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LoginThese are the terms and conditions of sale of Building Cost Information Service (‘BCIS’) Limited whose registered office is at Royal House, 110 Station Parade, Harrogate, HG1 1EP (registered with company number RC13868441) and registered for VAT purposes with number GB 401 1885 30. These terms, together with any Special Conditions (as defined below) (together, the “Conditions”) will apply to all your purchases of Services, whether you are ordering online, by telephone or by mail. Please read this document carefully after printing it off or downloading it before placing your order.
We may change these terms from time to time. Please check them before you make another purchase.
1. Definitions and interpretations
Terms Which Apply To Consumers Only (Clause 14 and 15)
14. Your right of cancellation
7. Intellectual property rights ownership
7. Intellectual property rights ownership
1.1 The following definitions will apply to these terms and conditions:
Business Day: a day other than a Saturday, Sunday or public holiday in England when banks in London are open for business.
Charges: the charges specified within the Order.
Consumer: has the meaning given in clause 14.1.
Contract: the contract between you and BCIS for the supply of Services in accordance with these Conditions.
Intellectual Property Rights: all patents, rights to inventions, utility models, copyright and related rights, trade marks, service marks, trade, business and domain names, get-up, rights in goodwill or to sue for passing off, unfair competition rights, rights in designs, rights in computer software, database rights, moral rights, rights in confidential information (including know-how and trade secrets) and any other intellectual property rights, in each case whether registered or unregistered and including all applications for and renewals or extensions of such rights, and all similar or equivalent rights or forms of protection in any part of the world
You: the person or organisation submitting an order for Services and named in the Order.
Order: a completed order form sent by you to BCIS requesting the supply of Services.
Services: the services to be supplied under these Conditions.
Special Conditions: conditions relating to specific Services supplied under these conditions.
Party: either you or BCIS.
Parties: you and BCIS.
Writing: letter or email.
1.2 The Order constitutes an offer by you to purchase Services in accordance with these Conditions.
1.3 The Order shall only be deemed accepted by BCIS when BCIS issue an invoice to you, at which point and on which date the contract shall come into existence.
1.4 These conditions and applicable Special Conditions and any matters referred to on our order acknowledgement (as appropriate) form the entire understanding between you and BCIS and supersede any prior promises, representations (unless fraudulent) or undertakings and apply to the exclusion of any other terms that you seek to impose or incorporate (in a purchase order or otherwise), or which are implied by law, trade custom, practice or course of dealing.
1.5 Any omission or error in any sales literature, web page or site, order form, price list, order acknowledgement, invoice or other document issued by BCIS may be corrected by BCIS without liability.
1.6 Subject to any Special Conditions, the provisions of the Contracts (Rights of Third Parties) Act 1999 are expressly excluded from the Contract so that no third party may claim any rights under this contract.
1.7 Clause headings are for convenience only and do not affect the interpretation of these conditions. Words in the singular include the plural and vice versa.
1.8 Any applicable Special Conditions are supplemental to these terms and conditions. In the event of any conflict or inconsistency between these conditions and applicable Special Conditions, the Special Conditions shall take precedence.
1.9 These terms and conditions and any Special Conditions do not apply to any sales by third parties on our website. Sales by third parties shall be subject to that third parties terms and conditions (if applicable). You should read any third party terms and conditions prior to placing your order. You acknowledge and accept that we have no responsibility for and shall have no liability to you in respect of any sales by third parties on our website.
2.1 We will supply the Services which you purchase from BCIS with reasonable skill and care.
2.2 If the Services which you purchase from BCIS are not in accordance with paragraph 2.1 above, or do not do what we say in Writing that they will do, you should notify BCIS in Writing within 28 days of their supply or within a reasonable time from their supply for defects which are not apparent to you following the provision of the Services. If the Services are not in compliance with condition 2.1 above, or do not do what we say in Writing that they will do, we will either remedy the defect in question, re-supply the defective Services or refund the price (or a proportionate part of the price) of the defective Services (or proportionate part of the Services) as your sole remedy.
2.3 Except as set out in these Conditions or applicable Special Conditions, all warranties, representations, undertakings, terms and obligations (express or implied) are excluded to the fullest extent permitted by applicable law.
3.1 BCIS does not limit or exclude liability to you for:
(a) fraud or fraudulent misrepresentation;
(b) a breach of any obligations implied by section 2 of the Supply of Goods and Services Act 1982;
or
(c) any matter in respect of which it would be unlawful for BCIS to exclude liability.
3.2 Subject to paragraph 3.1, BCIS shall not in any circumstances be liable whether in contract, tort (including for negligence and breach of statutory duty howsoever arising), misrepresentation (whether innocent or negligent), restitution or otherwise, for:
(a) any loss of profits, business, business opportunities, revenue, turnover, reputation or goodwill;
(b) any loss or corruption of data or information;
(c) loss of anticipated savings or wasted expenditure (including management time);
(d) any special, indirect or consequential loss, costs, damages, charges or expenses; or
(e) any loss or liability under or in relation to any other contract.
3.3 Subject to paragraph 3.1, BCIS’ total aggregate liability in contract, tort (including negligence and breach of statutory duty howsoever arising), misrepresentation (whether innocent or negligent), restitution or otherwise, arising in connection with the performance or contemplated performance of any Contract shall in all circumstances be limited to 100% of the total Charges paid by you to BCIS during the 12-month period immediately before the date on which the cause of action first arose.
3.4 BCIS shall not be liable for any delay in delivery of the Services that is caused by an event within the scope of paragraph 10 or your failure to comply with any instructions that are relevant to the supply of the Services.
4.1 The price for the Services is stated on our Order (as appropriate). All prices shown on the Order are in pounds sterling and are exclusive of VAT unless otherwise provided. VAT (at the applicable rate), any applicable bank charges and insurance will be added to or charged on invoices at the appropriate rates and paid by you. If the rate of VAT is amended, BCIS shall change the rate of VAT payable by you accordingly.
4.2 We may vary the price where the cost to BCIS of supplying the Services is increased between the date of the order acknowledgement and provision of the Services to account for, without limitation, increases in the cost of Services or insurance or arising from a change in exchange rate, a change of quantities, pricing errors or delay caused by your instructions PROVIDED THAT BCIS will notify you in writing in good time prior to provision of the Services of such price increases.
