End User License Agreement

This End User Licence Agreement (“EULA”) is a legal agreement between:

  1. SAVE WATER SAVE MONEY LIMITED, a company registered in England and Wales with company number 06106360 whose registered office is at 2 Midcroft, Ruislip, Middlesex, HA4 7ES, UK (“SWSM”, “us” or “we”); and
  2. you, a natural person using the Services (“End User” or “youb”),

for use of the aqKWa Savings EngineTM software platform (“Savings Engine”), an interactive, personalised online tool aimed at helping you save water, energy and money. The results of your water and energy usage questions provide you with tailored results (collectively defined as “Results”).

We license use of the Savings Engine to you on the terms of this EULA. We do not sell the Savings Engine to you and we remain the owners of the Savings Engine at all times.

IMPORTANT NOTICE:

  • BY USING THE SAVINGS ENGINE YOU AGREE TO THE TERMS OF THE LICENCE WHICH WILL BIND YOU.
  • IF YOU DO NOT AGREE TO THE TERMS OF THIS LICENCE, WE WILL NOT LICENSE THE SAVINGS ENGINE TO YOU AND YOUR RIGHTS TO VIEW THE DATA AND LOG INTO THE SAVINGS ENGINE WILL IMMEDIATELY TERMINATE.

We recommend that you print a copy of this EULA for future reference.

AGREED TERMS

  1. Acknowledgements
    1. The terms of this EULA apply to the Savings Engine or any of the services accessible through the Savings Engine (including, without limitation, the access of your Results, order free water savings products (“Free Pack”), book home water audits (“Home Water Audit”), the ability to switch gas or electricity suppliers, comparisons of your water usage with your neighbours, or the ability to purchase SWSM products) (“Services”), including any updates or supplements to the Savings Engine or any Service. However, if there are specific contractual terms in relation to a Service, those terms shall apply in addition to, and prevail over, this EULA (e.g. the purchase of SWSM products will be subject to the Save Water Save Money Terms and Conditions).
    2. We may update this EULA at any time by emailing you with details of the change or notifying you of a change when you next log into the Savings Engine. The new terms may be displayed on-screen and you may be required to read and accept them to continue your use of the Savings Engine and the Services.
    3. From time to time updates to the Savings Engine may be released. Depending on the update, you may not be able to use the Savings Engine and the Services until you have accepted any new terms. Certain updates, upgrades and/or additional features may also be subject to additional payment.
    4. You accept responsibility in accordance with the terms of this EULA for the use of the Savings Engine or any Service on or in relation to any computer, mobile or other device, whether or not it is owned by you (“Device”).
    5. The terms of our Privacy Notice and Website Terms of Use (as updated from time to time), available at www.savewatersavemoney.co.uk or www.aqkwa.co.uk are incorporated into this EULA by reference. Additionally, by using the Savings Engine or any Service, you acknowledge and agree that internet transmissions are never completely private or secure. You understand that any message or information you send using the Savings Engine or any Service may be read or intercepted by others.
    6. By using the Savings Engine or any of the Services, you consent to us collecting and using technical information about the Devices to help improve our products and to provide any Services to you.
    7. By booking a Home Water Audit with SWSM, you hereby acknowledge and agree that such Home Water Audit will be subject to the terms of the Home Visits Policy available at https://www.aqkwa.co.uk/en/other-policies (as updated from time to time).
    8. By ordering a Free Pack you hereby acknowledge and agree to the terms at [LINK].
    9. Unless the context otherwise requires, words in the singular shall include the plural and in the plural include the singular.
    10. A reference to a statute or statutory provision is a reference to it as amended, extended or re-enacted from time to time.
