Terms of use

• General
• User Obligations
• Intellectual property
• Disclaimer
• Liability
• Amendments
• Breach and termination
• Invalidity and inconsistency
• Governing law
• Entire agreement and relationship

General

These terms of use govern the relationship between you and us under which we will provide you with access to and use of our website located at www.opal-solutions.com (the "Site"), and the information and services we offer, from time to time via that site. By accessing or otherwise using the site, you agree to be bound by these terms of use and acknowledge that we provide the site to you on these terms. Our Privacy Statement forms part of these terms of use. You must read and accept (or reject) the terms of use as a condition of you using or relying on any part of this site or goods or services provided via the site. If you do not accept these terms and the Privacy Statement then you must not use the site. You acknowledge that continued use of the site will be deemed to be an acceptance by you of these terms. We may change these terms of use at any time. Amendments will take effect when posted on our site. Unless otherwise stated, the Site is provided to you by the Opal Solutions Division (company number 02303859) whose registered office is at Standford House, Garrett Field, Birchwood, Warrington WA3 7BH. References to Opal in these terms of use are to "we", "our" and "us".

User Obligations

If you upload or otherwise provide any information or content ('Content') in the course of accessing or using the Site, you agree that such Content will be available to us to use in any manner we think fit, subject to applicable laws. You agree that your use or access of the Site (including any uploading or providing of Content) will not (either directly or indirectly) be conduct which:

• is defamatory, fraudulent, unlawful, threatening, intimidating, harassing, harmful, hateful, abusive, tortious, vulgar, obscene, invasive of another's privacy, sexist, racist, violent, degrading; or
• infringes the intellectual or other proprietary interests of third parties, or otherwise damages our reputation or goodwill; or
• impersonates another person or entity, falsely states or otherwise misrepresents your affiliation with a person or entity, attempts to solicit personal information from another user, contains sexually explicit language or images, advertises or promotes the sale of products or services such as firearms, tobacco or alcohol, adult products and services and any other products or services we consider to be inappropriate; or
• contains spam, links, pop-ups, chain letters, pyramid and other such selling and marketing schemes, computer viruses, Trojan horses, computer code, files or programs or other harmful components that interrupt, destroy, corrupt, change or limit the functionality of the Site or any data, computer software, hardware or electronic equipment, or contains information which in any way impinges on another user's use or enjoyment of the Site, or otherwise breaches or encourages other users to breach these terms of use; or
• violates any law, statute or regulation, or is contrary to any relevant standards or codes; or
• forges information to disguise the origin of any Content; or
• encourages or incites any other person to engage in any of the above behaviour.

You agree to grant us a non-exclusive, worldwide, perpetual, irrevocable, royalty-free, sub-licensable right to exercise the intellectual property you have in any Content, in all media now known or not currently known.

Intellectual property

We own, or are otherwise licensed to use, all intellectual property in the Site (including the content, design, text, graphics, software and any other material appearing on the Site), unless indicated otherwise. Subject to these terms of use, we grant to you a non-exclusive and non-transferable licence to view, download and use information directly accessible through the Site for personal or non-commercial use. You agree that you will not, either directly or indirectly, infringe our intellectual property or other property rights (or any of our licensors' rights) in the Site (which may now or in the future subsist) and will not, either directly or indirectly, reproduce, modify, transmit (including broadcast), copy, adapt, sell, publish, frame, reverse engineer, decompile, distribute or communicate any part of the Site or any information contained therein or otherwise use them in a way which will infringe our intellectual property or other property rights (or any of our licensors' rights), except as permitted by law or with our prior written consent.

