Effective Date: 31st January 2019
(Small, immaterial changes were made to points 4 and 12. Contact us if you require details)
Please note that the subscription price offered is based on acceptance of our standard Terms & Conditions. If you require amendments to our standard Terms & Conditions, we reserve the right to increase the subscription price to cover our additional legal costs in reviewing your proposed amendments.
Your attention is particularly drawn to the provisions of clause 14 Limitation of Liability
This website www.carbon-pulse.com is owned and operated by Carbon Market Pulse Limited. Our company information is at the end of this document.
Please read these terms and conditions carefully. They cancel and replace any previous versions. By registering on or using our Service (as defined below) you agree to be bound by these terms and conditions which apply to the exclusion of any other terms that you seek to impose or incorporate, or which are implied by trade, custom, practice or course of dealing. Please print or save these terms for future use as we will not keep a file copy specifically for the transaction with you and we cannot guarantee that they will remain accessible on our website in future. These terms and conditions are available in the English language only.
Capitalised terms have the following meanings in these terms and conditions:
“Consumer” – an individual purchasing services wholly or mainly for personal use (not for use in that person’s trade, business, craft or profession).
“Content” – all information of whatever kind (including posts, comments, blogs, images, photos, audio and video), published, stored or sent on or in connection with our Service.
“Data Protection Legislation” – the Data Protection Act 1998 and the General Data Protection Regulation EU 2016/679 and any national implementing laws, regulations and secondary legislation, as amended or updated from time to time in the UK and any successor legislation.
“Service” – our website, the services we offer by means of our website and any related software and services.
“User” – persons or organisations using our Service (whether or not registered with us).
- Changes to the terms and conditions
We may change these terms and conditions by posting the revised version on our website at least 14 days before they become effective. Please check our website from time to time. You will be bound by the revised agreement if you continue to use our Service following the effective date shown. See clause 11 with regard to notice of price increases to our existing subscribers.
- Your order
Your order is an offer to contract with us.
You place your order by via verbal or written request. We will send you a confirmation email, which is our acceptance of your offer and the point at which a legally binding contract is formed.
- Use of our Service
We grant Users a limited personal non-exclusive, non-transferable right and licence to use our Service during the term of the agreement between us subject to these terms and conditions.
You are not eligible for, and must not use or register on, our Service if:
- you are a Consumer (as our Service is not intended for use by Consumers, with the exception of enrolled university students); or
- display of or access to any aspect of this Service is illegal under the laws (if applicable) of the country from which you are accessing the Service (e.g. because the country does not permit such a Service or display of or access to such material at all or because you are under the relevant age limit in that country).
Where you communicate with us on behalf of a company / organisation, you are holding yourself out as having authority to act on behalf of and bind that entity.
We reserve the right in our discretion to refuse any application for a free trial or subscription. You may only use any trial period for the purpose of a genuine assessment of the Service. You must not attempt to use the Service for more than one trial period. We are entitled to terminate any free trial at any time for any reason in our discretion.
You agree that you will not in connection with the Service:
- breach any applicable law, regulation or code of conduct;
- publish or send any Content (including links or references to other content), or otherwise behave in a manner, which:
- is defamatory, threatening, harassing, invasive of privacy, offensive, vulgar, racist, hateful, discriminatory, obscene, pornographic, sexually suggestive, promoting of self-harm, misleading, abusive or deceptive;
- infringes any intellectual property or other rights of others;
- involves phishing or scamming or similar; or
- we otherwise reasonably consider in our absolute discretion to be inappropriate;
- publish or send any Content which involves revealing any personal data as defined in the Data Protection Legislation (including sensitive personal data and special category personal data) of another person unless you have obtained that person’s explicit written consent;
- impersonate any person or entity for the purpose of misleading others;
- publish or send any Content which links to any third-party websites which are unlawful or contain inappropriate Content;
- sell access to the Service;
- use the Service to provide a similar service to third parties or otherwise with a view to competing with us;
- sell advertising, sponsorship or promotions on or in connection with Content except where explicitly authorised by us;
- use the Service for junk mail, spam, pyramid or similar or fraudulent schemes;
- do anything which may have the effect of disrupting the Service including worms, viruses, software bombs or mass mailings;
- do anything which may negatively affect other Users’ enjoyment of the Service;
- gain unauthorised access to any part of the Service or equipment used to provide the Service;
- use any automated means to interact with our systems excluding public search engines; or
- attempt, encourage or assist any of the above.