The price of the Service (which includes VAT) will be the price set out in the Order. We take all reasonable care to ensure that the price of Service advised to you is correct. However please see condition 5.2 for what happens if BCIS discover an error in the price of the Service you order.
5.2 It is always possible that, despite our best efforts, some of the Services BCIS sell may be incorrectly priced. We will normally check prices before accepting your order so that, where the Service’s correct price at your order date is less than our stated price at your order date, BCIS will charge the lower amount. If the correct price at your order date is higher than the price stated, BCIS will contact you for your instructions before accepting your order.
5.3 Unless BCIS agree otherwise in Writing, you must pay for Services prior to the despatch of the Services to you.
5.4 BCIS may charge interest at an annual rate of 4% above the base rate of Barclay’s Bank Plc, calculated on a daily basis in respect of any sum which is due and unpaid, that interest to run from the date on which that sum is due and payable until receipt by BCIS of the full amount, whether before or after judgment.
5.5 Where you do not make any payment to BCIS under the Contract by its due date then, BCIS may, in addition to any other rights which BCIS have under this Contract, suspend performance of the Contract until arrangements as to payment or credit have been established on terms which are satisfactory to BCIS.
6.1 Without prejudice to any rights or remedies BCIS may have, BCIS may terminate the Contract with immediate effect by giving written notice to you if:
(a) you fail to pay any amount due under the Contract on the due date for payment;
(b) you suspend, or threaten to suspend, payment of your debts or are unable to pay debts as they fall due;
(c) you make an arrangement with your creditors, suffer a bankruptcy order, become insolvent or go into liquidation, receivership or administration, have an administrator appointment or are wound up;
(d) you commit any other breach of any material term of the Contract and (if that breach is remediable) fail to remedy that breach within a period of 30 days after being notified in writing to do so.
6.2 On any termination of the Contract for any reason or expiry of the Contract, you shall immediately pay any outstanding amounts owed to BCIS under the Contract and ensure that there is no further use of the Services.
6.3 Any provision of these terms and conditions that is expressly or by implication is intended to come into or continue in force on or after termination of the Contract shall remain in full force and effect.
6.4 Termination or expiry of the Contract shall not affect any rights, remedies, obligations or liabilities of the parties that have accrued up to the date of termination or expiry, including the right to claim damages in respect of any breach of the Contract which existed at or before the date of termination or expiry.
7.1 Where BCIS have put drawings, photographs, illustrations, specifications, performance data and the like in sales literature, on web pages or other documentation, BCIS believe they are accurate. However, you should not take them to be a description of the Services or representations made by BCIS and BCIS do not warrant that they are accurate.
7.2 You should check specifications and any description of the Services prior to making an order. You acknowledge and accept that the specification and any description relating to Services may be changed by the manufacturer, publisher or BCIS at any time up to delivery. We will not be liable to you (whether in contract, tort, negligence or otherwise and howsoever arising) for any loss or damage suffered in connection with any change. We will use our reasonable endeavours to advise you of any such impending change as soon as BCIS are able or upon our receiving notice of the same (as appropriate). If you are a Consumer (as defined in clause 14.1), you may cancel the Contract according to your rights set out in condition 14, below.
8.1 You shall treat and keep all confidential information disclosed to you in connection with the Contract secret and confidential (which for the avoidance of doubt shall include our Data) and will not, without our consent, disclose confidential information to any other person other than in accordance with the Contract.
8.2 The foregoing shall not apply to the extent that:
(a) you need to disclose confidential information to any your affiliates, subcontractors, or employees in order to fulfil your obligations or exercise your rights under the Contract, provided always that you shall procure that such person to whom the information is disclosed keeps the confidential information secret and confidential;
(b) any confidential information is in the public domain at the time of entering into the Contract, or at a later date comes into the public domain, where such confidential information has not come into the public domain through a breach of the Contract; or
(c) any confidential information is required to be disclosed pursuant to any relevant law or regulatory authority.
8.3 This condition 8 shall survive termination of the contract.
9.1 We shall not be in breach of these terms and conditions nor liable for delay in performing, or failure to perform, any of its obligations under these terms and conditions if such delay or failure result from events, circumstances or causes beyond its reasonable control. In such circumstances we shall be entitled to a reasonable extension of the time for performing such obligations. If the period of delay or non-performance continues for 4 weeks, you may terminate the Contract by giving 14 days’ written notice to BCIS.
10.1 If you are procuring subscriptions to our Services or providing us with any data for any purpose, the terms set out in Annex 1: Special Conditions for BCIS Subscription will apply.
11.1 BCIS may freely assign, sub-contract, novate or otherwise transfer in whole or in part the Contract. You may not assign, sub-contract or otherwise transfer in whole or in part the Contract without our written agreement.
12.1 Any notice given by you to BCIS under or in connection with this Contract shall be in writing and shall be delivered by either:
(a) email;
(b) hand or by pre-paid first-class post or other next working day delivery service
(c) to the addresses detailed below:
Email: contactbcis@bcis.co.uk
Post: Friars House, Manor House Drive, Coventry, CV1 2TE
12.2 Any notice given by BCIS to you under or in connection with this Contract shall be in writing and shall be delivered by either:
(a) email;
(b) hand or by pre-paid first-class post or other next working day delivery service
(c) to the addresses detailed within the Order.
12.3 Any notice shall be deemed to have been received:
(a) if delivered by hand, on signature of a delivery receipt or at the time the notice is left at the proper address;
(b) if sent by pre-paid first-class post or other next working day delivery service, at 9.00 am on the second Business Day after posting or at the time recorded by the delivery service.
12.4 This paragraph does not apply to the service of any proceedings or other documents in any legal action or, where applicable, any arbitration or other method of dispute resolution.
13.1 When using our website, please refer to our website user conditions. We may provide links to other, third party websites on our website. These links are for your information only and do not constitute any endorsement of any third party products, services or information and you acknowledge and accept that any reliance upon such information shall be at your own risk.
13.2 All Intellectual Property Rights in the Services (including, without limitation, any information, documentation and/or materials produced in connection with the Services) are and shall remain fully vested in BCIS. Unless stated otherwise, nothing in these conditions or any Special Conditions shall grant to you any rights to, or in, patents, copyrights, database rights, trade secrets, trade names, trade marks (whether registered or unregistered), or any other rights or licences in respect of the Services.
