Agreement you will retain any and all applicable copyright and any other intellectual property rights with respect to any data you create as a result of using the Service, to the extent that you have such rights under applicable law.
1.5    You agree to acknowledge, in any work, communication or publication in any format whatsoever which is based in whole or in part on the Content, the role of Exeter as creator of the Content and/or Services.

2. Releases, Disclaimers of Warranties, Limitation of Liability and Indemnification

2.1 Any content or other data residing on Exeter’s servers or the Service may be deleted, altered, moved or transferred at any time for any reason at Exeter’s sole discretion without notice and without liability to you or any third party.

2.2 Exeter provides the Service and content strictly on an “as is” basis and use of the Service and/or content is at your own risk. Exeter hereby expressly disclaims all warranties or conditions of any kind to the extent permitted by law, including without limitation any merchantability or fitness for a particular purpose. To the extent permitted by law, Exeter accepts no liability for loss suffered or incurred by the user or any third party as a result of their reliance on the Service and/or content.

2.3 To the extent permitted by law, in no circumstances will Exeter be liable to you or you liable to Exeter for any loss resulting from a cause over which Exeter or you do not have direct control, including but not limited to failure of electronic or mechanical equipment or communication lines, telephone or other interconnect problems.

2.4  In no event shall Exeter be liable to you or to any third party for any special, incidental, consequential, punitive or exemplary damages, including without limitation any damages for loss of profits arising (whether in contract, tort or otherwise) out of or in connection with the Service and/or Content. In addition, in no event will Exeter’s cumulative liability to you for direct damages of any kind or nature exceed £50.00.

2.5 You agree to defend, indemnify and hold harmless Exeter from all damages, liabilities, claims and expenses, including without limitation reasonable legal fees and costs, arising from any breach of this Agreement by you, or from your use of the Service and/or Content.

2.6 You acknowledge that the Content and/or Service may not be free of bugs or errors and you agree that the existence of any of these shall not constitute a breach of this Agreement. You agree to notify Exeter as soon as reasonably practicable of any error that you discover in the Content and/or Service.
When notifying an error you will (so far as you are able) provide Exeter with a documented example of such error.

3. Privacy

3.1 You acknowledge and agree that Exeter, in its sole discretion, may track, record, observe or follow any and all of your interactions within the Service. Exeter may share general, demographic or aggregated information with third parties about Exeter’s user base and Service usage, but that information will not be included or be linked to any personal information without consent. Exeter agrees that when exercising these rights, it shall abide by the Data Protection Act, 1998 at all times.

4. Termination

4.1 Exeter may terminate this Agreement immediately by written notice to you if you commit a material or persistent breach of this Agreement which you fail to remedy (if remediable) within 14 days after the service on you of written notice requiring you to do so.

4.2 Upon termination for any reason:

(a) all rights granted to you under this Agreement shall cease;
(b) you must cease all activities authorised by this Agreement;
(c) you must immediately delete or remove the Content and all copies of the Content from all computer equipment in your possession and certify in writing to Exeter that you have done so.

5. Governing Law and Dispute Resolution

5.1 This Agreement and the relationship between you and Exeter shall be governed by and construed in accordance with English law. You and Exeter agree that any dispute arising out of or in connection with this Agreement will be subject to and within the jurisdiction of the English courts.

5.2 You and Exeter agree to use best efforts to resolve disputes in an informal manner. If any dispute arises in connection with this Agreement which cannot be resolved in this way, you and Exeter will next attempt to settle it by mediation in accordance with the Centre for Effective Dispute Resolution (CEDR) Model Mediation Procedure. Unless otherwise agreed between you and Exeter, the mediator will be nominated by CEDR.

6. General Provisions

6.1 This Agreement constitute the entire understanding and agreement between you and Exeter with respect of the subject matter hereof.

6.2 The invalidity or unenforceability of any provision of this Agreement shall not affect the continuation in force of the remainder of this Agreement.

6.3 No failure or delay by a party to exercise any right or remedy provided under this Agreement or by law shall constitute a waiver of that or any other right or remedy, nor shall it preclude or restrict the further exercise of that or any other right or remedy. No single or partial exercise of such right or remedy shall preclude or restrict the further exercise of that or any other right or remedy.

6.4 Neither you or Exeter shall assign, transfer, mortgage, charge, subcontract or deal in any other manner with any or all of its rights and obligations under this Agreement without the prior written consent of the other party (such consent not to be unreasonably withheld or delayed).

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