    11. The terms ‘including’, ‘include’, ‘in particular’ or any similar expression shall be construed as illustrative and shall not limit the sense of the words preceding those terms.
    12. Clause headings are for reference purposes only and shall not affect the interpretation of this EULA.
    13. A reference to ‘writing’ or ‘written’ includes faxes and email unless stated otherwise.
  2. Using the Saving Engine
    1. You may obtain a licence to use the Savings Engine (“Licence”) by submitting data relating to your water and energy usage directly through the Savings Engine. There is no end date on the Licence and it will continue until terminated in accordance with clause 9.
    2. You must be over eighteen years of age to create an account to use the Service Engine. You are responsible for maintaining the confidentiality of your account and password and you agree to accept responsibility for all activities that occur under your account or password.
    3. You are responsible for ensuring that the details you provide us with are correct and complete, and for informing us of any changes to the information you have provided.
  3. Service Levels
    1. Subject to circumstances outside of our reasonable control, we aim to keep the Savings Engine operational for a minimum of 98% of the time annually.
    2. So far as is reasonably practical, we shall aim to keep any planned system outages outside of working hours (9-5:30 Monday to Friday (excluding bank holidays)) and shall aim to keep such outages under four hours’ continuous duration on each occasion.
    3. We do not warrant that:
      1. your use of the Savings Engine will be uninterrupted or error-free;
      2. the Services or Results obtained by you through the Savings Engine will meet your requirements; or
      3. the Savings Engine will be compatible with your Device or any telecommunication links.
    4. We are not responsible for any delays, delivery failures, or any other loss or damage resulting from the transfer of data over communications networks and facilities, including the internet, and you acknowledge that the Savings Engine, Services and Results may be subject to limitations, delays and other problems inherent in the use of such communications facilities.
  4. Licence Restrictions
    1. Except as expressly set out in this EULA you agree:
      1. not to copy the Savings Engine or any underlying source code;
      2. not to disclose your login information to the Savings Engine to any other person;
      3. not to rent, lease, sub-license, loan, translate, merge, adapt, vary or modify the Savings Engine;
      4. not to make alterations to, or modifications of, the whole or any part of the Savings Engine, or permit the Savings Engine or any part of it to be combined with, or become incorporated in, any other programs;
      5. except as may be allowed by any applicable law which is incapable of exclusion by agreement between the parties:
        1. not to attempt to copy, modify, duplicate, create derivative works from, frame, mirror, republish, download, display, transmit, or distribute all or any portion of the Savings Engine in any form or media or by any means; or
        2. not to attempt to reverse compile, disassemble, reverse engineer or otherwise reduce to human-perceivable form all or any part of the Savings Engine;
      6. not to access all or any part of the Savings Engine, the Services or any Results in order to build a product or service which competes with the Savings Engine;
      7. not to use the Savings Engine, the Services or the Results to provide services to third parties;
      8. not to license, sell, rent, lease, transfer, assign, distribute, display, disclose, or otherwise commercially exploit, or otherwise make the Savings Engine and/or the Services available to any third party, or
      9. not to attempt to obtain, or assist third parties in obtaining, access to the Savings Engine and/or Services, other than as permitted by EULA; and
      10. (j) to comply with all technology control or export laws and regulations that apply to the technology used or supported by the Savings Engine or any Service,
  5. together defined as “Licence Restrictions”.