You must not do anything which damages, or might damage, our reputation.
You must comply with any guidelines or requirements on our website.
You must promptly comply with any reasonable request or instruction by us in connection with the Service.
We are entitled to impose and/or change limitations on usage of our Service, for example in relation to bandwidth.
You must ensure that any contact or other information which you supply to us is accurate and not misleading and you will update it so that it remains so.
We do not supply support except to the extent specifically stated on our website, as may be varied from time to time.
- Your Content
You are responsible for your Content.
You promise to us that you have (and will retain) all rights and permissions needed to enable use of your Content as contemplated by the Service and these terms and conditions.
If you use any features on our website which enable you to share your Content with third party websites, we are not responsible for use of your Content on those third-party websites.
We reserve the right without notice or refund to suspend, alter, remove or delete Content or to disclose to the relevant authorities or to a complainant any Content or behaviour if it is the subject of complaint or where we have reason to believe that it breaches our terms and conditions, or that such steps are necessary to protect us or others, or that a criminal act has been committed, or if we are required to do so by law or appropriate authority. If so, you must not attempt to re-publish or re-send the relevant Content.
We do not accept responsibility if your Content is misused by other Users as this is outside our reasonable control.
It is your responsibility to make your own backup of any Content stored within the Service to protect you in case of loss or damage to such material. We are not responsible for such loss or damage.
We reserve the right to place advertisements adjacent to or within your Content. We retain all revenue from such advertisements.
We reserve the right without notice to irretrievably delete your Content at any time.
- Content of other Users
We do not endorse or recommend any comments or other Content posted by other Users. You rely on such information at your own risk. We accept no legal responsibility for the accuracy of, or otherwise in relation to, any such Content.
- Guidance by us
Our Content is intended to be informative but we cannot guarantee that it is accurate or up to date and we do not accept legal responsibility for it. Before acting on such information, you must make your own appropriate and careful enquiries including as to its accuracy and suitability for your purposes. The information is not intended as investment or professional or other advice. You rely on such information at your own risk.
- Third party services / advertising / websites
We may use third party-provided services or display third party advertising within our Service and/or link to third party websites which may be of interest to you.
We do not recommend or endorse, nor are we legally responsible for, those websites or services. You use them at your own risk.
- Your account
Your account on our Service is for your personal use only and is non-transferable. You must not authorise or permit any other person to use your account. Accounts accessed from multiple IP addresses within a short period of time will be temporarily locked, or the user will be logged out of all sessions. Locked accounts are unlocked when the account owner clicks on the unlock URL emailed to them upon detection of multiple IP addresses. You must take reasonable care to protect and keep confidential your password and other account or identity information. You must notify us immediately of any apparent breach of security such as loss, theft, misuse or unauthorised disclosure or use of a password. While third parties are strictly prohibited from accessing your account or identity, you are responsible for their activities should they gain access (unless and to the extent that we are at fault).
While certain features and parts of our Service are available to Users free of charge, full use of our Service is available only to Users who subscribe. Subscriptions can be acquired at the prices, for the periods and by the payment methods specified on our Service. All prices are quoted exclusive of VAT. Payment is in advance.
You are legally committed to pay your subscription payment once we confirm your order.
Subscriptions are not auto-renewed when they expire. Subscriptions can be renewed by request at the applicable subscription price at the time.