13.3 We shall process your data in accordance with the Data Protection Act 2018. View our privacy policy.
13.4 These terms are governed by English law and you can bring legal proceedings in respect of the Services in the English courts. If you live in Scotland you can bring legal proceedings in respect of the Services in either the Scottish or the English courts. If you live in Northern Ireland you can bring legal proceedings in respect of the Services in either the Northern Irish or the English courts.
13.5 No waiver by BCIS of any breach of the Contract by you is considered as a waiver of any subsequent breach of the same or any other provision.
13.6 The Services provided by BCIS are for information only and should not be used as conclusive, complete or authoritative. We make no representation, warranty or guarantee in respect of the Services and shall have no liability to you (whether in contract, tort, negligence or otherwise and howsoever arising) for any loss, damage, costs or expenses incurred by you, or any third party, acting in reliance upon or by virtue of any information which has been accessed by you by virtue of the Services provided under this Contract.
13.7 The views and/or opinions expressed by any of our employees (including, without limitation, any training personnel) during the provision of the Services (or otherwise) may not represent our views and/or opinions and we shall have no liability to you or any third party (whether in contract, tort, negligence or otherwise and howsoever arising) for any loss, damage, suffering, costs and/or expenses incurred resulting from the expression of such views and/or opinions by our employees.
13.8 If you have any questions or complaints about the Services, please contact BCIS using the form on our service-based-complaints page, or telephone our customer service team at +44 0330 341 1000 or write to BCIS at either contactbcis@bcis.co.uk or Customer Services, BCIS, Friars House, Manor House Drive, Coventry, CV1 2TE
13.9 We will acknowledge your complaint within seven working days, and you can expect a full response within 21 days.
13.10 If you are dissatisfied with the response to your complaint, you can ask for it to be referred to the Finance and Operations Director who will investigate and respond within seven working days. If you prefer to write to the Finance and Operations Director directly, you can do so at the address above.
14.1 This condition 14 only applies to customers who are purchasing Services for purposes that are outside the course of his or her business or trade (i.e., for their own personal use) (“Consumer”).
14.2 Under the United Kingdom’s the Consumer Contracts (Information, Cancellation and Additional Charges) Regulations 2013, you have the right to cancel the Contract for the supply of the Services within 14 working days from entering into the Contract. A working day is any day other than weekends and bank or other public holidays. If you have specifically ordered Services to be provided to you during this 14 day period, you will not be entitled to a refund for Services already provided to you even if the 14 day period has not expired. Any refund due to you following cancellation shall be made within 14 days of BCIS receiving your notification that you wish to cancel. You may contact BCIS through any of the following methods to confirm that you wish to cancel the Contract:
(a) Phone or email. Call customer services on +44 0330 341 1000 or email BCIS at contactbcis@bcis.co.uk. Please provide your name, home address, details of the order and, where available, your phone number and email address.
(b) By post. You may use the form at the end of this condition 9 and post it to BCIS at the address on the form. Or simply write to BCIS as that address, including the information required in the form.
14.3 This right of return is in addition to any other rights, warranties or conditions available to you.
(For example, there are terms implied into our Contract with you under Consumer Rights Act 2015 which BCIS cannot exclude.)
14.4 Model cancellation form (Complete and return this form only if you wish to withdraw from the Contract.)
To BCIS, Friars House, Manor House Drive, Coventry CV1 2TE:
I/We [*] hereby give notice that I/We [*] cancel my/our [*] contract of sale for the supply of the following service [*],
Ordered on [*]/received on [*],
Name of consumer(s),
Address of consumer(s),
Signature of consumer(s) (only if this form is notified on paper),
Date
[*] Delete as appropriate
© Crown copyright 2018.
15.1 This is a summary of your key legal rights where you are purchasing as a Consumer (these are subject to certain exceptions. For detailed information, please visit Citizens Advice or call them on 03454 040506):
(a) If your Service is digital content, for example a subscription for access to digital information, the Consumer Rights Act 2015 says digital content must be as described, fit for purpose and of a satisfactory quality:
(i) if your digital content is faulty, you’re entitled to a repair or a replacement.
(ii) if the fault can’t be fixed within a reasonable time, or without causing you significant inconvenience, you can get some or all of your money back.
(iii) if you can show the fault has damaged your device and we haven’t used reasonable care and skill, you may be entitled to a repair or compensation.
(b) If your Service is services, the Consumer Rights Act 2015 says:
(i) you can ask BCIS to repeat or fix a service if it’s not carried out with reasonable care and skill, or get some money back if we can’t fix it.
(ii) if you haven’t agreed a price upfront, what you’re asked to pay must be reasonable.
(iii) if you haven’t agreed a time upfront, it must be carried out within a reasonable time.
Your purchase and use of the BCIS Subscription Services and any Input Data you provide to BCIS will be subject to our Conditions and these Special Conditions also. Unless otherwise stated in these Special Conditions, the defined terms in our Conditions shall apply here also. In the event of any conflict or inconsistency between these documents, these Special Conditions shall take precedence.
1.1 In addition to the defined terms used within our general terms and conditions, the following definitions apply to these Special Conditions:
Authentication Method: any authentication details in whatever form issued or supplied by BCIS in order to access the Service.
Customer System: any information technology system or systems owned or operated by you from which Data is received in accordance with these terms.
Customer User: any employee (or where relevant, student) of yours authorised by you to access and use the Services (wholly or in part), using their own Authentication Method provided by BCIS.
Customer User Restrictions: the obligations set out in paragraph 2.3.
Data: all data and information provided by BCIS in whatever form the provision of which comprises the Services (wholly or in part).
Derived Data: any Data (wholly or in part) Manipulated to such a degree that it:
a. cannot be identified as originating or deriving directly from the Data or the Services and cannot be reverse-engineered such that it can be so identified; and
b. is not capable of use substantially as a substitute for the Data or the Services.
Distribute: to make Data accessible (including the provision of access through a database or other application populated with the Data, re-selling, sub-licensing, transferring or disclosing the Data) by any means, including any electronic means, to any Customer User.
Educational Subscription: a subscription to use the Services in your capacity as an educational institution and indicated as such within your Order.
