Terms Of Service
What some words mean:
So that we can be completely clear, here are some words we use which have specific meanings:
“Tenant” means a business – sole trader or company, which has a Odyssiant account (generally this will be your business, or if you are an agency, the business which you are advising);
“Odyssiant account” means a current subscription to The Service;
“The Service” means our Odyssiant software which is accessed and used via our password protected websites;
“us” “we” and “our” refers to Odyssiant Limited, a company registered in England with registered number 9214585 and having its registered office at Park Bridge Farm, Isington, Alton, Hants, GU34 4PL;
“you” means you, the person who accesses and uses this website and/or The Service; and
“your Data” means any data entered or uploaded by you while using The Service.
Creating and accessing a Odyssiant account
How to apply: In order to access and use The Service, an Odyssiant account must first be created. You can apply for an Odyssiant account to be created by contacting us.
Formation of a contract: If we accept an application for the creation of an Odyssiant account, we will confirm this by email and at that point a legally binding contract will be created between the Tenant and us. If you apply for an Odyssiant account to be created, you must therefore ensure that you are authorised to enter into this contract for and on behalf of the Tenant. The contract will be concluded in the English language and the provisions of these Terms of Service shall govern our agreement with the Tenant and you.
Errors in information you gave us: If you made any mistakes in the details you gave to us when applying for an Odyssiant account, these errors can be corrected by accessing The Service and using the “edit” function on the “Company Details” or People” pages.
Refusal to create an account: We reserve the right, at our discretion, not to accept an application to create an Odyssiant account. This may be due to technical constraints, because you or your business has been banned by us from using The Service or for any other reason. No charge will be made by us for declined applications.
How to access the account: You will not be able to access and use The Service without a username and password for an Odyssiant account. There are two ways you can obtain these:
Once an Odyssiant account has been created, we will issue the initial user (whose details were provided to us when the account was applied for) with a username and password.
Additional users can obtain their own usernames and passwords if the initial user accesses The Service and uses the “New User” function on the “Admin” page. (Some subscription packages may have limitations on the number of additional users which can be added.)
Your rights: If the business you represent (or which you are advising) is a Tenant and you are authorised by it to use The Service, we grant you a non-transferable, non-exclusive licence to use The Service in accordance with these Terms of Service.
Conditions: The above licence is strictly subject to compliance with these Terms of Service by you (and by the Tenant whose Odyssiant account you are accessing and by all other users of that Odyssiant account.)
– only access a Tenant’s Odyssiant account by using a password and username which that Tenant authorises you to use; and
– only use The Service on behalf of the Tenant whose Odyssiant account you are accessing and solely for marketing management purposes relating to that Tenant’s own business which are legal.
You must not:
– do anything which could reasonably be expected to damage, disable, overburden, or materially impair The Service or our website generally or which is likely to interfere with any other party’s use or enjoyment of The Service;
– question or dispute our ownership of the intellectual property rights in The Service;
Security: The Tenant is ultimately responsible for administering and safeguarding any passwords created to control access to its Odyssiant account: please keep any password issued to you secure.
Paying for The Service
Subscription fee amount: A subscription fee for use of The Service is payable monthly in advance by the Tenant (annual payments will secure a discount).
Non-payment: We shall be under no obligation to provide The Service if the subscription fee (plus VAT) is not paid to us on time. The Tenant must ensure that we have complete and accurate billing and contact information throughout the subscription period, including the full name of the Tenat, its business address, and a billing contact email address. If subscription fees become overdue, because for example the Tenant’s credit card has expired, we reserve the right to suspend your access to The Service until the balance is paid and we may close the Tenant’s Odyssiant account permanently.
Fees for multiple accounts: If you would like to use The Service to manage more than one business, you will need to sign up for multiple accounts and pay the subscription fee charged by us for each additional Odyssiant account.
Our VAT number is: GB198 525 853
Authorised Resellers : If you have purchased access to the Service from one of our authorised resellers then, unless otherwise notified to you by us or our reseller:
– your subscription fee will be based on the reseller’s subscription rates as varied from time to time; and
– shall be payable directly to the reseller.
These Terms of Service apply, subject to such changes as are necessary to reflect the above, to all access of The Service via a reseller and we reserve the right to take the actions specified under “Non-payment” above in the event of non-payment to a reseller.
