Subject to the terms of any other applicable written agreement you (“you”) have with Electraform Ltd, Electraform Ltd's sale of software are governed by these terms and conditions of sale (“Terms”). These Terms include the Basic Order Terms (defined below) specified on an order accepted by us.“Electraform Ltd”, “we” or “us” means Electraform Ltd. Every order you place with us is conditioned upon and confirms your acceptance of these Terms. Any contrary terms or conditions appearing on your orders or associated purchase documentation will be of no effect. No waiver, modification, or addition to these Terms, or any assignment of your rights or obligations under them is valid or binding on us unless in writing and signed by our authorised representative. These Terms and the other applicable agreements you enter into with Electraform Ltd constitute the entire agreement between you and Electraform Ltd for your purchase and use of software. Each accepted order will be interpreted as a single set of Terms, independent of other orders.
"Software" means any software, library, utility, tool, or other computer or program code, in object (binary) or source-code form, as well as the related documentation, provided by Electraform Ltd to you. Software includes software locally installed on your systems and software accessed by you through the Internet or other remote means (such as websites, portals, software-as-a-service (“SaaS”) and "cloud-based" solutions). "Services" means any services provided by Electraform Ltd as described in one or more Service Agreements. "Service Agreements" are service contracts such as for support & maintenance or professional services, "Statements of Work," and any other such mutually agreed upon documents. These Terms do not apply to Service Agreements which have their own terms and conditions.
Your acceptance of ordered Software is deemed to occur when your purchase is succesful and credits have been applied to your account. Your acceptance of ordered software is deemed to occur when the software is made available for your access or use, whichever date is earlier. You are responsible for giving prompt written notice if your access to the purchase is impaired or unavailable. You must notify us within 14 days of receipt of incorrect softwares. If you retain the software without giving notice within the designated notice period, you will be deemed to have waived your right to reject the Software.
Warranty Repair Procedure: If any software fails during the warranty period for reasons covered by our limited warranty and you notify us of such failure during the warranty period, we will at our option repair a nonconforming software with new, equivalent to new, or reconditioned parts or software or, if either of the foregoing is commercially impractical in Electraform Ltd’s determination, refund the software purchase price you paid (excluding separate costs of installation, if any) upon your return of the software in accordance with our software return procedures as referenced in Section 5 above. Any repaired or replaced software will be warranted for a period of 30 days or the remainder of the original warranty period, whichever is longer. 8.2 Determination of Warranty Applicability: We reserve the right to refuse warranty services if the software date of purchase cannot be proven, if a claim is made outside the warranty period or if a claim is excluded under Section 7.2 above. Following our examination of your claim, we will notify you of warranty status and the repair cost of any out-of-warranty software. At such time you must issue a valid purchase order to cover cost of the non-warranted software repair.
Our entire liability for any and all claims arising out of or in connection with these terms is limited to the amounts you actually paid to us under the terms. Further, neither we nor our suppliers are liable for any incidental, consequential, punitive damages or other damages, or loss of profits, loss of revenue, loss of data, loss of use of the software or any associated equipment, costs of cover, downtime and user time or for breach of any express or implied warranty or conditions, breach of contract, negligence, strict liability or any other legal theory related to the software. Except to the extent prohibited by applicable law, any implied warranty of satisfactory quality or fitness for a particular purpose applying to the software is limited in duration to the duration of the warranty specified in section 7, above. You and we agree that these limitations of liability are agreed allocations of risk constituting in part the consideration for Electraform Ltd’s sale of software to you, and such limitations will apply notwithstanding the failure of essential purpose of any limited remedy.
You agree that Electraform Ltd owns all right, title and interest to all intellectual property and other proprietary rights to documents and materials, calculations, drawings, models, plans, sets of tools, technology, software, designs, engineering details, schematics and similar data relating to or incorporated in the software and any accompanying documentation or information derived from the foregoing. You shall take reasonable precautions to prevent unauthorised access and use of the software and documentation by third parties. To the extent permitted by relevant law, you shall not, nor allow any third party to copy, decompile, disassemble or otherwise reverse engineer the software, or attempt to do so. You are prohibited from, and shall prevent any third party from, removing, covering or altering any of our patent, copyright or trademark notices placed upon, embedded in our website or displayed by the software or their packaging and related materials. We reserve all rights in the software not specifically granted to you under these Terms.
We reserve the right by written notice of default to cancel or indefinitely suspend an accepted order and to refuse additional orders if:
Neither party will be liable for non-performance (except for payment obligations) due to causes beyond its reasonable control, provided that such party promptly notifies the other in writing of such occurrence and makes its best efforts to promptly eliminate the effect thereof.
Our Privacy Statement is published here and incorporated herein by this reference.
Any notice or other communication given by either party to the other regarding these Terms will be deemed given and served when personally delivered, delivered by reputable international courier requiring signature for receipt, or five (5) business days after mailing (postage prepaid), addressed to the party at its notice address. Either party may change its notice address by written notice to the other. Your notice address will be the address appearing on the accepted purchase order. Our notice address is: Electraform Limited, 32 Meadow View, Jordanstown, Newtownabbey, Co.Antrim, BT37 0US.
The official language of these Terms is English. If there is a conflict between versions of these Terms in any other language, the English language version controls.
We can carry out minor adjustments with a users instruction on Completed certificates and reports. Minor adjustments CAN NOT affect the original outcome of the certificate or report. These could be:
Items we will NOT adjust change or re-open are the following (the list is not exhaustive):
* Within reason means within a day or two of the certificate/report being issued, date changes to significantly backdate certificates are considered not within reason
Support requests are carried out on a first come first served basis and will be dealt with usually immediately or within 2 hours at busy periods.
Support requests that arrive outside of normal office hours* will be dealt with as soon as possible and within reason.
* Normal office hours are Mon-Fri 9am to 5pm
NOTE: Pre-fixing your support request with URGENT or ASAP will not escalate it any closer to the top of the support desk.
We may terminate or suspend access to your account immediately, without prior notice or liability, for any reason whatsoever, including, without limitation, if you breach the Terms and Conditions as described above.
We may terminate or suspend access to your account immediately, without prior notice or liability, should we believe that plagiarism of the software in any form or copyright infringements are taking place.