Copyright © 2017 Alkemygold Limited
These terms and conditions (together with the documents referred to in the terms and conditions) (“Terms and Conditions”) shall apply to your use of the Alps website (https://alps-va.co.uk) (“Site”), including the Data Transfer System and the Application(s) that are accessed via the Site, and your receipt of any Services which we offer.
There are various ways to receive any of our Services: (i) you or your local authority or MAT may have entered into a separate agreement for the provision of Services; (ii) you may wish to receive Services direct from us where there is no separate agreement between your local authority or MAT and us; or (iii) you may wish to receive additional Services from us to those provided under your local authority's or MAT's agreement. These Terms and Conditions shall apply to your use of the Site and receipt of any Services. Use of the Site includes accessing, browsing, or registering to use the Site.
The Site is operated, and the Services are provided, by Alkemygold Limited (“we/our/us/Alps”). We are registered in England and Wales under company number 04258920 and our registered office is Kevin Conway House, Longbow Close, Bradley, Huddersfield, HD2 1GQ.
By using and/or uploading Data through the Site and/or accessing it via the Application and requesting receipt of Services, you are indicating that you accept these Terms and Conditions and that you agree to abide by them. If you do not agree with or accept any of these Terms and Conditions, you must not use our Site.
“ADCS” means the 'Alps data collection software' which may be used as part of the Data Transfer System.
“Application” means the Connect or myAlps application (as applicable).
“Connect” means the web-based analysis tool that allows users to: (i) transfer Data to us (as part of the Data Transfer System); and (ii) interact with their end of academic year and within-academic year data incorporating Alps benchmarks and indicators accessed via the Site.
“Data” means any data submitted by you, including Pupil Data, via the Data Transfer System or otherwise, required for us to provide the Services.
“Data Protection Laws” shall mean any law, statute, declaration, decree, directive, legislative enactment, order, ordinance, regulation, rule or other binding restriction which relates to the protection of individuals with regards to the processing of Personal Data to which a party is subject, including the DPA, the Privacy and Electronic Communications (EC Directive) Regulations 2003 or any successor legislation.
“Data Transfer System” means ADCS or Connect (as applicable) used to upload your Data and transfer it to us.
“Directories” means the directories of good practice or other reporting or analysis, we are contracted to provide to a Regional Schools Commissioner, Head Teacher Association or other such body
“MAT” means a 'Multi Academy Trust'.
“myAlps” means the myAlps web application accessed via the Site.
“Owner Research” means research, analytics and analysis carried out by us using an anonymised instance of the Pupil Data you submit.
“Personal Data” shall have the meaning given to it in the Data Protection Laws.
“Price” means the cost of the Reports, use of the Application or receipt of other Services as advertised from time to time by us to you or on the Site.
“Pupil Data” means Personal Data about pupils from your school or college supplied in connection with the Services.
“Reports” means such of the Alps reports that we offer from time to time.
“Services” means (as appropriate) the processing of the Reports, use of the Application and any additional advice, training or any other services that may be provided by us to you in relation to the Reports, Application or otherwise.
“you” or “your” means the school, college or other such organisation that has used the Site, Data Transfer System, Application and/or submitted Data to us.
We reserve the right to amend these Terms and Conditions at any time without notice to you. The latest, fully-amended version of these Terms and Conditions is published on the Site. If you continue to use the Site after the effective date of each amendment, you will be conclusively deemed to have accepted such amended version of these Terms and Conditions. It is your responsibility to check these Terms and Conditions from time to time to verify such variations.
3.1 We may update the Site from time to time, and may change the content at any time. However, we give no warranties, express or implied, that the content of the Site is accurate, complete or up to date and, whilst we will use our reasonable efforts to update the information on the Site we are under no obligation to do so.
3.2 The Reports, Directories, and other information relating specifically to you and displayed in the Application are reliant on you providing up to date and accurate Data to us. You are responsible for ensuring the accuracy and completeness of the Data that you provide to us as this will form the basis of any Services we provide to you. No refund or rebate of any Price paid or payable shall be made by us to you where you upload inaccurate Data.