Input Data: any data relating to building costs, building reinstatement information, building operating costs and embodied carbon data supplied to BCIS by you or a Customer User (by way of use of or otherwise in connection with the Services).
Licence: the licence granted in paragraph 2.
Manipulate: to combine or aggregate the Data (wholly or in part) with other data or information or to adapt the Data (wholly or in part).
Manipulated Data: any Data which has been Manipulated. Manipulated Data includes any Derived Data.
Normal Business Hours: 0900 to 1800 GMT on a Business Day.
Permitted Site: the office or other business premises identified within the Order.
Subscription Services: the subscription services to be provided as detailed within the Order.
Subscription Term: The term stated within the Order or if no such term is stated, 12 months.
Virus: any thing or device (including any software, code, file or programme) which may: prevent, impair or otherwise adversely affect the operation of any computer software, hardware or network, any telecommunications service, equipment or network or any other service or device; prevent, impair or otherwise adversely affect access to or the operation of any programme or data, including the reliability of any programme or data (whether by re-arranging, altering or erasing the programme or data in whole or part or otherwise); or adversely affect the user experience, including worms, trojan horses, viruses and other similar things or devices.
2.1 In consideration of your payment of the Charges, BCIS grants to the Customer a nonexclusive,
non-transferable, revocable, licence during the Subscription Term, subject to the
Customer User Restrictions for the Customer Users to:
(a) access, view and Manipulate Data and create Derived Data;
(b) store the Data and Manipulated Data on the Customer System;
(c) Distribute the Data and Manipulated Data to Customer Users on the Customer System;
and
(d) transmit extracts of the Data relating to specific projects which you have created in the Subscription Services to your customers or clients to the extent reasonably necessary for the purpose of providing advice in the usual course of your business activities unless you have purchased an Educational Subscription in which case this paragraph 2.1(d) shall not apply.
2.2 Except as expressly provided in these Special Conditions, you shall not redistribute the Services (wholly or in part).
2.3 You shall (and procure that the Customer Users shall):
(a) ensure that the maximum number of Customer Users that it authorises to access and use the Services shall not exceed the authorised number stated within the Order;
(b) not allow or suffer any subscription to be used by more than one individual Customer User unless it has been reassigned in its entirety to another individual Customer User, in which case the prior Customer User shall no longer have any right to access or use the Services;
(c) promptly remove access and reassign any Customer Users who are no longer employed by you or are no longer enrolled as a student if you have purchased an Educational Subscription;
(d) limit access to the Services to the Customer Users;
(e) not access the Services at any location other than the Permitted Sites (Customer Users may use the Services while off site if their normal place of work is the Permitted Site);
(f) only make copies of the Data to the extent reasonably necessary for the following purposes: back-up, security, disaster recovery and testing;
(g) not use the Services for any purpose contrary to any law or regulation or any regulatory code, guidance or request;
(h) not extract, reutilise, use, exploit, redistribute, redisseminate, copy or store the Data for any purpose not expressly permitted by these Special Conditions; and
(i) (where you have purchased an Educational Subscription), not use the Services in the course of any commercial activity whether on behalf of you, the Customer User or any employer or other third party;
(j) not and shall not permit or facilitate any person to robotically or otherwise automatically harvest the Data;
(k) access all or any part of the Services and Data in order to build a product or service which competes with the Services.
(The Customer User Restrictions).
2.4 You shall not access, store, distribute or transmit any Viruses, or any material during the course of its use of the Services that:
(a) is unlawful, harmful, threatening, defamatory, obscene, infringing, harassing or racially or ethnically offensive;
(b) facilitates illegal activity;
(c) depicts sexually explicit images;
(d) promotes unlawful violence;
(e) is discriminatory based on race, gender, colour, religious belief, sexual orientation disability; or
(f) is otherwise illegal or causes damage or injury to any person or property; and BCIS reserves the right, without liability or prejudice to its other rights to you, to disable your and your Customer Users access to any material that breaches the provisions of this paragraph.
2.5 You ensure that the Customer Users use the Services in accordance with these Special Conditions and shall be responsible for any Customer User’s breach of these Special Conditions.
3.1 If any additional Customer User(s) is/are enabled during any Subscription Term and such additions result in the total number of Customer Users exceeding the authorised number stated within the Order or you wish to use the Services at premises other than the Permitted Site, BCIS reserves the right to charge you in respect of such Customer User(s) at BCIS’ standard charges as amended from time to time.
3.2 The Charges in respect of Subscription Services shall be due in full to BCIS annually in advance. Time shall be of the essence regarding your obligations to make payments in accordance with this paragraph 3 and such obligations are material obligations for the purpose of condition 6.1(d).
3.3 BCIS shall be entitled to issue its invoice to you at the commencement of the Subscription Term. Where BCIS has agreed to extend credit terms to you, you shall pay each invoice submitted to you by BCIS, in full and in cleared funds, within 30 days of receipt to a bank account nominated in writing by BCIS.
4.1 You shall permit BCIS and its third party representatives, on reasonable notice during Normal Business Hours, but without notice in case of any reasonably suspected breach of these Special Conditions, to gain (physical and remote electronic) access to, and take copies of, any information held at your premises or on the Customer System relating to the use, Distribution, Redistribution, permissioning and control of the Data and the Services, for the purpose of auditing your compliance with your obligations under these Special Conditions including the Customer User Restrictions. Such audit rights shall continue for one year after termination of the Contract. You shall give all necessary assistance to the conduct of such audits.
5.1 If any unauthorised use is made of the Data and such use is attributable to the act or default of, or through, you (including breach of any Customer User Requirements) then, without prejudice to BCIS’ other rights and remedies, you shall immediately be liable to pay BCIS an amount equal to the Charges that BCIS would have charged, had BCIS or you (as the case may be) authorised the unauthorised user at the beginning of the period of that unauthorised use together with interest at the rate provided for in condition 5.4 from the date of that unauthorised use to the date of payment.
5.2 Without prejudice to any other right or remedy it may have, BCIS reserves the right to suspend your access to the Services in the event that it has reasonable grounds to believe that unauthorised access or usage of the Data has occurred pending investigation by BCIS.
6.1 You shall ensure that the Data are kept secure and shall use the best available security practices and systems applicable to the use of the Data to prevent, and take prompt and proper remedial action against, unauthorised access, copying, modification, storage, reproduction, display or distribution of the Data.
