Effective date: 10.07.2023
1 – WHO DO THESE TERMS OF SERVICE APPLY TO?
When Eco Approach Ltd (Hereinafter referred to as The Company/Us) directly provides its services to customers and instructs the Fieldworker to perform specific tasks such as carrying out assessments and creating certificates, These Terms apply.
To the extent applicable these Terms of Service also apply to our website visitors.
2 – YOUR CONSENT TO THESE TERMS OF SERVICE
By visiting our Website and by using our intermediary services, you consent to these Terms of Service.
3 – DEFINITIONS
“The Company”/”Us”/ “Primary Contractor” refers to Eco Approach Ltd which directly provides services to customers, by assigning orders to Fieldworkers
“Website” refers to this site.
“Fieldworker”/”Sub-contractor/”You” refers to the sub-contractor who performs specific tasks on behalf of the Company, such as producing Energy performance certificates, Gas Safety Certificates and Electrical Safety Testing
“Customer” refers to both commercial entities and individuals to whom the services are rendered
“Terms”/”Agreement” refers to these Terms of Service
“Services” refers to all services that could be provided by the relevant Fieldworker on behalf of the Company, including, but not limited to As above
4 – WHO WE ARE
Eco Approach Ltd provides intermediary services to help relevant Fieldworkers connect with customers who need various services as described in section 3.
Company Name: Eco Approach Ltd
Company Number: 08624580
Company registered business address: 182a High Street, Beckenham, England, BR3 1EW
Company email address: hello@ecoapproach.co.uk
Company Website: https://www.ecoapproach.co.uk
5 – WHAT SERVICES DO WE PROVIDE TO YOU?
For a detailed description of each service, refer to our website and click on the relevant service.
6 – SELECTION OF THE SERVICE PROVIDER FOR A SPECIFIC ASSIGNMENT
When a customer places an order on the Website, the Company reviews the order details and assigns the work to the selected Fieldworker.
When assigning specific work to a Fieldworker, the Company takes into account objective factors such as location, price, quality, and availability.
By entering into this Agreement, you hereby acknowledge and agree that the Company has sole discretion in the assignment of work to Fieldworkers.
7 – RELATIONSHIP BETWEEN THE PARTIES
Eco Approach Ltd acts as the primary contractor and directly enters into a contract with customers to render specific services requested by the customer.
When Eco Approach Ltd assigns specific work to a Fieldworker, the Fieldworker delivers his/her services to the customer on behalf of the Company. The provision of the Fieldworker’s services does not lead to any relationship between the Fieldworker and the customer.
The Fieldworker has full control over how and when he/she will perform his/her obligation to provide the services. When the Fieldworker agrees to an assignment of work, he/she will contact the customer to arrange a specific time and place to perform his/her duties.
Upon completion of the services, the Fieldworker will then upload the completed certificate onto the system.
8 – NO EMPLOYMENT RELATIONSHIP AND TAXES
The Fieldworker, in the performance of his/her duties under these Terms, is acting as a sub-contractor and nothing in these Terms shall render him/her an employee, worker, agent, or partner of the Company.
The Fieldworker shall not represent himself/herself to anyone, particularly customers, as an employee or agent of the Company.
The Fieldworker agrees to pay and to be solely responsible for any and all applicable taxes, national insurance contributions, liability insurance premiums, and any other similar taxes and costs that may be incurred in relation to these Terms.
9 – PRICING
- Price for the services
When a Customer inquires about the Services, the Company asks the customer to fill out a form to determine the price to be paid for the Services.
The exact price for each service is determined based on the input provided by the Customer.
For each completed work, the Company will pay the Fieldworker a fee, which will be determined by the Company.
10 – SELF-BILLING AGREEMENT
The Fieldworker
The self-biller (the company) agrees:
- To issue self-billed invoices for all supplies and services supplied to them by the self-billee (the supplier) until the end of the agreed contract term.
- To complete self-billed invoices showing the supplier’s name, address and VAT registration number, together with all details which constitute a full VAT invoice.
- To make a new self-billing agreement in the event that their VAT registration number changes.
The self-billee (fieldworker) agrees:
- To accept invoices raised by their self-biller on their behalf until the end of the agreed contract term.
