PLEASE READ CAREFULLY BEFORE ACCESSING ANY SERVICES OR USING LOCAL INSIGHT
You are being provided with access to Local Insight, including the Local Insight API, as further defined below as ‘the Services’) by your employer having entered into a legally binding agreement with Oxford Consultants for Social Inclusion (OCSI) who own Local Insight.
We are licensing the use of the Services to you on the basis that you have been designated as an Authorised User of the Services. Your use of the Services shall be in accordance with these Terms of Use and the terms of an agreement between OCSI and your employer. As part of that agreement they have agreed that you shall be bound by these Terms of Use. We do not sell the Services to you. We, or our licensors, remain the owners of the Services at all times.
These Terms of Use set out the rights and restrictions relating to your use of the Services and you must abide by them, as your employer is responsible for your compliance with these Terms of Use.
These Terms of Use also create a direct relationship between you and OCSI in the event that OCSI need to enforce any of its rights against you.
You should download, save or print a copy of these Terms of Use for future reference.
1. DEFINITIONS
The following defined terms are used in these Terms of Use:
Good Industry Practice: means the exercise of that degree of skill, care, prudence, efficiency, foresight and timeliness as would be expected within the relevant industry or business sector.
Customer: means your employer.
Customer’s Data: means indicator data and point location data that is bespoke to and uploaded by the Customer.
Local Insight API: an API that provides Authorised Users with programmatic access to specific indicator data for geographies accessible by the Customer through Local Insight.
OCSI Data: means the underlying indicators and geographies, and themes (and any updates to them), that are provided as part of Local Insight for the purpose of your use of the Services.
Services: the web-based, location data based information tool currently known as Local Insight (including access to the Services via the Local Insight API) as provided to the Customer under the terms of this agreement.
Viruses: means 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.
Vulnerability: means a weakness in the computational logic (for example, code) found in software and hardware components that, when exploited, results in a negative impact to confidentiality, integrity, or availability, and the term Vulnerabilities shall be construed accordingly.
Any words following the terms including, include, in particular, for example or any similar expression shall be interpreted as illustrative and shall not limit the sense of the words preceding those terms.
Unless the context otherwise requires, words in the singular shall include the plural and in the plural shall include the singular.
A reference to writing or written includes email.
2. YOUR USE OF THE SERVICES
2.1 In consideration of the Services being made available to you and you agreeing to abide by the terms of this Licence, we grant to you a limited, non-exclusive, non-transferable, revocable licence, without the right to sublicense, the right to access and use the Services in accordance with these Terms of Use, solely for your internal business operations.
2.2 Your use of the Services is limited to you using and accessing the Services via servers and workstations operated by or on behalf of your employer.
2.3 You shall provide OCSI with:
2.4 You shall ensure that you keep all OCSI Data secret and confidential (and your use of the Services is subject to you having a suitable written agreement in place with your employer regarding confidentiality and with the ability for them to legally enforce any obligations of confidentiality and protection of intellectual property).
2.5 You shall have sole responsibility for the legality, reliability, integrity, accuracy and quality of all of the Customer’s Data that you input into the Services.
2.6 You may only use the Services in accordance with any restrictions or limitations imposed by your employer.
2.7 Your access to the Services will be limited to the level set by your employer (which means that you may not have full access to all of the Services and may not be able to create custom reports or download reports).
2.8 You understand that any misuse of the Services or any non-compliance may result in us suspending or termination your use of the Services and OCSI Data and notifying your employer of this.
2.9 It is your responsibility to ensure that you save or download your work at regular intervals as we cannot guarantee that any Customer Data that you submit will not be lost.
3. RESTRICTIONS
3.1 When using and accessing the Services you shall:
4. INTELLECTUAL PROPERTY RIGHTS
4.1 You acknowledge that all intellectual property rights in the Services and OCSI Data belong to OCSI or its licensors. Any rights in the Services and OCSI are only licensed (not sold) to you and are done so strictly in accordance with these Terms of Use and the contract between OCSI and your employer. You hereby acknowledge and agree that you have no rights in, or to, the Services or the OCSI Data other than the right to use them in accordance with these Terms of Use.
4.2 You hereby acknowledge and agree that you have no right to have access to access the Services (or any part thereof) in source code form.
5. LIMITATION OF LIABILITY
5.1 You hereby acknowledge and agree that the Services have not been developed or designed to meet or support any individual requirements you have.
5.2 You hereby acknowledge and agree that we have no liability to you (whether in contract, tort, negligence, breach of statutory duty or otherwise) as your employer is our contracting counterparty and you are just an Authorised User under the terms of OCSI’s contract with them.
6. TERMINATION & SUSPENSION
6.1 We may immediately terminate or suspend your use of the Services and/or OCSI Data if you commit a breach these Terms of Use (including in relation to any agreed ‘rate limits’ or ‘data export quotas’).
6.2 You hereby acknowledge and agree that:
6.3 On termination for any reason:
7. COMMUNICATIONS BETWEEN US
7.1 We may update these Terms of Use at any time and your continued use of the Services will be subject to you accepting such updated terms.
7.2 Any notice given by us to you will be deemed received and properly served 24 hours after an email is sent and in proving the service of any notice, it will be sufficient to prove that such email was sent to the email address of the recipient given for these purposes.
8. HOW WE MAY USE YOUR PERSONAL INFORMATION
8.1 You hereby acknowledge and agree that as part of the contract between us and your employer they have had to provide us with some details about you and your role, in order for us to be able to register you as an Authorised User.
8.2 If you would like more information about who we are, how we (and our third party subprocessors) process the your personal data and for what purposes (and your rights in relation to their personal data and how to exercise them), please see https://localinsight.org/legal/privacy-policy/.
9. OTHER IMPORTANT TERMS
9.1 We may transfer our rights and obligations under these Terms of Use to another organisation, especially for the purposes of merger, sale or acquisition, however, you cannot transfer any rights under these Terms of Use to any other person or organisation.
9.2 These Terms of Use are directly between you and us and are separate to the main agreement we have entered into with your employer.
9.3 You acknowledge that in entering into this Licence you do not rely on and shall have no remedies against OCSI.
9.4 Each of the terms or clauses of in these Terms of Use operates separately. If any court or competent authority decides that any of them are unlawful or unenforceable, the remaining terms or clauses will remain in full force and effect.
9.5 These Terms of Use, including their subject matter and formation (and any non-contractual disputes or claims) are governed by English law. You and OCSI both irrevocably agree to the exclusive jurisdiction of the courts of England and Wales, without reference to any conflict of laws provisions.