Terms of Business
The Terms of Business are intended to make clear our relationship with VOiCE users, in as straightforward a manner as possible. This benefits us both by setting out where we stand at the beginning of our relationship and should avoid any misunderstandings or uncertainty in the future. If you have any doubts or concerns about any of the Terms of Business please ask and we will be happy to explain or help.
These Terms of Business are issued by Scottish Community Development Centre (SCDC). They constitute the entire agreement between SCDC and you, the User.
This contract constitutes the agreement between Scottish Community Development Centre (SCDC) and the LEAP User for the licensed use VOiCE system at www.voicescotland.org.uk for the period designated.
1. Introduction:
The term ‘User’ refers to the organisation/ individual who is the main contact for this contract.
This agreement will be in accordance with the following terms and conditions unless and until an alternative is specifically agreed between the parties.
2. Commencement date and duration of the agreement:
This agreement will commence on an agreed start date and will run in perpetuity until either the User or SCDC cancels the contract. Note: Users are required to give 3 weeks notice in advance of terminating the contract.
SCDC will invoice the User annually based on the start date for the contract.
3. Invoices and Payment:
On commencement of the agreement SCDC will issue an invoice for the agreed fee with payment being due within 1 calendar month. Annual payments will be taken in advance of use of the system.
4. Duties:
SCDC will provide access to the VOiCE system for an agreed number of users for organisation accounts. SCDC will provide training. Training is available for an additional fee. SCDC will ensure that the system is properly maintained and moderated, and that all technical problems are speedily resolved.
The VOiCE User will take responsibility for the information they enter on the system and recognise that SCDC has the right to moderate the system with regard to offensive language and content.
5. Costs
All our rates are subject to review from time to time. Annual contracts will be reviewed on a regular basis. The User will be notified of any changes in rates at least 4 weeks prior to any change. Changes will apply to all annual subscriptions and will not exceed 2.5%. Rates may be held for a specific User at the SCDC Director’s discretion.
If payments are not kept up to date we may suspend some or all of your access to VOiCE until such payments have been made and your account is up to date.
6. Confidentiality
6.1 Information on VOiCE will be kept confidential and will not be disclosed to third parties unless authorised by you (User) or required by law.
6.2 Information passed to you by us regarding our business or methods should remain confidential and not disclosed to third parties unless authorised by SCDC’s Director.
7. Copyright and Third Parties
7.1 Any support material we produce is copyright reserved to SCDC for your use only and may not be copied or used by any third party without our express written consent. VOiCE www.voicescotland.org.uk is the property of Scottish Government.and is licensed only for use by the User.
7.2 A licence to use materials will be granted to the User in perpetuity until such time that any of the parties (SCDC/User) wish to cancel the contract.
8. Content
You are responsible for the content entered into the VOiCE and that it complies with all relevant legislation and codes of practice. If we receive complaints about any material or its content we may, at our discretion, remove the material from the system without reference or liability to you. You will indemnify us against any claim that the material infringes the Intellectual Property Rights or other rights of others or is defamatory or otherwise offensive. Should we incur any costs or consequential loss as a result of defending this action then these costs will be payable by the User.
9. Site Support
SCDC reserves the right to make changes to the structure, worked examples, advice notes and questions on VOiCE. We will make these changes on an on-going basis and in consultation with all users. We will advise you of changes 4 weeks in advance if we consider these changes to be significant and likely to impact on your records.
10. Passwords
Passwords are for the sole use of the person to whom they are issued. We may deny access to a password if we reasonably believe that it is being used by an unauthorised person or that the user is breaching these Terms of Business.
11. Termination of Contract
We may terminate the provision of services if:
i. You are in material breach of these Terms of Business and have not remedied such breach within ten days of notice specifying the breach and requiring that it be remedied; or
ii. You have failed to pay invoices that are due for payment; or
iii. You become insolvent, cease to trade or go into liquidation or administration.
12. Transfer of Services
If at any point you elect to transfer the services provided by us to another supplier a transfer cost as well as any charges incurred by us up to that point will be made to you. You must also agree to ensure that our Intellectual Property Rights are not used by a third party.
13. Contact Details
It is your responsibility to advise us of any change to contact details. We cannot be held responsible for updating you with regard to your contract or the VOiCE System etc. if we have incorrect contact details.
14. Miscellaneous
14.1 You may not assign, sub-licence or otherwise transfer any of your rights under these Terms of Business. If any provision of these Terms of Business is found to be invalid by any court having competent jurisdiction, the invalidity of that provision will not affect the validity of the remaining provisions of these Terms of Business which remain in full force and effect. If you breach these Terms of Business and we ignore it, we will still be entitled to exercise our rights and remedies at a later date or in any other situation where you breach the Terms of Business. Nothing in this agreement shall give any rights or benefits pursuant to the Contracts (Rights of Third Parties) Act 1999 where applicable or otherwise to any person who is not a party to it.
15. Data Storage
The security and protection of User data is taken extremely seriously. Our web developer hosts our data, they provide us with managed hosting for VOiCE, which has the following benefits: A dedicated support team to look after our servers, industry standard security, reporting, monitoring, server OS & apps infrastructure support, 100% network uptime guarantee and 24/7/365 technical support.
In summary, their approach to security is certified to be at a level consistent with leading industry standards.
16. Liability Disclaimer
16.1 We shall not accept responsibility for any loss of data.
16.2 We shall not be liable for any loss, damage, expense or delay as a result of materials you have either supplied to us or entered on to the VOiCE system. If we have caused any error we shall use all reasonable efforts to rectify this in a reasonable timeframe.
17. Applicable Law
These Terms of Business are governed by the Law of Scotland and are subject to the non-exclusive jurisdiction of the Scottish Courts.
18. User Numbers
Users are free to determine the number of VOiCE licences taken by their organisation. Where an organisation increases or reduces the number of licences during the annual term of contract SCDC’s Director will decide on the relevant fee for the new contract within the terms set out in our user number fee matrix.
19. Complaints / Comments
Should you wish to make any comments about your dealings with SCDC, or to raise a complaint you should do so in writing addressing your correspondence to the Director, at our Office in Glasgow.
We may update our terms of business from time to time and by continuing to do business with us you will be deemed to have accepted the changes.
It is agreed that the liability terms and limits set out in clause 16 are reasonable and will not exceed the value of the contract.