  6. Acceptable Use Restrictions and Obligations
    1. You must:
      1. not use the Savings Engine or any Service in any unlawful manner, for any unlawful purpose, or in any manner inconsistent with this EULA, or act fraudulently or maliciously, for example, by hacking into or inserting malicious code, including 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, into the Savings Engine, any Service or any operating system;
      2. not infringe our Intellectual Property Rights or those of any third party in relation to your use of the Savings Engine or any Service, including the submission of any infringing material by you to the Savings Engine;
      3. not transmit any material that is defamatory, illegal, offensive or otherwise objectionable in relation to your use of the Savings Engine or any Service;
      4. not use the Results for any illegal, misleading or unethical purpose or otherwise in any manner which may be detrimental to the reputation of Save Water Save Money;
      5. not use the Savings Engine or any Service in a way that could damage, disable, overburden, impair or compromise our systems or security or interfere with other users; and
      6. not collect or harvest any information or data from any Service or our systems or attempt to decipher any transmissions to or from the servers running any Service,
      7. together defined as “Acceptable Use Restrictions”.

    2. You shall use your best endeavours to use adequate technological and security measures, including measures we may reasonably recommend (such as anti-virus and firewall protection on your Device), or that you and we may agree to, from time to time.
    3. Without prejudice to the obligations undertaken in this clause 5, you must notify us immediately upon becoming aware or suspecting that any login information has been used, or may be known, by any third party so that we can re-set your login details.
    4. You agree to provide us with all reasonably required information, co-operation and assistance as may be required by us under this EULA in a timely and efficient manner.
    5. You acknowledge that you are solely responsible for procuring and maintaining your network connections and telecommunications links from your systems and all problems, conditions, delays, delivery failures and all other loss or damage arising from or relating to your network connections or telecommunications links or caused by the Internet.
  7. Intellectual Property Rights
    1. In this clause “Intellectual Property Rights” means any patents, copyright, trade marks, trade names, domain names, rights in get-up, rights in goodwill or to sue for passing off, rights in designs (whether registered or unregistered) database rights, topography rights, moral rights, rights in confidential information (including without limitation know-how and trade secrets) and any other Intellectual Property Rights or industrial property rights, in each case whether registered or unregistered and including without limitation 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.
    2. You acknowledge and agree that SWSM and/or its licensors own all Intellectual Property Rights in the Savings Engine. Except as expressly stated herein, this EULA does not grant you any rights or interest to, under or in, any Intellectual Property Rights or any other rights or licences in respect of the Savings Engine.
    3. You hereby grant SWSM a non-exclusive, royalty-free, transferable, irrevocable, perpetual, worldwide licence to use the Intellectual Property Rights in any data that you input into the Savings Engine. We reserve the right to provide this data to third parties, provided that any Personal Data shall be strictly processed in accordance with our Privacy Notice.
    4. You acknowledge that all Intellectual Property Rights in the Savings Engine, the Services and the Results belong to us or our licensors, that rights in the Savings Engine and the Results are licensed (not sold) to you, and that you have no rights in, or to, the Savings Engine, the Services or the Results other than the right to use each of them in accordance with the terms of this EULA.
    5. You are hereby granted a non-exclusive, revocable, non-transferable licence to use the Savings Engine, the Services and the Results in the country that you are resident in for your personal use (if the End User is a consumer) or internal business operations (if the End User is operating in a business capacity). The use of the Savings Engine will terminate in accordance with clause 9.
    6. The End User will indemnify and keep SWSM and its officers, employees, consultants, agents and sub-contractors indemnified, on demand, against all losses, costs and liabilities and all expenses, including reasonable legal or other professional expenses, suffered or incurred by SWSM arising out of or in connection with any claim:
      1. in relation to the End User’s data infringing a third party’s Intellectual Property Rights;
      2. for any breach of the Licence Restrictions and/or Acceptable Use Restrictions; and
      3. for any defamatory, offensive or illegal content, information or materials provided by you either directly or indirectly to us.
  8. Confidentiality and Data Protection
    1. Our approach to the capture, storing, sharing and use of information and data (including data supplied by you) is set out in our Privacy Notice.
    2. Please read our Privacy Notice carefully as it is binding on you in relation to the processing of your Personal Data pursuant to your use of the Savings Engine. Please note that we may send users of the Savings Engine service related information by email from time to time. For the avoidance of doubt, SWSM may use anonymised customer data for the purposes of marketing and analysis.
    3. We will keep your email address and password in strict confidence (“Confidential Information”), subject to the below provisions. Any general data submitted by you into the Savings Engine will be used in accordance with clause 6.3.
    4. We will only use your Confidential Information to the extent required in providing you with the Services and operating the Services Engine.
    5. We may provide Confidential Information to our officers, employees, consultants, agents and subcontractors who need access to the Confidential Information in connection with discharging our obligations under these Terms and Conditions of Use, provided that they are subject to comparable confidentiality restrictions as this condition.