3.3 You must not upload any Data which is unsuitable, offensive, defamatory, or breaches any laws or any rights of third parties and we reserve the right to delete any Data determined by us to be so.
3.4 We do not guarantee that the Site, any element of it or any content on it, will be free from errors or omissions.
4.1 We shall use reasonable endeavours to make the Site available to you. From time to time it will be necessary for us to carry out maintenance in respect of the Site which may result in occasional periods of downtime. Although we will use reasonable endeavours to minimise such downtime periods we make no representations or warranties to you in respect of the availability of the Site.
4.2 We do not warrant that the Site will meet your requirements or that the operation of the Site will be uninterrupted or error‐free or that defects in the Site will be corrected.
5.1 An account on the Site to make use of the Application can be created by you and any member of your staff through input of a valid email address and creation of a password.
5.3 In the event that any Authorised Person is no longer employed by you, or no longer requires access to the Secure Area, you are responsible for ensuring that their access is immediately revoked. In the event that we deem an Authorised Person as inappropriate (for any reason) to access the Secure Area, we reserve the right to disable their access without further notice and with immediate effect.
5.4 You agree to notify us immediately if you, or any of your Authorised Persons, have lost or compromised your account details, or if any unauthorised activity has taken place using your account details. If you know or suspect that anyone other than you or your Authorised Persons knows your user identification code or password or has otherwise been given access to the Secure Area, you must immediately notify us by email on firstname.lastname@example.org or by telephone on 01484 887 600.
5.6 If you decide to no longer use the Site, or we choose to disable or delete your account in accordance with paragraph 5.5, you will no longer be able to access any data on the Site and we will delete (or at your option and cost, return) any Data uploaded to the Site, save that you grant to us a right to retain an anonymised copy of the Data that you have provided to us and grant us a perpetual, royalty free right to use such anonymised Data for Owner Research purposes (see paragraph 12).
6.1 In order to upload your Data and transfer it to us to be viewed in the Application (subject to the purchase of such Services and in consideration of the Price), we grant to you a limited, revocable licence to use either ADCS or Connect (as applicable) as the Data Transfer System. You are permitted to load ADCS into your computer system and use it, or use Connect to:
6.1.1 submit Data to us in order for us to provide the Services; and
6.1.2 generate internal reports and target grades for current students for internal educational purposes only.
You are able to download ADCS from the Site.
6.2 The copyright and other intellectual property rights in ADCS and Connect and any associated documentation are owned by us (or our licensors).
6.3 The use of the ADCS or Connect (as applicable) as the Data Transfer System and the supply of Services in connection with this is governed by these Terms and Conditions. If you decide to download ADCS onto your computer or use Connect (as applicable) as the Data Transfer System and use the Application, you are agreeing to be bound by these Terms and Conditions. If you do not agree to be bound by these Terms and Conditions, you must not load ADCS onto your computer or use Connect (as applicable) as the Data Transfer System or use the Application. If ADCS is no longer offered for use by us and/or you do not use ADCS, you will use Connect to transfer Data to us as the Data Transfer System.
6.4 Nothing in these Terms and Conditions grants you any legal rights to the Data Transfer System or the Application other than as necessary to access and use the Data Transfer System and Application for your internal business and educational purposes only.