Disclaimer

Except as otherwise provided by law, the Site is provided "as is" and without any warranty or condition, express or implied. We do not warrant that the information contained in or accessible through the Site is accurate, reliable, and suitable for your purposes or without errors, omissions or viruses nor do we guarantee continuous, uninterrupted or secure access to the Site. You acknowledge that access and use of the Site (including the software operating in connection with the Site) may be interfered with by numerous factors outside of our control. We do not warrant the accuracy, completeness or reliability of any advice, opinion, statement, representation or other information displayed on or accessible through the Site. Except as provided by law, we make no representations or warranties in respect of the information and materials available on, or accessible through, the Site or the means of accessing that information and material (including the software operating in connection with the Site). We make no warranty or representation, accept no responsibility for, nor do we endorse, any websites, advertisements, sponsorships or other information operated or controlled by entities other than us which are or may become linked or framed to, or from, the Site. You access those sites and use the products and services made available at those sites solely at your own risk. Prices appearing on the Site are not offers either from us or any applicable third parties. They are an invitation for you to make an offer. Please read the terms and conditions of the relevant product or service before entering into a transaction on the Site. We are not liable for any failure to perform our obligations if we are prevented from doing so by an event beyond our reasonable control (which may include, without limitation, strikes; labour disputes; acts of God; war; riot; civil action; malicious acts or damage; compliance with any law, governmental or regulatory order, rule, regulation or direction; virus or other harmful components; any act or omission of any government or other competent authority; accident; equipment or services failure, including the unavailability of third party telecommunications services, lines or other equipment; fire; flood or storm).

Liability

All warranties, conditions, undertakings, representations and terms whether expressed or implied, statutory or otherwise are hereby excluded to the fullest extent permitted by law. Save in respect of liability for death or personal injury arising out of negligence or for any fraud or fraudulent misrepresentation, Opal Business Solutions Ltd and all contributors to the Site hereby disclaim and exclude to the fullest extent permitted by law all liability for any loss or damage whatsoever and howsoever incurred including any direct, indirect, consequential, special or secondary loss or damage, damage to goodwill or property or with respect to loss of data, income or profits or any loss of anticipated savings incurred by you or any loss or damage arising from the consequences of viruses received by you via the Site, whether arising in tort (including negligence), contract or otherwise, and arising out of or in relation to your access to or use of or inability to use the Site and the information contained therein, or any software or content supplied to you in connection with the Site, or any goods or services we provide or make available to you via the Site (other than as may be expressly set out in any separate terms and conditions relating to such products or services), or in connection with any failure of performance, error, omission, interruption, defect, delay in operation or transmission, computer virus or line or system failure even if Opal Business Solutions Ltd or its employees or agents are advised of the possibility of such damages, losses or expenses. You indemnify us against any action, liability, claim, loss, damage, proceeding, expense (including legal costs) suffered or incurred by us, arising from, or which is directly or indirectly, related to:

• your breach or non-observance of any term of these terms of use;
• any breach or inaccuracy in any of your representations or warranties; or
• your use of the Site.

Amendments

We are entitled at our sole discretion to change, add or remove any part of these terms of use and to change, add or delete any features of the Site at any time by posting or uploading the amended terms of use on the Site or by notifying you by any other means of communication. Your continued use of the Site after this time constitutes an agreement by you to abide by and be bound by these conditions of use, as so amended.

Breach and termination

If, in our reasonable opinion, you breach any provision of these terms of use, or your use of the Site is unlawful, we may immediately issue a warning, temporarily suspend or permanently prevent your access to all or parts of the Site, regardless of whether other users still have access to the Site. In any event, we may terminate these terms of use (and your right to use the Site) at any time and for any reason without prior notice to you. We also reserve the right to withdraw the Site in our absolute discretion.

Invalidity and inconsistency

If any part of these terms are unenforceable (including any provision in which we exclude our liability to you) the enforceability of any other part of these terms will not be affected. In the event that anything in the Site conflicts with these terms of use, then these terms of use will prevail to the extent of such inconsistency.

Governing law

These terms shall be governed by and interpreted in accordance with English law and the courts of England and Wales shall have exclusive jurisdiction to resolve any disputes between us. We have designed the Site for use only within England and make no warranties or representations with regard to use by persons accessing, downloading or otherwise using the Site outside England. The Site is available only to people using the Site in England who can form legally binding contracts under applicable law.

Entire agreement and relationship

These terms set out the whole of our agreement relating to use of and access to the Site. No agency, partnership, joint venture, employee-employer or franchisor-franchisee relationship is intended or created between you and us by these terms of use.