PLEASE READ THESE TERMS CAREFULLY BEFORE ACCESSING DESPATCHLAB™

1. Introduction

1.1. These terms of use (together with the other documents referred to in them, which are collectively referred to here as the Terms of Use) tell you the terms on which you may access the Despatchlab™ platform (the Platform) and associated services (together the Service, as further described in clause 4 below). Please note that services originating from third parties which are provided in conjunction with the Service (Third Party Services) may be subject to separate terms notified to you.

1.2. The Service is provided by Despatchlab Limited (Despatchlab, us or we). We are a limited company registered in England and Wales under company number 08000816 whose registered office is at 3c, Henley Business Park, Pirbright Road, Normandy, Guildford, Surrey, England, GU3 2DX.

1.3. These Terms of Use constitute a legal agreement between Despatchlab and you as a User (as defined below) of the Service. If you do not agree to abide by these terms of use, you may not access the Service.

2. Access to the Service

2.1. In order to access and use the Service, you or the organisation of which you are an officer, employee, agent or representative (the Client) must have been provided with Platform access approval by the relevant Despatchlab Network Partner who has entered into an Network Partner Agreement or other similar agreement with us (the Network Partner).

2.2. You may be an officer, employee, agent or representative of a Network Partner (a Network Partner User) or an officer, employee, agent or representative of a client of a Network Partner (a Client User). By accessing the Service, you acknowledge that you are duly authorised by the Network Partner and/or the Client (as applicable) to access the Service and to bind the Network Partner or the Client (as applicable) in that regard. Partner Users and Client Users are together referred to in these Terms of Use as Users.

2.3. The Service is intended for use by Users in a business context only, and not for use by individuals for domestic or private purposes.

2.4.In order to access the Service for the first time, you must first receive your User account log in details and change the default password.

2.5. You remain a User unless your account is terminated in accordance with these Terms of Use, in particular clause 10.

2.6. Fake user profiles are not permitted.

2.7. Wherever you access and use the Service from, you agree that you will only use the Service in a manner consistent with these Terms of Use and any and all applicable local, national and international laws and regulations. To the extent that your use of the Service is not legal in your territory, you may not use it.

2.8. You and the Network Partner are responsible for making all arrangements necessary for you to have access to the Service.

3. Protection of User account and password

3.1. You must treat any User account log in, user identification code, password or any other piece of information as part of our security procedures, as confidential. You must not disclose it to any third party or authorise others to use your User account.

3.2. You may not transfer your User account to any other person or entity. If you know or suspect that anyone other than you has obtained your user identification code or password and/or has accessed your Authorised User account, you must immediately notify us by sending an email to technicalsupport@diamondlogistics.co.uk.

3.3. You are responsible for the acts and omissions of any third parties who use your User identification code or password to access your User account, whether fraudulent or not, and you agree to reimburse us on demand for any loss we may suffer as a result of such use.

3.4. We have the right to disable any User identification code or password, whether chosen by you or allocated by us, at any time if, in our reasonable opinion, you have failed to comply with any of the provisions of these Terms of Use.

4. The Service

4.1. The Service consists of access to Platform and associated services but excludes Third Party Services that may be subject to separate terms notified to you. The specific Despatchlab™ functionality and the details of the associated service available to you will depend on the modules made available to you by the Network Partner and the Client and also on your User profile (for example, whether you are using the Platform as a Partner User or a Client User). Please contact us if you wish to understand more about the details of the Service available to you.

4.2. On condition of you agreeing to abide by these Terms of Use and any separate terms relating to Third Party Services, we hereby grant you a non-transferable, non-exclusive licence while you remain an User to access the Service in accordance with these Terms of Use for the purposes of (in the case of a Partner User) the Network Partner’s business or (in the case of a Client User) the Client’s business. In particular, Clients (including Client Users) may not resell or otherwise permit access to the Platform by third parties.

5. Data and Privacy Policy

5.1. These Terms of Use refer to our Data and Privacy Policy available here which sets out the terms on which we process any data (whether personal data or otherwise) we collect from Users, or that Users provide to us. Our Data and Privacy Policy also incorporates our Cookies Policy available here.

5.2. By using the Service you consent to such processing by us in accordance with our Data and Privacy Policy and you warrant that all data provided by you is accurate to the best of your knowledge.

6. Submitted Content

6.1. From time to time you may submit information to the Service, including when setting up the Network Partner and the Client’s profile on the Service and when inputting despatch order details (Submitted Content). We will deal with Submitted Content in accordance with our Data and Privacy Policy.

6.2. We will not control, verify or otherwise check Submitted Content and we take no responsibility for it whatsoever, including for its accuracy, completeness or suitability for use in relation to the Service.

6.3. We reserve the right to refuse to process and to remove any Submitted Content if, in our sole opinion, it does not comply with these Terms of Use or any applicable law, or upon the reasonable request of any third party.

7. Intellectual property rights

7.1. Users (or the corresponding Network Partner or Client, or their licensors, as applicable) submitting Submitted Content will retain ownership of the copyright and any other intellectual property rights whatsoever (together IP Rights) subsisting in Submitted Content. We will use Submitted Content in accordance with these Terms of Use including in order to provide the Service.

7.2. Except for Submitted Content, we are the owner or the licensee of all IP Rights subsisting in the Service including any software used in the provision of the Service.  All such rights are reserved and you have no rights in, or to, the Service including Output other than the rights to use it in accordance with these Terms of Use.