6.5 You and any Authorised Users are not permitted:
6.5.1 to use the Data Transfer System for any purposes other than uploading Data to send to us or use the Application for any purposes other than viewing internal reports generated by the Data Transfer System. You and any Authorised Users are not permitted to use the Data Transfer System or Application on behalf of any other school, educational institution or other organisation without our prior approval;
6.5.2 except as expressly permitted by these Terms and Conditions and save to the extent and in the circumstances expressly permitted by law, to rent, lease, sub-license, loan, copy, modify, adapt, merge, translate, reverse engineer, decompile, disassemble or create derivative works based on the whole or any part of the Data Transfer System or Application (or any associated documentation of these) or use, reproduce or deal in the Data Transfer System or Application (or any part thereof of these) in any way;
6.5.3 to transfer the Data Transfer System or Application (or any associated documentation of these) or the benefit of these Terms and Conditions to another person unless you have our prior written agreement;
6.5.4 modify, adapt, edit, abstract, create derivative works of, sell or in any way commercially exploit any part of the Application or Site;
6.5.5 to frame or mirror any part of the Data Transfer System or Application without our express written consent;
6.5.6 use the Data Transfer System or Application to provide outsourced services to third parties or make it available to any third party or allow or permit a third party to do so; or
6.5.7 combine, merge or otherwise permit the Data Transfer System or Application to become incorporated in any other program, nor arrange or create derivative works based on it.
6.6 We do not warrant that any element of the Data Transfer System or Application will meet your requirements or that the operation of the Data Transfer System or Application will be uninterrupted or error-free or that defects in the Data Transfer System or Application will be corrected. We are not liable for any failure by the Data Transfer System or Application to provide any functions not specified in its instructions or associated documentation.
7.1 You agree that by requesting any Services (by whatever method) and submitting Data to us via the Data Transfer System or otherwise you are making an offer to purchase the relevant Services for the Price and upon processing and posting or otherwise sending to you the Services we are accepting your offer in return for payment of the Price.
7.2 In order to access the Application, you must have first purchased a Report from us. Purchased Reports will be made available to you via the Application (subject to your valid registration) wherever reasonably possible within 8 business days of receipt of the Data, or if longer, as soon as reasonably practicable. You will be informed of the availability of the Report(s) via your registered email address.
7.3 Where you have purchased any Report(s), you may also access any Directories that you have been included in pursuant to paragraph 13.4.4.
7.4 The purchase of Reports will be charged in accordance with our published Prices. Your access to and use of the Application is subject to payment of an annual fee (as published on the Site), based on access for an academic year from 1 August each year until 31 July the following year (“Academic Year”). The Report element of the Price may be payable separately from your access to the Application.
7.5 Access to the Application will expire at the end of the Academic Year.
7.6 Unless we have had confirmation from your local authority or MAT that it is paying for all or part of the Services, invoices shall be payable by you within 14 days from receipt of an invoice from us.
7.7 We reserve the right to review and amend our Prices at our complete discretion from time to time. We will publish any amendments on the Site. We take reasonable care to ensure that the Prices specified on our Site are accurate, however if we discover an error in the price of the Services you have ordered we will inform you of this error. Prices advertised on our Site are not offers. At our discretion, we may honour incorrectly advertised prices, unless the pricing error is obvious and unmistakeable and could have reasonably been recognised by you, in which case, we shall not be obliged to provide the Services at the incorrect (lower) price.
7.8 The appearance of Reports and/or the Application may vary from that shown on images on the Site and/or in our promotional materials.
7.9 We shall not be required to process Reports or complete Services if, after making reasonable requests to you, we do not receive all required information from you to provide the Services, or where you have breached these Terms and Conditions or, in our reasonable opinion, you have not acted in good faith at any time.
7.10 Where your local authority or MAT is paying for all or part of the Services you agree that your local authority or MAT shall be able to access copies of the Reports, generated from the Services and you warrant that all fair processing notices required to be given in accordance with paragraph 13.4.2 are wide enough in scope to capture any Processing of Pupil Data under this paragraph 7.10.
8.1 You warrant that you:
8.1.1 will comply with all applicable laws;
8.1.2 have the authority to bind any organisation on whose behalf you use the Site to purchase the Services;
8.1.3 have the right to upload the Data and to grant us a right to make an anonymised copy of the same for the purpose of the Owner Research;
8.1.4 obtain and at all times maintain all necessary licences and consents necessary for the provision of our Services; and
8.1.5 will comply with all our reasonable instructions regarding your use of the Site, Data Transfer System, Application and any Services.