    6. Nothing in these Terms and Conditions of Use will prevent us from using or disclosing any Confidential Information which:
      1. is in or comes into the public domain in any way without breach of this these Terms and Conditions of Use by us or any person or entity to whom it makes disclosure;
      2. we can show was: (i) in our possession or known to us by being in our use or being recorded in its files prior to receipt from you and was not acquired by us under an obligation of confidence; or (ii) to have been independently developed by us without reference to the Confidential Information;
      3. we obtain or have available from a source other than from you, without breach by us, or such source of any obligation of confidentiality or non-use;
      4. is disclosed by us with your prior written approval; or
      5. is required by law to be released (e.g. by a court order), provided that, when permitted by the applicable law, you are given as much prior written notice as possible of such request.
  9. Limitation of Liability
    1. You acknowledge that the Savings Engine has not been developed to meet your individual requirements. We only supply the Savings Engine for your personal use (if the End User is a consumer) or internal business operations (if the End User is operating in a business capacity).
    2. This clause 8 sets out the entire financial liability of SWSM (including any liability for the acts or omissions of its employees, agents and sub-contractors) to you:
      1. arising under or in connection with this EULA;
      2. in respect of any use made by you of the Savings Engine, the Services and the Results or any part of them; and
      3. in respect of any representation, statement or tortious act or omission (including negligence) arising under or in connection with this EULA.
    3. Except as expressly and specifically provided in this EULA:
      1. you assume sole responsibility for data obtained from the use of the Savings Engine and the Services and the Results and for conclusions drawn from such use. We shall have no liability for any damage caused by errors or omissions in any information, instructions or scripts provided by us to you in connection with the Services;
      2. all warranties, representations, conditions and all other terms of any kind whatsoever implied by statute or common law are, to the fullest extent permitted by applicable law, excluded from this EULA; and
      3. the Savings Engine, the Services and the Results are provided to you on an “as is” basis. Water savings are based on the cost of metered water supply and sewerage charged by your Water Company, based on the postcode you have provided. Energy savings are based on rates stated in the Savings Engine. Prices apply to homes in England, Scotland and Wales. Savings will vary by household, customer water use and water saving behaviour. The savings presented are estimates and are not guaranteed by either Save Water Save Money or your Water Company. Further details including rates used for other energy fuels can be found at http://www.energysavingtrust.org.uk/about-us/our-calculations and https://www.ukpower.co.uk/home_energy/average-energy-bill.
    4. Nothing in this EULA limits or excludes the liability of either party for death or personal injury resulting from negligence or for any damage or liability incurred by a party as a result of fraud or fraudulent misrepresentation by the other party.
    5. The End User will indemnify and keep SWSM and its officers, employees, consultants, agents and sub-contractors indemnified, on demand, against all losses, costs and liabilities and all expenses, including reasonable legal or other professional expenses, suffered or incurred by SWSM arising out of or in connection with any breach of this EULA by the End User, or by any third party acting on the End User’s behalf.
    6. Subject to clause 8.3 and 8.4 and excluding any liability under the indemnity in clause 6.6:
      1. neither party will not be liable to the other party for loss of profits, loss of business, depletion of goodwill and/or similar losses, loss of anticipated savings, loss of goods, loss of contract, loss of use, loss or corruption of data or information or any special, unforeseeable loss (i.e. indirect and consequential loss) or pure economic loss, costs, damages, charges or expenses. For the avoidance of doubt, loss or damage is unforeseeable if either it is not obvious that it will happen or if, at the time the contract was made, both we and you did not know that it might happen; and
      2. each party’s total liability to the other party in contract, tort (including negligence or breach of statutory duty), misrepresentation, restitution or otherwise arising under or in connection with this EULA will be limited to a sum equal to £1,000 (or the equivalent amount in any applicable local currency).
  10. Termination
    1. This EULA may be terminated by you at any time with immediate effect by providing notice of termination to SWSM by email to [email protected]
    2. We may terminate or suspend (at our sole discretion) this EULA immediately by providing notice to you if you breach any of the Licence Restrictions or the Acceptable Use Restrictions.
    3. On termination for any reason:
      1. all rights granted to you under this EULA shall cease;
      2. you must immediately cease all activities authorised by this EULA; and
      3. any rights, remedies, obligations or liabilities of the parties that have accrued up to the date of termination, including the right to claim damages in respect of any breach of the EULA which existed at or before the date of termination shall not be affected or prejudiced.
    4. If, for whatever reason, our relationship with a third party service or data provider is restricted, suspended or terminated which affects our ability to provide the Savings Engine, the Services or the Results, we will notify you in writing and use reasonable endeavours to re-commence the Savings Engine, the Services and the provision of the Results as soon as possible. However, we will have no liability to you for any interruptions or termination of the Savings Engine or the Services hereunder.
    5. The suspension or cancellation of your account and your right to use the Savings Engine shall not affect either party's rights or liabilities.
  11. Communication Between Us