We may at any time change our subscription prices, but this will not affect existing subscriptions. The new rate takes effect if you apply for a new or renewed subscription.
You must contact us immediately with full details if you dispute any payment.
If any amount due to us is unpaid (including unjustifiable chargeback), without prejudice to any other remedy that may be available to us, we may charge you: (1) a reasonable additional administration fee; (2) the amount of any third-party charges imposed on us; and/or (3) interest (both before and after judgment) on the amount unpaid at the rate for the time being that would be applicable if the debt were a qualifying debt under the Late Payment of Commercial Debts (Interest) Act 1998.
You must pay all amounts due to the Service in full without any set-off, counterclaim, deduction or withholding (other than any deduction or withholding of tax as required by law).
- Suspension / cancellation
You may at any time cancel this agreement (including your subscription) via written request or by deleting your Carbon Pulse account via our website. Cancellation under this clause does not give rise to any refund.
We are entitled at any time to cancel this agreement by email notice without cause. If so, we will refund in full any fees already paid which relate to the period after cancellation.
We are entitled at any time to cancel this agreement by email notice if we terminate our Service as a whole. If so, we will refund in full any fees already paid which relate to the period after cancellation unless termination of our Service is due to our insolvency.
We are entitled at any time to cancel this agreement (with or without notice) or suspend part or all of our Service if we have reason to believe that you have breached our terms and conditions or if any fees due to us are unpaid / unjustifiably charged back or if it is necessary to protect us or others or if we are required to do so by law or appropriate authority. There will be no refund of your subscription.
Following cancellation of this agreement: Your right to use our Service is terminated. Accrued rights and liabilities are unaffected. All clauses in this agreement which are stated or intended to continue after cancellation will continue to apply. You must not attempt to re-register for or continue to use our Service if we have given you notice of cancellation.
- Functioning of our Service
We do not guarantee that the Service will be uninterrupted or error-free and are not responsible for any losses arising from such interruptions or errors provided we take reasonable steps to fix any faults which are within our reasonable control.
We are entitled, without notice and without liability, to suspend the Service for repair, maintenance, improvement or other technical reason.
We are entitled, without notice and without liability, to make changes to the Service provided these do not have a material adverse effect.
- Limitation of Liability
In no event will we be liable to you, whether in contract, tort (including negligence), for breach of statutory duty, or otherwise arising under or in connection with the Services for any:
- loss of profits;
- loss of revenues;
- loss of sales or business;
- loss of agreements or contracts;
- loss of anticipated savings;
- loss of or damage to goodwill or damage to reputation;
- damage to or loss of software, data or information (even if we have been advised of the possibility of such losses); and
- any indirect or consequential loss.
If you are a subscriber, our total liability to you arising under or in connection with the provision of the Service, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, for any one event or series of related events is limited to the total aggregate fees paid by you to us in connection with the Service.
You must give us a reasonable opportunity to remedy any matter for which we are potentially liable before you incur any costs remedying the matter yourself.
Nothing in this agreement in any way limits or excludes our liability for death or personal injury caused by our negligence, or the negligence of our employees, agents or subcontractors or for fraud or fraudulent misrepresentation or for breach of the terms implied by Section 3 of the Sale of Goods and Supply of Services Act 1982 (title and quiet possession) or for anything which may not legally be excluded or limited. In this section, any reference to us includes our employees and agents.
You will indemnify us against all claims and liabilities directly or indirectly related to your use of the Service and/or breach of this agreement.
To the extent allowed by law, you and we exclude all terms, whether imposed by statute or by law or otherwise, that are not expressly stated in this agreement.
- Intellectual property rights
All Content and software on or in connection with the Service are our intellectual property or that of other Users. For the purposes of your personal use only, you may view such material on your screen and print a single copy. You may not otherwise use, sublicense, retrieve, display, modify, copy, print, sell, distribute, download, hire, reverse engineer (unless permitted by applicable law) or create extracts of, or derivative works from, such material without our specific prior written consent.