9.1 We (or our licensors) shall at all times retain ownership of all intellectual property rights in and to the Site, Data Transfer System and Application. Nothing in these Terms and Conditions grants you any legal rights in the Site, Data Transfer System and Application other than as necessary to enable you to access the Site, upload the Data or receive the Services.
9.2 We shall at all times retain ownership of all copyright and other intellectual property rights in all and any Reports and Directories generated, any deliverables relating to the Services, and any advice or training given as part of the provision of the Services and, subject to paragraph 9.3, nothing shall be deemed as a release, transfer, assignment or other disposal of our rights.
9.3 We grant you a non-exclusive, non-transferable, revocable licence to reproduce extracts of, and otherwise use the Reports and Directories (including any hardcopy and/or electronic contents) for the purposes of: (i) analysing your Data to identify areas of strengths and weaknesses and improving standards, and (ii) other internal educational purposes that relate to you, including as evidence of performance for inspections or in discussions with your local authority or MAT.
9.4 You must not modify the paper or digital copies of any materials you have printed or downloaded from the Site or Application in any way, and you must not use any illustrations, photographs, video or audio sequences or any graphics separately from any accompanying text.
9.5 You must not use any part of the materials on our Site or Application for any other purposes, including commercial purposes, without obtaining a licence to do so from us or our licensors.
9.6 If you breach any provisions of this paragraph 8, we are entitled to disable or delete your access to the Site, Data Transfer System and/or Application and your receipt of any Services.
10.1 These Terms and Conditions are effective until either:
10.1.1 any of the Services you have purchased below have been completed and any payment due from you has been made;
10.1.2 you notify us that you no longer wish to use the Site or Application; or
10.1.3 we terminate your account where:
a. you have materially failed to abide by these Terms and Conditions (where such failure is not remediable or has not been remedied within 14 days of written notice from us of such failure); or
b. you have failed to pay any amount due under these Terms and Conditions on the due date and such amount remains unpaid for 14 business days after you have received a written notification from us that the payment is overdue; or
10.1.4 the expiry of the Academic Year.
10.2 Termination of these Terms and Conditions is without prejudice to any rights and remedies which may have accrued up to the date of termination.
10.3 Upon termination or expiry:
10.3.1 the right to access any Services provided will terminate immediately;
10.3.2 you will destroy all copies of ACDS and its documentation including if ADCS is stored on the hard disk of any computer under your control; and
10.3.3 you will immediately pay to us any of our outstanding unpaid invoices and in respect of Services supplied but for which no invoice has been submitted, we will submit an invoice which will be payable by you immediately on receipt.
11.1 Nothing in these Terms and Conditions excludes or limits our liability for death or personal injury arising from our negligence, or our fraud or fraudulent misrepresentation, or any other liability that cannot be excluded or limited by English law.
11.2 To the extent permitted by law, we exclude all conditions, warranties, representations or other terms which may apply to the Site (or any content on it, including the Application), Data Transfer System or Services, whether express or implied.
11.3 We will not be liable to you or any user for any loss or damage, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, even if foreseeable, arising under or in connection with the use of, or inability to use, the Site, Data Transfer System or Application or from any errors or deficiencies in the same (including any content displayed on the Site).
11.4 We will not be liable for any:
11.4.1 loss of profits, sales, business, or revenue;
11.4.2 loss of business interruption or anticipated savings;
11.4.3 loss of business opportunity, goodwill or reputation; or
11.4.4 indirect or consequential loss or damage.
11.5 In relation to the supply of any Services, in addition to the limitations of liability set out in paragraphs 11.1 to 11.4, in no event shall our liability exceed the amount paid by you, or on your behalf, for the Services ordered by you in the 12 months preceding the event giving rise to the relevant claim.
12.1 Whenever you upload Data to the Site, you must do so in compliance with these Terms and Conditions. You may not use the Site in any way which may interfere with or prevent the proper working of the Site.
