Terms and Conditions
BACKGROUND: This agreement applies as between you, the User of any Website and/or the Services and Ensygnia Ltd, the owner of the Website(s). Your agreement to comply with and be bound by these Terms and Conditions is deemed to occur upon your first use of any Website and/or the Services. If you do not agree to be bound by these Terms and Conditions, you should stop using the Website and/or the Services immediately.
No part of any Website is intended to constitute a contractual offer capable of acceptance.
Definitions and Interpretation In this Agreement the following terms shall have the following meanings:
"Account" means collectively the personal information, Payment Information and credentials used by Users to access Content and / or any communications System on a Website;
"Content" means any text, graphics, images, audio, video, software, data compilations and any other form of information capable of being stored in a computer that appears on or forms part of a Website;
"Ensygnia" means Ensygnia Ltd with company number 07462913 whose registered office is at Merlin Place, Milton Road, Cambridge, CB4 0DP, England;
"Service" means collectively any online facilities, tools, services or information that Ensygnia makes available through any Website or otherwise either now or in the future;
"Services" means the services available to you through any Website or via related service endpoints provided by Ensygnia to facilitate use of our products in general, but specifically the use of Ensygnia’s proprietorial product known as “Onescan” and other identity, authentication services;
"Payment Information" means any details required for the purchase of Services from Ensygnia or from or in any way related to any Website. This includes, but is not limited to, credit / debit card numbers, bank account numbers, sort codes, IBANs and SWIFT addresses;
"Purchase Information" means collectively any orders, invoices, receipts or similar that may be in hard copy or electronic form;
"Premises" means our place(s) of business located at 450 Brook Drive, Green Park, Reading, RG2 6UU, United Kingdom;
"System" means any online communications infrastructure that Ensygnia makes available through any Website either now or in the future. This includes, but is not limited to, web-based email, message boards, live chat facilities and email links;
"User / Users" means any third party that accesses any Website and is not employed by Ensygnia ; and
"Website(s)" means the website that you are currently using (www.ensygnia.com), any sub-domains of this site, any subdomain of onescan.me and all linked sites at [service name].ensygnia.net unless expressly excluded by their own terms and conditions.
Business Customers These Terms and Conditions apply to business customers only. If you are a non-business customer, the terms and conditions applying to you are linked to the app you have or may download, which terms are required to be accepted prior to use of or access to our product(s).
Intellectual Property
Subject to the exceptions in Clause 4 of these Terms and Conditions, all Content included on a Website and/or related to the Services including, but not limited to, text, graphics, logos, icons, images, sound clips, video clips, data compilations, page layout, underlying code and software is the property of Ensygnia, our affiliates or other relevant third parties. By continuing to use a Website and/or the Services you acknowledge that such material is protected by applicable United Kingdom and International intellectual property and other laws.
Subject to Clause 5 you may not reproduce, copy, distribute, store or in any other fashion re-use material from a Website and/or the Services unless otherwise indicated on the Website or unless given express written permission to do so by Ensygnia.
Third Party Intellectual Property
Unless otherwise expressly indicated, all Intellectual Property rights including, but not limited to, Copyright and Trademarks, in product images and descriptions belong to the manufacturers or distributors of such products as may be applicable.
Subject to Clause 6 you many not reproduce, copy, distribute, store or in any other fashion re-use such material unless otherwise indicated on the Website or unless given express written permission to do so by the relevant manufacturer of supplier.
Fair Use of Intellectual Property Material from a Website may be re-used without written permission where any of the exceptions detailed in Chapter III of the Copyright Designs and Patents Act 1988 apply.
Links to Other Websites Websites may contain links to other sites. Unless expressly stated, these sites are not under the control of Ensygnia or that of our affiliates. We assume no responsibility for the content of such websites and disclaim liability for any and all forms of loss or damage arising out of the use of them. The inclusion of a link to another site on this Website does not imply any endorsement of the sites themselves or of those in control of them.
Use of Communications Facilities
When using contacting us via a Website or when using any other System on a Website you should do so in accordance with the following rules:
You must not use obscene or vulgar language;
You must not submit Content that is unlawful or otherwise objectionable. This includes, but is not limited to, Content that is abusive, threatening, harassing, defamatory, ageist, sexist or racist;
You must not submit Content that is intended to promote or incite violence;
It is advised that submissions are made using the English language as we may be unable to respond to enquiries submitted in any other languages;
The means by which you identify yourself must not violate these Terms and Conditions or any applicable laws;
You must not impersonate other people, particularly employees and representatives of Ensygnia or our affiliates; and
You must not use our System for unauthorised mass-communication such as “spam” or “junk mail”.