6.2 If you become aware of any misuse of any Data, or any security breach in connection with these Special Conditions that could compromise the security or integrity of the Data or otherwise adversely affect BCIS or if you learn or suspect that any Authentication Method has been revealed to or obtained by any unauthorised person, you shall, at your expense, promptly notify BCIS and fully co-operate with BCIS to remedy the issue as soon as reasonably practicable.
6.3 You agree to co-operate with BCIS’ reasonable security investigations.
7.1 You acknowledge that:
(a) all Intellectual Property Rights in the Data are and shall remain the property of BCIS or its licensors, as the case may be;
(b) you shall have no rights in or to the Data other than the right to use them in accordance with the express terms of these Special Conditions; and
(c) BCIS or its licensors has or have made and will continue to make substantial investment in the obtaining, verification, selection, coordination, development, presentation and supply of the Data.
7.2 Where you provide BCIS with any Input Data, you will provide the warranties set out in paragraph 7.6 and hereby grant to BCIS a royalty-free, perpetual, non-exclusive, irrevocable, fully-assignable licence (with a right to sub-licence) to use the Input Data for the following purposes:
(a) the development and enhancement of the Data or any other BCIS products in existence from time-to-time;
(b) incorporation within and/or amalgamation with the Data or any other BCIS products in existence from time-to-time in a suitably anonymised format; and
(c) the commercial distribution in a suitably anonymised format (whether as part of the Data or otherwise).
7.3 Any display of the Services by you shall credit, wherever technically and commercially feasible, BCIS, any licensor of BCIS or any other source of the Data specified by BCIS as the source of the Data.
7.4 The Service;
(a) Contains Ordnance Survey data © Crown copyright and database right 2022;
(b) Contains Royal Mail data © Royal Mail copyright and database right 2022.
7.5 Data collection:
BCIS is a reciprocal service. It relies upon data voluntarily submitted by Users. By agreeing to these special conditions you agree to be contacted by the BCIS data collection team, you can opt out at any time by contacting contactbcis@bcis.co.uk. Any data supplied to BCIS is treated in accordance with our Data Confidentiality policy which can be found here.
7.6 Where you provide BCIS with Input data, you warrant that you have the right to license the receipt and use of Input Data by BCIS as specified in these Special Conditions and that the Input Data does not:
(a) contravene any applicable laws or regulations;
(b) contain any data owned or licensed by third parties;
(c) contain any personally identifiable information;
(d) contain malicious software or any other elements designed to interrupt or disrupt the normal operation of a computer; and
(e) require the payment of any royalties or other amounts in relation to its use.
7.7 BCIS has the right to permanently delete any Input Data that has been provided by you at any time.
8.1 BCIS warrants that it has the right to license the receipt and use of Data as specified in these Special Conditions.
8.2 Except as expressly stated in these Special Conditions, all warranties, conditions and terms, whether express or implied by statute, common law or otherwise are hereby excluded to the extent permitted by law.
8.3 Without limiting the effect of paragraph 8.2, BCIS does not warrant that:
(a) the supply of the Data will be free from interruption;
(b) the Services will run on the Customer System; or
(c) the Data is accurate, complete, reliable, useful, fit for purpose or timely.
9.1 Your subscription shall commence from when we provide written confirmation that we have received payment from you or, where we have agreed to grant credit terms, from confirmation of your Order by BCIS. Your subscription shall continue for the Subscription Term following which it shall be automatically renewed for successive periods of 12 months unless terminated earlier in accordance with condition 6 or condition 10 of the terms and conditions.
9.2 On any termination of the Contract for any reason or expiry of the Subscription Term, you shall immediately ensure that all Data and Manipulated Data (excluding any Derived Data) is deleted from the Customer System save to the extent such deletion is prohibited by law and promptly provide BCIS with written evidence of the same where requested.
9.3 In the event of termination of this Contract in accordance with condition 10, BCIS shall refund any Charges for the relevant Subscription Term paid by you as at the date of termination (less a reasonable sum in respect of your use of the Data to the date of termination).
Your purchase and use of the BCIS Intelligent Rebuild Cost Platform and any Input Data You provide to BCIS will be subject to our Conditions and these Special Conditions also. Unless otherwise stated in these Special Conditions, the defined terms in our Conditions shall apply here also. In the event of any conflict or inconsistency between these documents, these Special Conditions shall take precedence.
1.1 In addition to the defined terms used within our general terms and conditions, the following definitions apply to these Special Conditions:
Authentication Method: any authentication details in whatever form issued or supplied by BCIS in order to access the Service.
BCIS Infringement Claim: as defined in paragraph 7.11.
Contracted Volume: refers to the quantity of resource which forms the underlying charges (i.e. hits, searches, look-ups etc) specified in the Order.
Customer Data: data in any form, including personnel data, provided by You as part of the Subscription Services or otherwise uploaded onto the Intelligent Rebuild Cost Platform.
Customer Infringement Claim: as defined in paragraph 7.12.
Customer System: any information technology system or systems owned or operated by You from which Data is received in accordance with these terms.
Customer User: any employee (or where relevant, student) of Yours authorised by You to access and use the Subscription Services (wholly or in part), using their own Authentication Method provided by BCIS.
Customer User Restrictions: the obligations set out in paragraph 2.3.
Data: all data and information provided by BCIS in whatever form the provision of which comprises the Subscription Services (wholly or in part).
Derived Data: any Data (wholly or in part) Manipulated to such a degree that it:
(a) cannot be identified as originating or deriving directly from the Data or the Subscription Services and cannot be reverse-engineered such that it can be so identified; and
(b) is not capable of use substantially as a substitute for the Data or the Subscription Services.
Distribute: to make Data accessible (including the provision of access through a database or other application populated with the Data, re-selling, sub-licensing, transferring or disclosing the Data) by any means, including any electronic means, to any Customer User.
Good Industry Practice: in relation to any particular circumstances, the exercise of that degree of skill, care, prudence, efficiency, foresight and timeliness as would be expected from a reasonably skilled and experienced provider of rebuild cost data distributor or reseller or distributor or reseller of services substantially similar to the provision of the BCIS Data of the same size and nature as BCIS.
Indemnified Party: as defined in paragraph 7.11 and 7.12.