12.2 Where you upload Data to the Site, you grant us a royalty-free, non-transferable, non-exclusive licence: (i) for the term of our agreement to use the Data to the extent necessary to perform the Services; and (ii) to use the Data for our own analytical, research purposes; and (iii) to provide anonymous versions of the Data for inclusion in the Directories (“Owners Research”).
12.3 You warrant that any Data provided by you complies with these Terms and Conditions, and will not infringe any third party's intellectual property rights and you will be liable to us and indemnify and keep indemnified and hold us harmless against any claims, losses, costs or expenses incurred by us for any breach of that warranty.
12.4 We shall have the right to disclose your identity to any third party who is claiming that any content posted or Data uploaded by you to the Site constitutes a violation of their intellectual property rights, or of their right to privacy.
12.5 We will not be responsible, or liable to any third party, for the content or accuracy of any content posted by you or any other user of the Site.
12.6 We will take reasonable and prudent measures to safeguard the security of your Data in our possession, including maintaining appropriate firewalls, encryption and anti-virus protection. We shall not be responsible for any loss or damage to Data to the extent such loss or damage was caused by you or a third party.
13.1 In this paragraph 13, the following terms shall have the following meanings:
13.1.1 “Data Controller”, “Data Processor”, “Data Subject” and “Process” shall have the meanings given in the Data Protection Act 1998 (the “DPA”) and “Processing” shall be construed accordingly; and
13.1.2 “Purpose” means the purposes of using Personal Data to: (a) produce Reports in accordance with these Terms and Conditions; (b) anonymise for the purposes of carrying out Owner Research; and (c) produce the Directories in accordance with these Terms and Conditions.
13.2 The parties acknowledge that the factual arrangement between them dictates the role of each party in respect of the Data Protection Laws. Notwithstanding the foregoing, the parties anticipate that you shall act as a Data Controller and we shall act as Data Processor in respect of the Processing of the Pupil Data, as follows:
13.2.1 You shall be a Data Controller where you are Processing the Pupil Data in connection with your relationship with the pupil (or the parent and/or legal guardian) and for any other purpose you choose to Process the Pupil Data for from time to time; and
13.2.2 We shall be a Data Processor where we are Processing the Pupil Data for the Purpose.
13.3 We each agree to comply with the Data Protection Laws in relation to the Pupil Data at all times.
13.4.1 agree to share with us in the format instructed by us from time to time (acting reasonably) Pupil Data, for the Purpose;
13.4.2 warrant that you have provided all necessary fair processing notices to all pupils (and their parents and/or legal guardian) as legally required, in relation to the Processing for the Purpose and to enable the sharing of the Pupil Data with the third parties listed in paragraphs 7.10, 13.4.4 and 13.5.4;
13.4.3 consent to the collection and use by us of all or any of your school or college details inputted into the Site or otherwise supplied to us (in manual, electronic or any other form) including staff data relevant to your school or college provided that we shall only use such details for internal processes or anonymised research;
13.4.4 agree: (a) to be included in any Directories as notified to you by us (in accordance with the criteria that is specified at the time of such notification); and (b) that all fair processing notices required to be given in accordance with paragraph 13.4.2 are wide enough in scope to capture the Processing of Pupil Data under this paragraph 13.4.4, unless you notify us in writing (within the timeframe specified at the time of notification) that you do not wish to be so included in such Directories.