You acknowledge that Ensygnia reserves the right to monitor any and all communications made to us or using our System.
You acknowledge that Ensygnia may retain copies of any and all communications made to us or using our System.
You acknowledge that any information you send to us through our System or post on any chat or communication site on this Website may be modified by us in any way and you hereby waive your moral right to be identified as the author of such information. Any restrictions you may wish to place upon our use of such information must be communicated to us in advance and we reserve the right to reject such terms and associated information.
Accounts
In order to procure Services on a Website and to use all associated facilities you may be required to create an Account which will contain certain personal and corporate details and Payment Information which may vary based upon your use of the Website as we may not require payment information until you wish to use our Services. By continuing to use a Website you represent and warrant that:
all information you submit is accurate and truthful;
you have permission to submit Payment Information where permission may be required; and
you will keep this information accurate and up-to-date.
Your creation of an Account is further affirmation of your representation and warranty.
Ensygnia accepts no liability for any losses or damages incurred as a result of your operation of your Account.
If you have reason to believe that your Account details have been obtained by another without consent, you should contact Ensygnia immediately to suspend your Account and cancel any unauthorised orders or payments that may be pending. Please be aware that orders or payments can only be cancelled up until provision of Services has commenced. In the event that an unauthorised provision commences prior to your notifying us of the unauthorised nature of the order or payment, Ensygnia accepts no liability or responsibility but Ensygnia will suspend provision of Services and the withdrawal of any scheduled payments pending investigation. Following investigation, it shall be determined whether or not to cancel the Services and make a full or partial refund of the payment.
Termination and Cancellation
Either Ensygnia or you may terminate your Account. Ensygnia may terminate your Account immediately should you breach any of these Terms and Conditions or otherwise on one month’s written notice. You may only terminate your Account in accordance with any overriding contract we agree with you and otherwise on one month’s written notice.
If Ensygnia terminates your Account, you will be notified by email and an explanation for the termination will be provided. Notwithstanding the foregoing, we reserve the right to terminate without giving reasons.
If Ensygnia terminates your Account, any current or pending payments on your Account will be cancelled and provision of Services will not continue.
Ensygnia reserves the right to cancel our Services without stating reasons (subject to any overriding or supplemental contractual terms agreed with you), for any reason prior to processing payment or commencing Services provision.
Payment
Any and all monies are due for payment in accordance with any overriding or supplemental contract between us and otherwise on the first to occur or the date of delivery of the relevant Services or on demand.
Clause 11.1 is subject to any subscription based service, which may be specifically negotiated or in default thereof shall be charged monthly in arrears.
Interest will be charged on a daily basis as commercial interest at 5% above the base rate of the Bank of England obtaining at the time on all late payments.
Refunds will not be made as payment is due at the point of Service or in arrears in accordance with clause 11.2. Subscriptions may be terminated on one month’s notice. If notice is given by Ensygnia without any breach by you then you shall not be liable to pay the final month’s subscription. If you give notice, save in the event that Ensygnia is in demonstrable breach, then no refund will be given.
Services, Pricing and Availability
Whilst every effort has been made to ensure that all descriptions of Services available from Ensygnia correspond to the actual Services, Ensygnia is not responsible for any variations from these descriptions. This does not exclude our liability for mistakes due to negligence on our part and refers only to variations of the correct Services, not different Services altogether. Please refer to sub-Clause 13.4 for incorrect Services.
Ensygnia does not represent or warrant that such Services will be available. Availability indications are not provided on the Website.
All pricing information on a Website is correct at the time of going online. Ensygnia reserves the right to change prices and alter or remove any incentives from time to time and as necessary.
In the event that prices are changed during the period between any overriding or supplemental contract being signed and an order being placed for Services, you will be contacted prior to your order being processed with details of the new price.
All prices on the Website do not include VAT. Ensygnia’s VAT number is 129 5871 80.
Provision of Services
Provision of Services shall commence when full payment has been received whether on a subscription basis or otherwise or as otherwise detailed in the Terms & Conditions pertaining directly to those Services.
Ensygnia shall use its reasonable endeavours to provide the Services with reasonable skill and care.
Provision of all Services shall be subject to the Terms and Conditions pertaining directly to those Services.