Infringement Claim: as defined in paragraph 7.13.
Input Data: any data relating to building costs, building reinstatement information, building operating costs and embodied carbon data supplied to BCIS by You or a Customer User (by way of use of or otherwise in connection with the Subscription Services).
Intellectual Property Rights: patents, any extensions of the exclusivity granted in connection with patents, utility models, registered designs, trade marks, service marks, applications for any of the foregoing, the right to apply for and be granted any of the foregoing, rights in trade names, business names, brand names, get-up, logos, domain names and URLs, copyrights, design rights, rights in inventions, rights in know-how, rights in databases, trade secrets, confidential information and any other intellectual property rights which subsist in documents, information, techniques, business methods, drawings, logos, instruction manuals, lists and procedures and particulars of customers, marketing methods and procedures and advertising literature and all other forms of intellectual property right which may exist anywhere in the world.
Licence: the licence granted in paragraph 2.
Manipulate: to combine or aggregate the Data (wholly or in part) with other data or information or to adapt the Data (wholly or in part).
Manipulated Data: any Data which has been Manipulated. Manipulated Data includes any Derived Data.
Normal Business Hours: 0900 to 1800 GMT on a Business Day.
Permitted Purpose: the use of the Subscription Services to aid and automate the collection of data required to deliver desktop survey, rebuild cost valuations and the production of associated reports.
Permitted Site: the office or other business premises identified within the Order.
Subscription Services: the subscription services to be provided as detailed within the Order.
Subscription Term: The term stated within the Order or if no such term is stated, 12 months.
Virus: any thing or device (including any software, code, file or programme) which may: prevent, impair or otherwise adversely affect the operation of any computer software, hardware or network, any telecommunications service, equipment or network or any other service or device; prevent, impair or otherwise adversely affect access to or the operation of any programme or data, including the reliability of any programme or data (whether by re-arranging, altering or erasing the programme or data in whole or part or otherwise); or adversely affect the user experience, including worms, trojan horses, viruses and other similar things or devices.
2.1 In consideration of Your payment of the Charges, BCIS grants to You and each Customer User a non-exclusive, non-sublicensable, non-transferable, revocable, licence during the Subscription Term for the Permitted Purpose, subject to the Customer User Restrictions and for the Contracted Volume as set out in the Order, to access and use the Subscription Services.
2.2 Except as expressly provided in these Special Conditions, You shall not redistribute the Subscription Services (wholly or in part).
2.3 You shall (and procure that the Customer Users shall):
(a) comply with the licencing scope as set out in paragraph 2.1 and use the Subscription Services only in accordance with all instructions and policies relating to use of the Subscription Services;
(b) ensure that the maximum number of Customer Users that are authorised to access and use the Subscription Services shall not exceed the authorised number stated on the Order Form;
(c) not allow anyone other than Your Customer Users to access or use the Subscription Services;
(d) not attempt to circumvent or interfere with any security features of the Subscription Services or such other mechanism in place to limit the Customer’s use;
(e) not reverse engineer or decompile the Subscription Services;
(f) not attempt to copy, modify, duplicate, create derivative works from, frame, mirror, republish, download, display, transmit, or Distribute all or any portion of the Subscription Services in any form or media or by any means;
(g) not during the Subscription Term build a new product or create a new service or re-sell, Distribute or partner with a third party provider of a new product or service which would compete with the Subscription Services;
(h) use sufficiently strong passwords for accessing the Subscription Services and not disclose passwords for the Subscription Services to third parties;
(i) comply with any BCIS acceptable use policy that is made available, and, without prejudice to any other obligation, comply with BCIS’s reasonable and lawful instructions in relation to the use of the Subscription Services;
(j) comply with any Customer dependencies or requirements that are set out in an Order;
(k) maintain full and accurate records relating to Your, and Your Customer User’s use of the Subscription Services;
(l) use the Subscription Services in accordance with all applicable laws and regulations and not do anything which would put BCIS in breach of any such laws or regulations; and
(m) procure that each Customer Users uses the Subscription Services in accordance with these Special Conditions and shall be responsible for each Customer User’s breach of these Special Conditions,
(the Customer User Restrictions).
2.4 You shall not access, store, Distribute or transmit any Viruses, or any material during the course of its use of the Subscription Services that:
(a) is unlawful, harmful, threatening, defamatory, obscene, infringing, harassing or racially or ethnically offensive;
(b) facilitates illegal activity;
(c) depicts sexually explicit images;
(d) promotes unlawful violence;
(e) is discriminatory based on race, gender, colour, religious belief, sexual orientation, disability; or
(f) is otherwise illegal or causes damage or injury to any person or property.
2.5 In the event of any breach by You or any Customer Users of paragraph 2.3 or 2.4, BCIS reserves the right, without liability or prejudice to its other rights to You, to disable Your and Your Customer Users access to the Subscription Services and to remove any material that breaches the provisions of this paragraph, upon the provision of reasonable notice to the extent it is possible to provide such notice in advance of suspension or removal of such data needing to be enacted.
3.1 You and your Customer Users are restricted to accessing and using the Subscription Services within the scope defined in paragraph 1 and must not exceed the Contracted Volume at any time during the Subscription Term. BCIS reserves the right to charge You in respect of any overconsumption of the Contracted Volume at BCIS’ standard charges, as amended from time to time, and shall be entitled to invoice You in respect of this charge within 30 days of providing notice to You in accordance with paragraph 3.3.
3.2 In the event of any overconsumption of the Contracted Volume BCIS reserves the right to terminate or suspend this Contract upon the provision of reasonable notice. Should any overconsumption of the Contracted Volume be greater than 5% of the Contracted Volume You shall on BCIS’s request enter into a separate contract, on the same terms as this Contract, to cover the consumption of the Subscription Services beyond the Contracted Volume.
3.3 The charges in respect of Subscription Services shall be due in full to BCIS annually in advance.
3.4 BCIS shall be entitled to issue its invoice to You at the commencement of the Subscription Term. Where BCIS has agreed to extend credit terms to You, You shall pay each invoice submitted to You by BCIS, in full and in cleared funds, within 30 days of receipt to a bank account nominated in writing by BCIS.