13.5 When Processing Pupil Data for the Purpose we shall:
13.5.1 only Process the Pupil Data for the Purpose, and only in accordance with your instructions;
13.5.2 maintain appropriate technical and organisational processes, procedures and security measures in place, to safeguard against any unauthorised or unlawful Processing and against accidental loss or destruction of, or damage to the Pupil Data;
13.5.3 only appoint sub-contractors as Data Processors where such Data Processors are engaged on terms no less onerous than the terms set out in this paragraph 13;
13.5.3 ensure that our employees only have access to the Pupil Data where this is necessary for the Purpose or for things related to the Purpose and that our employees are reliable and aware of their obligations under the Data Protection Laws;
13.5.4 ensure that we will not disclose any Pupil Data to third parties (other than our sub-contractors appointed in accordance with paragraph 13.5.3) unless you tell us to do so or where it is necessary for the Purpose (and for the purposes of this paragraph you hereby: (a) instruct us to disclose Pupil Data to your local authority or MAT or similar body on request and (b) authorise us to use and disclose Pupil Data to a Regional Schools Commissioner, Head teacher Association or such other body in order to provide the Directories);
13.5.6 except as required by law, on termination of these Terms and Conditions, however caused, stop all Processing of the Pupil Data without undue delay and destroy (or at your request and cost) return the Pupil Data;
13.5.7 not transfer any of the Pupil Data outside of the European Economic Area, save where appropriate safeguards are in place to do so;
13.5.8 notify you in the event that we receive a data subject request or correspondence from the Information Commissioner's Office (the “ICO”) in relation to the Processing of the Pupil Data;
13.5.9 notify you if we are obliged to make a disclosure of the Pupil Data under any statutory requirement, such notification to be made in advance of such disclosure or immediately thereafter unless prohibited by law; and
13.5.10 where we use the Pupil Data for Owner Research, we shall be responsible for anonymising the Pupil Data and shall not be entitled to use or re-constitute from other data in our possession un-anonymised Pupil Data. We shall only use such anonymised data for Owner Research and shall not identify, influence decisions about or do anything likely to cause substantial damage or distress to individual pupils.
14.1 We do not guarantee that the Site will be free from errors, interruptions, bugs or viruses.
14.2 You are responsible for configuring your information technology, computer programmes and platform in order to access the Site. You should use your own virus protection software.
14.3 You must not misuse the Site (including the Application) by introducing any software viruses or other malware (including any bugs, trojans, worms, logic bombs or any other self propagating or other such program or material which is malicious or technologically harmful) that may infect or cause damage to the Site (including the Application). You must not attempt to gain unauthorised access to the Site (including the Application), the server on which the Site (including the Application) is stored or any server, computer or database connected to the Site (including the Application). You must not attack the Site (including the Application) via a denial-of-service attack or a distributed denial-of service attack. By breaching this provision, you would commit a criminal offence under the Computer Misuse Act 1990. We will report any such breach to the relevant law enforcement authorities and we will co-operate with those authorities by disclosing your identity to them. In the event of such a breach, your right to use the Site (including the Application and any Services) will cease immediately.
14.4 We will not be liable for any loss or damage caused by a distributed denial-of-service attack, viruses or other technologically harmful material that may infect your computer equipment, computer programs, data or other proprietary material due to your use of the Site (including the Application) or to your downloading of any material posted on it, or on any website linked to it.
15.1 You may link to our Site, provided you do so in a way that is fair and legal and does not damage our reputation or take advantage of it.
15.2 You must not establish a link in such a way as to suggest any form of association, approval or endorsement on our part where none exists.
15.3 You must not establish a link to the Site in any website that is not owned by you, nor may you create a link to any part of the Site other than the home page.
15.4 We reserve the right to withdraw linking permission without notice.
17.1 These Terms and Conditions (and the documents referred to in these Terms and Conditions) constitute the entire agreement between you and us in relation to their subject matter. You acknowledge that you have not relied on any statement, representation or promise made or given by or on behalf of us which is not set out in these Terms and Conditions or any document referred to within them.
17.2 These Terms and Conditions apply to the exclusion of any other terms and conditions that you may seek to impose or incorporate or which are implied by trade, custom, practice or course of dealing.
The failure of either party to insist upon strict performance of any provision of these Terms and Conditions; or, exercise any right or remedy to which it is entitled under these Terms and Conditions; shall not constitute a waiver thereof and will not prejudice or restrict the rights of that party, and no waiver of any such rights or of any breach of any contractual terms will be deemed to be a waiver of any other right or of any later breach.