    1. If you wish to contact us in writing, or if any condition in this EULA requires you to give us notice in writing, you can send this to us by e-mail to [email protected] We will confirm receipt of this by return e-mail.
    2. If we have to contact you or give you notice in writing, we will do so by e-mail to the address you provide to us in your request for the Savings Engine.
  12. Events Outside Our Control (Force Majeure)
    1. We will not be liable or responsible for any failure to perform, or delay in performance of, any of our obligations under this EULA that is caused by any act or event beyond our reasonable control, including without limitation, strikes, lock-outs or other industrial disputes or illness involving the workforce of SWSM, failure of a utility service or transport network, act of God, war, riot, civil commotion, malicious damage, compliance with any law or governmental order, rule, regulation or direction, accident, breakdown of plant or machinery, fire, flood, storm or default of suppliers or sub-contractors (“Event Outside Our Control”).
    2. If an Event Outside Our Control takes place that affects the performance of our obligations under this EULA:
      1. our obligations under this EULA will be suspended and the time for performance of our obligations will be extended for the duration of the Event Outside Our Control; and
      2. we will use our reasonable endeavours to find a solution by which our obligations under this EULA may be performed despite the Event Outside Our Control.
  13. Third Party Providers
    1. You hereby acknowledge that the Services may enable or assist you to access the website content of, correspond with, and purchase products and services from, third parties via third-party websites and that if you do so, this is solely at your own risk.
    2. SWSM makes no representation, warranty or commitment and shall have no liability or obligation whatsoever in relation to the content or use of, or correspondence with, any such third party website, or any transactions completed, and any contract entered into by you with any such third party. Any contract entered into and any transaction completed via any third-party website is between you and the relevant third party, and not SWSM.
    3. SWSM recommends that you refer to the third party's website terms and conditions and privacy policy prior to using the relevant third party website. SWSM does not endorse or approve any third party website nor the content of any of the third party website made available through the Savings Engine.
  14. Miscellaneous
    1. This EULA constitutes the entire agreement between the parties and supersedes and extinguishes all previous agreements, promises, assurances, warranties, representations and understandings between them, whether written or oral, relating to its subject matter. Each party acknowledges that in entering into this EULA it does not rely on, and shall have no remedies in respect of, any statement, representation, assurance or warranty (whether made innocently or negligently) that are not set out in this EULA. Each party agrees that it shall have no claim for innocent or negligent misrepresentation or negligent misstatement based on any statement in this EULA.
    2. We reserve the right to make changes to this EULA at any time upon providing you with notice. We will provide you with any updated terms on the login page of the Savings Engine. If you continue to use the Savings Engine then you will be deemed to have accepted the updated EULA.
    3. No failure or delay by a party to exercise any right or remedy provided under this EULA or by law shall constitute a waiver of that or any other right or remedy, nor shall it prevent or restrict the further exercise of that or any other right or remedy. No single or partial exercise of such right or remedy shall prevent or restrict the further exercise of that or any other right or remedy. The rights and remedies provided under this EULA are in addition to, and not exclusive of, any rights or remedies provided by law.
    4. You shall not, without the prior written consent of SWSM, assign, transfer, charge, sub-contract or deal in any other manner with all or any of its rights or obligations under this EULA. SWSM may at any time assign, transfer, charge, sub-contract or deal in any other manner with all or any of its rights or obligations under this EULA.
    5. Nothing in this EULA is intended to or shall operate to create a partnership between the parties, or to authorise either party to act as agent for the other, and neither party shall have authority to act in the name or on behalf of or otherwise to bind the other in any way (including without limitation the making of any representation or warranty, the assumption of any obligation or liability and the exercise of any right or power).
    6. No one other than a party to this EULA, their successors and permitted assignees, shall have any right to enforce any of its terms.
    7. If any provision or part-provision of this EULA is or become invalid, illegal or unenforceable, it shall be deemed modified to the minimum extent necessary to make it valid, legal and enforceable. If such modification is not possible, the relevant provision or part-provision shall be deemed deleted. Any modification to or deletion of a provision or part-provision under this clause shall not affect the validity and enforceability of the rest of this EULA.
    8. All notices must be in writing and are deemed given when mailed by registered or certified mail, return receipt requested, to the other party’s main business address. It is agreed that serving notice by email or fax will not be an effective method of providing notice of a claim under this EULA.
    9. Any provision of this EULA that expressly or by implication is intended to come into or continue in force on or after termination or expiry of this EULA shall remain in full force and effect.
    10. If you have any issues with our services, please contact us at [email protected] Please note that the European Commission has established the ODR Platform, which is available at http://ec.europa.eu/consumers/odr/, as a potential means of resolving disputes.
  15. Law and Jurisdiction
    1. This EULA and any disputes or claims arising out of or in connection with it or its subject matter or formation (including without limitation non-contractual disputes or claims) are governed by English law and the parties irrevocably submit to the exclusive jurisdiction of the English courts.