4.1 You shall permit BCIS and its third party representatives, on reasonable notice during Normal Business Hours, but without notice in case of any reasonably suspected breach of these Special Conditions, to gain (physical and remote electronic) access to, and take copies of, any information held at Your, and Your Customer Users premises or on the Customer System relating to the use, distribution, redistribution, permissioning and control of the Subscription Services, for the purpose of inspecting Your use of the Subscription Services and auditing Your compliance with Your obligations under these Special Conditions including the Customer User Restrictions. Such audit rights shall continue for one year after termination of the Contract. You shall give us all necessary assistance to the conduct of such audits.
4.2 At BCIS’s request from time to time, You shall promptly (and in any event within two working days of such request) provide BCIS with copies of the records referred to in paragraph 4.1 above.
4.3 BCIS may monitor, collect, store and use information on the use and performance of the Subscription Services (including Customer Data) to detect threats or errors to the Subscription Services and/or BCIS’s operations and for the purposes of the further development and improvement of BCIS’s services, provided that such activities at all times comply with the BCIS’s privacy and data protection policies.
5.1 If any unauthorised use is made of the Subscription Services and such use is attributable to the act or default of, or through, You (including breach of any Customer User Restrictions) then, without prejudice to BCIS’ other rights and remedies, You shall immediately be liable to pay BCIS an amount equal to the charges that BCIS would have charged, had BCIS or You (as the case may be) authorised the unauthorised user at the beginning of the period of that unauthorised use together with interest at the rate provided for in BCIS’ standard charges as amended from time to time, from the date of that unauthorised use to the date of payment.
5.2 Without prejudice to any other right or remedy it may have, BCIS reserves the right to suspend Your access to the Subscription Services in the event that it has reasonable grounds to believe that unauthorised access or usage of the Subscription Services has occurred pending investigation by BCIS.
6.1 If You become aware of any misuse of the Subscription Services, or any security breach in connection with these Special Conditions that could compromise the security or integrity of the Subscription Services or otherwise adversely affect BCIS or if You learn or suspect that any Authentication Method has been revealed to or obtained by any unauthorised person, You shall, at Your expense, promptly notify BCIS and fully co-operate with BCIS to remedy the issue as soon as reasonably practicable. In such an event You agree to co-operate with BCIS’ reasonable security investigations.
7.1 You acknowledge that:
(a) all Intellectual Property Rights in the Subscription Services are and shall remain the property of BCIS or its licensors, as the case may be;
(b) You shall have no rights in or to the Subscription Services other than the right to use them in accordance with the express terms of these Special Conditions; and
(c) BCIS or its licensors has or have made and will continue to make substantial investment in the obtaining, verification, selection, coordination, development, presentation and supply of the Subscription Services.
7.2 Where You provide BCIS with any Input Data, You will provide the warranties set out in paragraph 7.9 and hereby grant to BCIS a royalty-free, perpetual, non-exclusive, irrevocable, fully-assignable licence (with a right to sub-licence) to use the Input Data for the following purposes:
(a) the development and enhancement of the Data or any other BCIS products in existence from time-to-time;
(b) incorporation within and/or amalgamation with the Data or any other BCIS products in existence from time-to-time in a suitably anonymised format; and
(c) the commercial distribution in a suitably anonymised format (whether as part of the Data or otherwise).
7.3 To the extent that You, any of the Customer Users or any person acting on Your or their behalf acquires any Intellectual Property Rights in the applications, documentation, BCIS provided materials or any other part of the Subscription Services, You shall assign or procure the assignment to BCIS (or a third party nominated by BCIS) a royalty-free, perpetual, non-exclusive, irrevocable, fully-assignable licence (with a right to sub-licence) of such Intellectual Property Rights.
7.4 You may be able to store Your data using one or more of the Subscription Services and the Subscription Services may interact with Your systems. You shall grant a royalty-free, non-transferable, non-exclusive licence for BCIS and its sub-contractors/licensors to use, copy and otherwise utilise Your data and Your systems to the extent necessary to perform or provide the Subscription Services or to exercise or perform our rights, remedies and obligations.
7.5 To the extent non-BCIS materials are made available to or used by or on behalf of You or any Customer Users in connection with the use or provision of any Subscribed Service, such use of non-BCIS materials (including all licence terms) shall be exclusively governed by applicable third party terms notified or made available by BCIS or the third party and not by these Special Conditions. BCIS grants no Intellectual Property Rights or other rights in connection with any non-BCIS materials.
7.6 BCIS may use any feedback and suggestions of improvement relating to the Subscription Services provided by You or any Customer Users without charge or limitation (Feedback). You hereby assign (or shall procure the assignment of) all Intellectual Property Rights in the Feedback with full title guarantee (including by way of present assignment of future Intellectual Property Rights) to BCIS at the time such Feedback is first provided to BCIS.
7.7 With respect to paragraph 7.6, You hereby waive (and shall ensure all Customer Users have waived) all rights to be identified as the author of any work, to object to derogatory treatment of that work and all other moral rights in the Intellectual Property Rights assigned to BCIS under these Special Conditions.
7.8 Data collection:
BCIS is a reciprocal service. It relies upon data voluntarily submitted by You and your Customer Users. By agreeing to these special conditions, You agree to be contacted by the BCIS data collection team, You can opt out at any time by contacting contactbcis@bcis.co.uk. Any data supplied to BCIS is treated in accordance with our data confidentiality policy which can be found here https://bcis.co.uk/bcis-data-collection-confidentiality-policy/.
7.9 Where You provide BCIS with Input Data, You warrant that You have the right to license the receipt and use of Input Data by BCIS as specified in these Special Conditions and that the Input Data does not:
(a) contravene any applicable laws or regulations;
(b) contain any data owned or licensed by third parties;
(c) contain any personally identifiable information;
(d) contain malicious software or any other elements designed to interrupt or disrupt the normal operation of a computer; and
(e) require the payment of any royalties or other amounts in relation to its use.
7.10 BCIS has the right to permanently delete any Input Data that has been provided by You at any time.
7.11 BCIS shall indemnify, defend and hold harmless you and your Customer Users (each, an Indemnified Party) in respect of any and all losses incurred or suffered by or made against you and whether, wholly or in part, resulting from any claim (i) that the ownership, possession, licence or use of the Subscription Services used in accordance with these Special Conditions infringes or misappropriates the Intellectual Property Rights of a third party in the United Kingdom, or (ii) that BCIS is not entitled or authorised to grant the licences made under these Special Conditions (BCIS Infringement Claim).
