Proactis ESPD Terms & Conditions
Throughout these Terms and Conditions, 'Proactis ESPD’ and 'we/us/our' means Proactis Associates
Limited and "you/your" means the customer. These Terms and Conditions cover the entire agreement (or
'contract') between you and us.
Starting your subscription
From the date on which we receive your correctly completed subscription/sign up request:
- We will provide the service, as described below.
- We will notify you of any changes to the service or these Terms and Conditions.
- You agree to be liable for and to pay any charges arising out of using our service, as described below.
- In subscribing to the service you are confirming that you are in business and/or have the authority to represent a public sector body.
Proactis ESPD allows buyers (Contracting Authorities) to create ESPD (European Single Procurement Document) requests and suppliers (Economic Operators) to create ESPD responses.
Using the service
We provide our service to you solely for your own use. You are not entitled to assign the benefit of this contract, or pass on any information supplied, to a third party without our prior written consent.
All copyright in any information provided through our service remains vested in the owners of the material.
Nothing in these Terms and Conditions grants you any interest in such intellectual property rights, except to
the extent necessary to receive the benefit of the services.
Charges for using the service
Usage of the service will be free of charge. In the event this changes, we will notify you in advance and any
charges will only take effect following the next renewal date. If you do not wish to continue using the service
beyond this point, you may terminate it by providing notice as set out below.
If anything changes
We'll publish any new Terms & Conditions on our website and also share a copy of the most up-to-date version
with you at the point of renewal.
Renewing your contract
Subject to the other rights of termination (see 'Cancelling your contract' below), your contract will continue on
an annual basis unless you (or we) terminate it by giving notice in writing up to 30 days of the renewal date.
Should you choose to terminate, notice must be provided to us the following email address email@example.com. If
you don’t request termination within that period, you will be deemed to have accepted renewal, and your
option to use the service will continue for a further 12 months.
Cancelling your contract
We may terminate this agreement (or suspend your access to the services) at any time and without penalty, in
the event you breach any of the 'Conditions of use' set out below.
Subject to the above, either you or we may terminate this agreement without penalty where:
- the other party commits a material breach which is not capable of being remedied;
- the other party commits a material breach which is capable of being remedied but fails to do so within 7 days of the same being requested by the other party; or
- we are required to do so in order to comply with law or regulation.
Conditions of use
You agree that you will (and will ensure that any individual accessing the services on your behalf will):
- comply with applicable laws and regulations
- not upload, or provide to us for upload, any material containing harmful software code, viruses or similar.
- adhere to security requirements - passwords must be a minimum of 8 characters and contain at least one letter and one number
We both agree to keep confidential information provided by the other party confidential and only use it as far
as necessary for the purpose of providing or receiving the services (as appropriate). Confidential information
means any information provided by you or us to the other party, which is notified in writing as being
confidential in nature.
The above restriction will not apply to any confidential information which:
- was already in the public domain at the date of receipt;
- becomes publically available following receipt, other than by breach of these Terms and Conditions;
- is independently developed, without reliance on information provided by the other party; or
- is required to be disclosed by law or a regulatory authority.
The description of the services provided in this contract is accurate to our best knowledge and belief. We do
not provide any warranty or make any representation (express or implied) in relation to the services, including
in particular regarding their suitability for any use or application, except to the extent any warranties or
conditions are not permitted to be excluded by law.
We will try to make the services available for your use as far as possible, although we cannot guarantee that
they will be available at all times or that your usage will be uninterrupted. We will also endeavour to keep the
services accurate, up-to-date and free from bugs, however we cannot promise that this will be the case.
Any reliance that you place on the information provided via the services is at your own risk. You are
responsible for ensuring that your IT systems, devices and software are compatible with the services and we
do not provide any guarantees in relation to such compatibility.
Hyperlinks and third party sites
The services may contain links or references to third party websites. These are provided for your convenience
only. We have no control over these websites and accept no responsibility for any content, material or
information contained in them.
We do not accept liability for any direct or indirect damages resulting from your receipt of or use of the
services, except to the extent such liability cannot be excluded by law.
Neither you or we shall be liable to the other for any breach of this contract due (directly or indirectly) to:
- The failure of any machine, data processing system or transmission link.
- Industrial dispute.
- Anything beyond our (or your) reasonable control.
- The acts or omission of any party for whom we (or you) are not responsible.
This agreement is governed by and construed in accordance with Scottish Law. You hereby agree to submit to
the exclusive jurisdiction of the Scottish Courts.