7.3. You are under no obligation to provide feedback, improvements or other suggestions (Feedback) that might improve the Service, however if they do so, you and the Network Partner and the Client (as applicable) acknowledge that Despatchlab is free to use such Feedback in any way and that Despatchlab shall own any and all intellectual property rights subsisting in or arising in relation to such Feedback as it may be incorporated into the Service.

8. Limitation of our liability

8.1. Nothing in these Terms of Use 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.

8.2. We do not guarantee that the Service will always be available or that access to it will be uninterrupted. Access to the Service is permitted on a temporary basis. We may suspend, withdraw or discontinue or any part of the Service without notice. We will not be liable to you if, for any reason, the Service is unavailable at any time or for any period.

8.3. In relation to the use of the Service:

8.3.1. to the extent permitted by law, we exclude all conditions, warranties, representations or other terms which may apply to the Service, whether express or implied; and

8.3.2. subject to these Terms of Use, in particular clauses 2 and 8.2, we will not be liable for any loss or damage whatsoever, whether in contract, tort (including negligence), breach of statutory duty or otherwise, arising out of or in connection with the following:
8.3.2.1. loss of profits, sales, business or revenue;
8.3.2.2. loss of agreements or contracts;
8.3.2.3. business interruption;
8.3.2.4. loss of anticipated savings;
8.3.2.5. loss of business opportunity, goodwill or reputation;
8.3.2.6. loss of use or corruption of software, data or information;
8.3.2.7. cost of procurement of substitute goods, services or technology;
8.3.2.8. use of Third Party Services; or
8.3.2.9. any special, indirect or consequential loss or damage.

8.4. We use reasonable endeavours to remove bugs or viruses but we do not guarantee that the Platform will be secure or free from bugs or viruses. You should use your own virus protection software. We will not be liable for any loss or damage caused by a virus, distributed denial-of-service attack or other technologically harmful material that may infect your computer equipment, computer programs, data or other proprietary material due to your use of the Service.

8.5. Subject to the express provisions elsewhere in these Terms of Use (including but not limited to clauses 1 to 8.4) our total liability, whether in contract, tort (including negligence), for breach of statutory duty, or otherwise, arising under or in connection with these Terms of Use including the receipt of the Service shall, in any given 12 month period, be limited to the fees paid to Despatchlab for the Service in the 12 month period prior to the date on which the claim arose.

9. Prohibited uses of the Service

9.1. You may use the Service only for lawful purposes. You may not use the Service:

9.1.1. in any way that breaches any applicable local, national or international law or regulation; or
9.1.2. in any way that is unlawful or fraudulent, or has any unlawful or fraudulent purpose or effect.

9.2. You also agree:

9.2.1. not to (and not to attempt to) modify, copy, disclose, distribute or re-sell any part of the Services (including any software used in the provision of the Service) in contravention of these Terms of Use;
9.2.2. not to impersonate any other Users; and
9.2.3. not to access without authority, penetrate, interfere with, damage or disrupt (or attempt to do any of the same): (i) the accounts of other Users; (ii) any part of the Service or its security measures; (iii) any equipment or network on which the Service is stored; or (iv) any software used in the provision of the Service.

10. Ceasing to be a User

10.1. Your User account will be immediately withdrawn if you, or the applicable Network Partner or Client notify us at any time that you have ceased to be authorised to access the Service, or if the Agency Franchise Agreement between Diamond Logistics Limited and the relevant Network Partner terminates or expires for any reason.

10.2. We will determine, in our discretion, whether there has been a breach of these Terms of Use through any User’s use of the Service, or of any separate terms relating to Third Party Services. If such a breach has occurred, we may take such action as we deem appropriate, including all or any of the following actions:
10.2.1. immediate, temporary or permanent withdrawal of any relevant User account and/or the Network Partner or Client’s right to use the Service or the applicable Third Party Services;
10.2.2. immediate, temporary or permanent removal of any relevant Submitted Content;
the issue of a warning to you and/or the Network Partner or Client (as applicable); and
10.2.3. legal action against you and/or the Network Partner and/or the Client.

10.3. If you cease being a User for any reason you must immediately cease using the Service and any Third Party Services.

11. Changes to these Terms of Use and the Service

11.1. You will be asked to read and accept these Terms of Use at the time you first access the Service.

11.2. We may revise these Terms of Use at any time and in the event of such a revision, you may be asked to read and accept the revised Terms of Use at the next time you access the Service. If you do not agree to comply with the revised Terms of Use you must not access the Service.

11.3. We may update the Service from time to time, and may change the content and/or functionality provided through the Service at any time. If you do not wish to receive the updated Service, you must stop using the Service and must inform the Network Partner or the Client (as applicable).

12. Third party rights

Except in relation to the applicable Network Partner or Client on whose behalf you are using, a person who is not a party to these Terms of Use shall not have any rights under the Contracts (Rights of Third Parties) Act 1999 to enforce any term of these Terms of Use, but this does not affect any right or remedy of a third party which exists, or is available, apart from that Act.

13. Applicable law

These Terms of Use, their subject matter and their formation, are governed by English law. We both agree to the exclusive jurisdiction of the courts of England and Wales.

14. Trade marks

“Diamond Logistics” is a registered trade mark and “Despatchlab” is a trade mark of Despatchlab Limited.

15. Contact us and complaints

To contact us, including with any comments or complaints regarding the Service, please contact our support line 01483 536888 or email technicalsupport@diamondlogistics.co.uk