These Terms and Conditions (and any non‐contractual obligations arising out of or in connection with them) shall be governed by and construed in accordance with English law and each party agrees to submit to the exclusive jurisdiction of the courts of England and Wales.
20.1 We will not be liable or responsible for any failure to perform, or delay in performance of, any of our obligations under a contract between you and us subject to these Terms and Conditions that is caused by an Event Outside Our Control. An “Event Outside Our Control” is defined below in paragraph 20.2.
20.2 An “Event Outside Our Control” means any act or event beyond our reasonable control, including without limitation strikes, lock-outs or other industrial action by third parties, civil commotion, riot, invasion, terrorist attack or threat of terrorist attack, war (whether declared or not) or threat or preparation for war, fire, explosion, storm, flood, earthquake, subsidence, epidemic or other natural disaster, or failure of public or private telecommunications networks.
20.3. If an Event Outside Our Control takes place that affects the performance of our obligations under a Contract:
20.3.1 we will contact you as soon as reasonably possible to notify you; and
20.3.2 our obligations under these Terms and Conditions will be suspended and the time for performance of our obligations will be extended for the duration of the Event Outside Our Control. Where the Event Outside Our Control affects our delivery of Services to you, we will arrange a new delivery date with you after the Event Outside Our Control is over.
A person who is not a party to these Terms and Conditions has no right under the Contracts (Rights of Third Parties) Act 1999 to enforce any of the Terms and Conditions but this does not affect any right or remedy of a third party which exists or is available otherwise than pursuant to that Act.
22.1 For the purposes of this paragraph 22 the expressions “adequate procedures” and “associated with” shall be construed in accordance with the Bribery Laws. “Bribery Laws” means the Bribery Act 2010 and associated guidance published by the Secretary of State for Justice under the Bribery Act 2010.
22.2 Each of us and you shall comply with applicable Bribery Laws including ensuring that each party has in place adequate procedures to prevent bribery and use all reasonable endeavours to ensure that:
22.2.1 all of that party's personnel;
22.2.2 all others associated with that party; and
22.2.3 all of that party's subcontractors;
involved in the performance of these Terms and Conditions so comply.
22.3 Without limitation to paragraph 22.2, neither us nor you shall make or receive any bribe (as defined in the Bribery Act 2010) or other improper payment, or allow any such to be made or received on our or your behalf, either in the United Kingdom or elsewhere, and shall implement and maintain adequate procedures to ensure that such bribes or payments are not made or received directly or indirectly on our or your behalf.
22.4 Us or you shall immediately notify the other party as soon as it becomes aware of a breach of any of the requirements in this paragraph 22.
23.1 We agree to provide you all necessary assistance as reasonably requested by the you to enable you to respond to a request for information under the Freedom of Information Act 2000 (“FOIA”).
23.2 You shall, before responding to any request for information pursuant to FOIA, notify us, and we shall both agree whether any information designated by us as commercially sensitive information and/or any other information is exempt from disclosure in accordance with the provisions of FOIA and act accordingly.
24.1 We may transfer our rights and obligations under a contract to provide you with Services to another organisation, but this will not affect your rights or our obligations under these Terms and Conditions. We will always notify you in writing or by posting on the Site if this happens.
24.2 You may only transfer your rights or your obligations under these Terms and Conditions to another person if we agree in writing.
24.3 Each of the clauses of these Terms and Conditions operates separately. If any court or relevant authority decides that any of them are unlawful or unenforceable, the remaining paragraphs will remain in full force and effect.
If you have any concerns about these Terms and Conditions, please write to Mary Ahern, Alkemygold Limited, Kevin Conway House, Longbow Close, Bradley, Huddersfield, HD2 1GQ.
Thank you for visiting the Site.
In respect of use of the Site, Data Transfer System and/or Application and your receipt of the Services: Please click on the button marked “I Accept” at the end of these Terms and Conditions if you accept them. If you refuse to accept these Terms and Conditions and click “Cancel”, you must cease to use the Site and you will not be able to access the Data Transfer System or Application or receive the Services.