Just to be clear – you must not collect, scrape, harvest, frame or deep-link to any Content on our Service without our specific prior written consent.
You must not circumvent or otherwise interfere with any security related features of the Service or features that limit or prevent copying of Content or which restrict use of Content.
If you publish any Content on our Service, you grant us a worldwide, perpetual, non-exclusive, transferable (with right to sub-license), royalty-free licence to use, copy, alter, display, and create extracts of, or derivative works from, that Content in any media formats, on our own Service, on our other channels including mobile, email communications, social media, PR, and press releases and also on third party media, including for the purpose of redistribution or promotion of our Service. You waive your moral rights in relation to such Content to the extent legally permitted. You also grant each User a limited, personal, non-exclusive, non-transferable licence to use your Content in accordance with these terms and conditions.
We will use any personal information you provide to us to:
- provide the Service;
- process your payment for the Service; and
- inform you about similar services that we provide, but you may stop receiving these at any time by contacting us.
Further details of how we will process your personal data are set out in our privacy and cookies policy.
- Events outside our control
We are not liable for failure to perform or delay in performing any obligation under this agreement if the failure or delay is caused by any circumstances beyond our reasonable control including but not limited to third party telecommunication failures.
We may assign or transfer all or part of our rights or duties under this agreement provided we take reasonable steps to ensure that your rights under this agreement are not prejudiced. As this agreement is personal to you, you may not transfer any of your rights or duties under it without our prior written consent.
We each undertake that we will not at any time during the term of the agreement and for a period of 5 years after termination of the agreement, disclose to any person any confidential information concerning one another’s business, affairs, customers, clients or suppliers, except as permitted in this clause 19.
We may each disclose the other’s confidential information:
- to such of our respective employees, officers, representatives, subcontractors or advisers who need to know such information for the purposes of carrying out our respective obligations under the agreement. We will each ensure that such employees, officers, representatives, subcontractors or advisers comply with this clause 19; and
- as may be required by law, a court of competent jurisdiction or any governmental or regulatory authority.
Each of us may only use the other’s confidential information for the purpose of fulfilling our respective obligations under the agreement.
- English law
These terms and conditions shall be governed by English law and any disputes will be decided only by the English courts.
- Notices. We may send all notices under this agreement by email to the most recent email address you have supplied to us (unless otherwise stated in this agreement).
- Headings. Headings used in this agreement are for information and not binding.
- Waiver. Any failure by either party to exercise or enforce any right or provision of this agreement does not mean this is a “waiver” (i.e. that it cannot be enforced later). If any part of this agreement is ineffective or unenforceable for any reason, then it will be replaced with a provision which as far as possible achieves the same thing and the rest of the agreement shall continue to apply.
- Third Party Rights. A person who is not a party to this agreement shall have no rights to enforce this agreement except insofar as expressly stated otherwise.
- Independent Contractors. The parties are independent contractors and, except as otherwise specifically stated above, nothing in this agreement constitutes any party as agent, employee or representative of the other.
- Entire Agreement. This agreement constitutes the entire agreement between us with respect to its subject matter and supercedes any previous communications or agreements between us. We both acknowledge that there have been no misrepresentations and that neither of us has relied on any pre-contractual statements. Liability for misrepresentation (excluding fraudulent misrepresentation) relating to the terms of this agreement is excluded.
- Severance. Each paragraph of these terms operates separately. If any court or relevant authority decides that any of them is unlawful or unenforceable, the remaining paragraphs will remain in full force and effect.
If you have any complaints, please contact us via the contact details shown below.
- Company information
Company name: Carbon Market Pulse Limited
Country of incorporation: England and Wales.
Registered number: 9194907
Registered office and trading address: 70 Royal Hill, London SE10 8RF
Other contact information: email@example.com
VAT number: 209 198 004
Version – 31st January 2019