In the event that Services are provided that are not in conformity with your order and/or any overriding or supplemental contract between us and thus incorrect, you should contact us within 10 days to inform us of the mistake. Ensygnia will ensure that any necessary corrections to the Services provided are made within 7 working days.
Ensygnia reserves the right to exercise discretion with respect to any alterations to Services under the provisions of this Clause 13. Factors which may be taken into account in the exercise of this discretion include, but are not limited to:
Any use or enjoyment that you may have already derived from the Services;
Any characteristic of the Services which may mean that cessation of provision is impossible without significant further work on the part and at the expense of Ensygnia.
Such discretion to be exercised only within the confines of the law.
Privacy
Use of Websites is also governed by our Privacy Policy, which is incorporated into these terms and conditions by this reference. To view the Privacy Policy, please click on the link above or copy and paste the address into your browser.
Disclaimers
Ensygnia makes no warranty or representation that a Website or the Services will meet your requirements, that it will be of satisfactory quality, that it will be fit for a particular purpose, that it will not infringe the rights of third parties, that it will be compatible with all systems, and that all information provided will be accurate. We make no guarantee of any specific results from the use of our Service or Services.
No part of a Website is intended to constitute advice and the Content of a Website should not be relied upon when making any decisions or taking any action of any kind.
No part of a Website is intended to constitute a contractual offer capable of acceptance.
Whilst Ensygnia uses reasonable endeavours to ensure that Websites are secure and free of errors, viruses and other malware, all Users are advised to take responsibility for their own security, that of their personal details and their computers.
Changes to the Service and these Terms and Conditions Ensygnia reserves the right to change a Website, its Content or these Terms and Conditions at any time. You will be bound by any changes to the Terms and Conditions from the first time you use the Website or the Services following the changes. If Ensygnia is required to make any changes to Terms and Conditions by law, these changes will apply automatically.
Availability of Websites
The Service is provided “as is” and on an “as available” basis. We give no warranty that the Service will be free of defects and / or faults. To the maximum extent permitted by law we provide no warranties (express or implied) of fitness for a particular purpose, accuracy of information, compatibility and satisfactory quality.
Ensygnia accepts no liability for any disruption or non-availability of a Website resulting from external causes including, but not limited to, ISP equipment failure, host equipment failure, communications network failure, power failure, natural events, acts of war or legal restrictions and censorship.
Limitation of Liability
To the maximum extent permitted by law, Ensygnia accepts no liability for any direct or indirect loss or damage, foreseeable or otherwise, including any indirect, consequential, special or exemplary damages arising from the use of the Website and/or the Services or any information contained therein. Users should be aware that they use the Website and its Content and/or the Services at their own risk.
Nothing in these Terms and Conditions excludes or restricts Ensygnia’s liability for death or personal injury resulting from any negligence or fraud on the part of Ensygnia.
Nothing in these Terms and Conditions excludes or restricts Ensygnia’s liability for any direct or indirect loss or damage arising out of the incorrect provision of the Services or out of reliance on incorrect information included on the Website.
Whilst every effort has been made to ensure that these Terms and Conditions adhere strictly with the relevant provisions of the Unfair Contract Terms Act 1977, in the event that any of these terms are found to be unlawful, invalid or otherwise unenforceable, that term is to be deemed severed from these Terms and Conditions and shall not affect the validity and enforceability of the remaining Terms and Conditions. This term shall apply only within jurisdictions where a particular term is illegal.
No Waiver In the event that any party to these Terms and Conditions fails to exercise any right or remedy contained herein, this shall not be construed as a waiver of that right or remedy.
Previous Terms and Conditions In the event of any conflict between these Terms and Conditions and any prior versions thereof, the provisions of these Terms and Conditions shall prevail unless it is expressly stated otherwise.
Third Party Rights Nothing in these Terms and Conditions shall confer any rights upon any third party. The agreement created by these Terms and Conditions is between you and Ensygnia.
Communications
All notices / communications shall be given to us either by post to our Premises (see address above) or by email to info@ensygnia.com. Such notice will be deemed received 3 days after posting if sent by first class post, the day of sending if the email is received in full on a business day and on the next business day if the email is sent on a weekend or public holiday.
Ensygnia may from time to time send you information about our products and/or services. If you do not wish to receive such information, please click “unsubscribe” in any relevant email received from us.
Law and Jurisdiction These Terms and Conditions and the relationship between you and Ensygnia shall be governed by and construed in accordance with the Law of England and Ensygnia and you agree to submit to the exclusive jurisdiction of the Courts of England.