7.12 You shall indemnify, defend and hold harmless BCIS in respect of any and all losses incurred or suffered by or made against any of them and whether, wholly or in part, resulting from any claim made against BCIS that the ownership, possession, licence or use of any Customer Data, Input Data or such other materials supplied in connection with the Contract infringes or misappropriates the Intellectual Property Rights of a third party (Customer Infringement Claim).
7.13 For the purposes of the paragraphs below, Infringement Claim shall mean either a BCIS Infringement Claim or a Customer Infringement Claim. The Indemnified Party agrees that:
(a) it shall promptly notify the indemnifying party of any Infringement Claim of which it has notice and provide to the indemnifying party reasonable assistance, at the indemnifying party’s expense, which indemnifying party may reasonably request in connection with the defence of any such Infringement Claim;
(b) it shall not make any admissions as to liability or compromise or agree to any settlement of any Infringement Claim without the prior written consent of the indemnifying Party which consent shall not be unreasonably withheld, conditioned or delayed; and
(c) the indemnifying party shall (at its own expense) be entitled to have control over the conduct of, or settlement of, all negotiations and litigation arising from any Infringement Claim and the indemnified party, shall at the indemnifying party’s request and expense, give the indemnifying party reasonable assistance in connection with those negotiations and litigation concerning such Infringement Claim (however the indemnifying party shall not be entitled, as part of the conduct, defence or settlement of such Infringement Claim o purport to bind or enter into any commitment on behalf of the indemnified party, or any indemnified party’s group member, without prior written consent.
7.14 Should the indemnified party become aware that there are or likely to be allegations of an infringement claim, it will notify the infringing party in writing as soon as reasonably practicable.
7.15 The indemnities in this paragraph 7 shall not apply where the party seeking indemnification has been negligent or is at fault.
17.16 shall have no liability or obligation in respect of (and shall not be obliged to defend) a BCIS Infringement Claim which arises in whole or in part from:
(a) any modification of the Subscription Services (or any part) without the BCIS’ express written approval;
(b) any non-BCIS materials;
(c) any Customer Data or Input Data;
(d) any open-source software;
(e) any breach of these Special Conditions by You;
(f) installations or use of the Subscription Services (or any part) otherwise than in accordance with these Special Conditions; or
(g) installation or use of the Subscription Services (or any part) in combination with any software, hardware or data that has not been supplied or expressly authorised by BCIS.
8.1 BCIS warranties
(a) BCIS warrants that it has the right to license the receipt and use of the Subscription Services as specified in these Special Conditions.
(b) BCIS warrants that the Subscription Services will operate materially in accordance with the service description when used in accordance with this Contract, and under normal use and normal circumstances during the Subscription Term.
(c) BCIS will provide the Subscription Services with reasonable skill and care in accordance with Good Industry Practice.
(d) In the event that any of the above warranties are breached by BCIS Your sole and exclusive remedy, at BCIS option, shall be either the:
(i) correction of the error resulting in the breach of warranty; or
(ii) should it not be possible to remedy or replace the defect or error within a reasonable time, the termination of the Contract and pro-rata refund to You of fees paid for such services that have not yet been performed.
8.2 Exclusion to warranties
(a) Except as expressly stated in these Special Conditions, all warranties, conditions and terms, whether express or implied by statute, common law or otherwise are hereby excluded to the extent permitted by law.
(b) Without limiting the effect of paragraph 8.1, BCIS does not warrant that:
(i) the supply of the Subscription Services will be free from interruption, including from minor errors or defects;
(ii) the Subscription Services will run on the Customer System;
(iii) the Subscription Services will comply with any specific legal or regulatory obligation that relates to You or any other person’s business;
(iv) the Subscription Services when used in connection with any of Your own data or data supplied by a third party will be compatible;
(v) the Subscription Services will meet Your individual needs or business requirements. You are responsible for satisfying Yourself as to the nature of the Subscription Services and for verifying the output and valuations generated by the Subscription Services; or
(vi) the Data is accurate, complete, reliable, useful, fit for purpose or timely.
(c) BCIS does not warrant any responsibility for any unavailability of or degradation in the Subscription Services. You acknowledge that the continued availability, compatibility with the Subscription Services and performance of the non-BCIS materials is outside the control of BCIS.
(d) Warranties shall not apply in any case where:
(i) You are in breach of this Contract;
(ii) You have failed to install any updates or upgrades;
(iii) You used the Subscription Services with incompatible software or equipment;
(iv) in the case of any act by a third party (including hacking or introduction of a Virus or malicious code); or
(v) attempted repair, rectification, or maintenance by a non-authorised party.
(e) Output and valuations will be generating using Good Industry Practice, but they are estimates only and are not warranted. You are advised to engage an RICS qualified surveyor if it is necessary to validate valuations and/or if the property is of a certain age, type, complexity or over certain values.
(f) Other than as set out in this Contract and subject to the limitation of liability all warranties, conditions whether express or implied including any implied terms as to quality, fitness for particular purpose, reasonable skill and care or ability to achieve a particular result are excluded to the fullest extent allowed under applicable law.
9.1 BCIS will use reasonable endeavours to provide support to You to manage any situations where the Subscription Services cannot be used in accordance with this Contract.
10.1 You shall comply and shall ensure that Your Customer Users comply with the acceptable use policy issued by BCIS from time to time.
11.1 Your subscription shall commence from the date which BCIS provides written confirmation that it has received payment from You or, where we have agreed to grant credit terms, from confirmation of Your Order Form by BCIS. Your subscription shall continue for the Subscription Term following which it shall be automatically renewed for successive periods of 12 months unless terminated earlier in accordance with the Contract.
11.2 On any termination of the Contract for any reason or expiry of the Subscription Term, You shall immediately ensure that all Data and Manipulated Data (excluding any Derived Data) is deleted from the Customer System save to the extent such deletion is prohibited by law and promptly provide BCIS with written evidence of the same where requested.
11.3 In the event of termination of this Contract in accordance with these Special Conditions, BCIS shall refund any charges for the relevant Subscription Term paid by You as at the date of termination (less a reasonable sum in respect of Your use of the Data to the date of termination).