You may also be required to accept terms and conditions by the reseller in order to purchase the Service from them, in which case:
– your subscription fee will be based on the reseller’s subscription rates as varied from time to time;
– you must adhere fully to the reseller’s terms and conditions relating to your use of the Service in addition to these Terms of Service; and
– breach by you of the reseller’s terms shall be deemed a breach of these Terms of Service,
Who owns what
Rights in your data: The Tenant has sole responsibility for the accuracy and reliability of your Data. The Tenant retains ownership of any copyright, trademarks, database rights and any other intellectual property rights it has in your Data (such as rights in its logo, for example.) Intellectual property rights in your Data will not be transferred to us. We reserve the right to disclose your Data to law enforcement officials in the investigation of fraud or other alleged unlawful activities but otherwise we will only use your Data to provide The Service.
Rights in our software and our website: All copyright, database rights, trade marks and other intellectual property rights in The Service (including any such rights in our website) are either owned by or licensed to us and nothing in these Terms of Service shall transfer any ownership rights to you or to the Tenant.
Closing a Odyssiant account
Cancellation by you: You can close the Tenant’s Odyssiant account at any time by accessing The Service and using the “cancel my account” option on the “Billing” page. No further subscription fees will be billed and no refund will be made of any subscription fees already billed and paid.
Suspension and closure by us: If you (or any other user of the Tenant’s Odyssiant account) fails to abide by these Terms of Service, or if payment of the subscription fees is not paid on time, we reserve the right to suspend your access to The Service or permanently cancel the Tenant’s Odyssiant account. If we withdraw access to The Service because these Terms of Service have been breached, no refund will be payable by us. We also reserve the right to close any Odyssiant account for any reason, by giving one months notice.
IMPORTANT: This section restricts the extent to which we are liable for any losses which may be suffered in connection with your use of The Service. It also requires the Tenant to compensate us for any loss we suffer as a result of your failure to comply with these Terms of Service.
No guarantees: We make no guarantee that The Service will be suitable for your intended use, neither do we guarantee that it will be error-free, timely, reliable, entirely secure, virus-free or available, especially since we are dependent on the reliability of the Internet and your use of your own computer to access The Service. We will try to keep disruptions to a minimum but we may suspend The Service from time to time to carry out maintenance and support work and to investigate unauthorised use.
Exclusion of our liability: You use The Service entirely at your own risk. We do not restrict our liability (if any) for personal injury or death resulting from our negligence, for fraud committed by us or for any matter which it would be illegal to limit or to attempt to restrict. We exclude all other liability and responsibility for any amount or kind of loss or damage arising in connection with The Service (even if we have been advised of their possibility.)
Limitation of our liability: Where we are not legally entitled to exclude our liability, our total liability for any loss or damage relating to The Service (or to our website generally) shall not exceed an amount equal to the subscription fees which the Tenant has paid to us in the previous month.
Liability to us: If you access The Service using a password created to control access to the Tenant’s Odyssiant account, then the Tenant shall be held liable for any reasonable costs and expenses incurred by us as a result of breach of these Terms of Service by you. Otherwise, you shall be personally be held liable for any reasonable costs and expenses incurred by us as a result of breach of these Terms of Service by you.
General legal matters
Third party features: In order to use certain optional features of Odyssiant which relies on external data sources or embedded third party services you will be require to accept the terms and conditions of the relevant third party provider. These will be notified to you within The Service at the point of first use of the relevant feature and thereafter where those terms are subsequently updated from time to time.
By agreeing to these terms and conditions you agree, if you use the relevant features, to be bound by the terms and conditions listed above (and as subsequently amended from time to time) and any other third party terms subsequently accepted by you while using The Service (“third party terms”). Any breach by you of the third party terms shall, without limiting any other remedy available to the third party provider, be deemed to be a breach of these Terms of Service.
Changes to this contract: We reserve the right to change these Terms of Service from time to time and therefore we may impose new or different terms and conditions on your use of The Service. These additional terms will be posted here on our website and will be effective from the Tenant’s next monthly subscription. Therefore you should regularly review this page to check for changes to these Terms of Service. Your continued use of The Service will be deemed to constitute acceptance by the Tenant of all of the new terms. These Terms of Service may not otherwise be changed without our written consent.
Transfer of rights & obligations: We shall be entitled to transfer our rights and/or obligations under these Terms of Service to another party. Neither you nor the Tenant may transfer any of your rights or obligations under these Terms of Service without our written consent.
Waiver and severability: If either you or we ignore any breach of these Terms of Service, it doesn’t mean that any further breach cannot be enforced. Similarly, if any part of these Terms turn out to be invalid or unenforceable for some reason, then it will be replaced with a provision which, as far as possible, achieves the same purpose as the original, and the remainder of the agreement will still be binding.
Resolving disputes: These Terms of Service shall be governed by and interpreted in accordance with English law. If any party wants to take court proceedings in relation to The Service, it must do so in England. You are responsible for compliance with any applicable laws of the country from which you use or otherwise access The Service.