TERMS AND CONDITIONS (Version: General – Mar 2020)
These are the Terms and Conditions between Outfield Technologies and the Client, and are governed by the laws of England and Wales.
DATA OWNERSHIP AND PRIVACY
- In order to receive the services and deliverables laid out in this Agreement, the Client agrees to use theOutfield Platform, which consists of the Outfield web application, flight planning systems, data storage systems, data processing systems and other associated systems including third party applications as necessary.
- To enable Outfield to carry out these services and continually improve the system, all data entered or uploaded onto the Outfield Platform will be owned by Outfield Technologies. Outfield Technologies will have the right to use all Outfield Platform data for training and development purposes.
- Outfield Platform data relating to the Client includes any data entered or uploaded by the Client on the Outfield Platform, and any Deliverables data received by the Client from the Outfield Platform. Outfield Technologies will archive a copy of this data for at least 24 months from the date of data entry or upload. During this period the Client can request a copy of this data, which will be made available to the Client with reasonable notice.
- Deliverables will be made available through the Outfield web application or as per the project contract.
- The Client’s access to the Outfield Platform may be limited or blocked if payments are more than 30 days in arrears.
- Outfield Technologies will not release publicly or privately any data relating to the Client that could be considered commercially sensitive, unless with written permission from the Client.
- From time to time, Outfield Technologies may use imagery or other data relating to the Client for marketing or promotional purposes. Data used for these purposes will always be released anonymously and in such a way that no commercially sensitive data relating to the Client is released, unless with written permission from the Client.
- Both Outfield and the Client shall keep in strict confidence all technical, commercial or confidential information which either party may obtain. Confidentiality shall extend for 5 years beyond the termination of this contract.
OPERATION OF DRONES
- All operations of drones (also known as unmanned aerial vehicles or UAVs) will be carried out by the Client using their own drone equipment, unless otherwise specified in the project contract.
- When operating a drone, the Client will have all responsibility for ensuring the safe operation of the drone, operating in accordance with all appropriate national and local legislation, and securing appropriate insurance.
- Outfield Technologies will provide flight paths or “waypoints” for the drone to follow, but the Client is responsible for the safe operation of the drone during flight. It is the responsibility of the Client to check the flight path before flight and monitor the drone during flight to ensure the safe operation of the drone. Outfield flight paths are used by the Client at their own risk, and Outfield Technologies accepts no liability for damage or injury caused during any drone surveys carried out by the client.
- All payments are to be made within 30 days from receipt of the Invoice.
- If payments are not made within this period, Outfield Technologies shall have the right to charge interest on the overdue amount at the rate of 7% AER above the current Bank of England base rate accruing on a daily basis from the Due Date until the date of actual payment of the overdue amount.
- Outfield Technologies disclaims and excludes all liability to the Client in connection with the Client’s use of the Deliverables and in no event shall Outfield Technologies be liable for damages in connection with the use of the Deliverables. In any event, Outfield Technologies’ entire liability under any contract shall be limited to damages of an amount equal to the price of the contract.
- The Client shall indemnify and defend Outfield Technologies and its employees in respect of any claims by third parties, which arise from any Outfield Technologies activities pursuant to the instructions of the Client or its authorised representative.
DISPUTE AND TERMINATION
- If any disputes arise, primary contacts from Outfield Technologies and the Client will communicate by phone, video call or meeting within 30 days to find a resolution. In the unlikely event a resolution cannot be found, the contract will be terminated
- Outfield Technologies may terminate the relationship if there is a material change in circumstances or protracted Client default by giving the Client written notice, and will provide the Client with any Deliverables produced up to the date of termination.
- The Client may terminate the relationship if there is a material change in circumstances by giving Outfield Technologies written notice. Outfield Technologies will require the Client to pay all charges and expenses up to the date of termination, along with 50% of the remaining project budget.