- Not to raise sales invoices for the transactions covered by this agreement.
- To notify the customer immediately if they:
- Change their VAT Number
- Cease to be VAT registered
- Sell their business as a whole or in part
11 – PAYMENT TERMS
The Company processes all payments made by Customers and then transfers the payment amount to the Fieldworker.
For all work completed successfully in a given month, the payment shall be due on the 10th day of the following month. If the 10th day is a holiday, the payment shall be due on the next business day. Unless, otherwise agreed
All payments are made via bank transfer and are in £ (British Pound).
The compensation price under this Agreement is not subject to any adjustment or revision because of price or currency fluctuations or the actual costs incurred by the Fieldworker in the performance of his/her services.
Payments effected by the Company to the Fieldworker shall be deemed neither to relieve the Fieldworker of its obligations under these Terms nor as acceptance by the Company of the Fieldworker’s performance of the Services.
12 – YOUR OBLIGATIONS
The Fieldworker agrees that he/she shall:
- Provide his/her services with all due care, skill, and ability and use his/her best endeavors,
- Inform the Company as soon as possible if he/she is unable to provide the services within the given timeframe
- The Fieldworker shall not use or disclose to any person any confidential information concerning the business or affairs of the Company or use any such confidential information without prior written authorization
- Not appoint a substitute without prior written authorization from the Company,
- Comply with all applicable laws, regulations, and policies
- not infringe the rights of third parties or public order in carrying out his/her duties
- You shall comply, at all times, with instructions and guidance, either written or verbal, given by Eco Approach ltd and intended to ensure either your own safety or the safety of others with whom you may come into contact during your duties as a field worker. You must also take cognisance of the Risk Assessment, and Health and Safety instructions and guidance provided by Eco Approach Ltd. Failure to comply with these requirements may render you liable to instant dismissal, legal proceedings, or both.
- It will be incumbent on the Fieldworker to make site notes and take photographs as required to provide a record for future reference and to upload the completed information required to produce the energy certificate, EICR or other certificate. You hereby agree to keep copies of site notes and photographs and to allow audit of these by the Company from time to time as required by the Company and to give irrevocable authority that these site notes and photographs will be provided to the Company as necessary in relation to any claim or dispute arising out of the survey. You also agree to provide any reasonable further assistance required by the Company to deal with, manage or defend any claims as a result of carrying out the survey at no cost to the Company.
- Payments to fieldworkers are paid within the first 14 days of each month for any work completed in the previous month. Note that unsatisfactory reports need to be uploaded within 5 days of the month’s end to allow enough time to be processed internally and the job be marked as complete. If an unsatisfactory report is uploaded within 5 days of the month’s end then it may not be processed internally until the following month which could result in a delay in payment until the month after.
- When working on behalf of the Company, you must ensure that you have the appropriate levels of insurance coverage. Energy assessors will not be covered under a ‘Pay per lodgement’ policy through our corporate accounts with any accreditation board.
- You agree for your provided contact information (Phone number and email address) to be shared with our Customers in order to arrange and discuss their property services.
- You must confirm that you hold professional Indemnity (PI) and Public Liability Insurance (PL) for undertaking the services you are registering for.
- We may from time to time accompany you on a survey in order to ensure standards are being maintained.
- Provide the Company with all necessary information, data, and documents to enable the Company to provide its services
- During the course of your work for us, you must NOT give any advice to any third party on any matter (with the exception of where you, in your professional opinion, believe this may pose an imminent danger to life or limb e.g. a gas leak (see also the detail of paragraph 1.5.12, above)). If your advice or opinion is requested by a third party, you must tell that person to commission their own report from an appropriately qualified professional, this not being a person or organisation associated with you. You may not seek or accept any work with any third party, arising from your duties for us.
You will be required to:
- Notify us within 24 hours if you are not able to carry out a property survey.
- Have access to the internet, for the purposes of updating the Company website with details of your work and for downloading and reading any messages and instructions
- Notify us immediately if there is a change in your circumstances which may affect your “availability” or your ability to undertake appointments. This would include changes in your home address or place of work, which would affect the location of your allocated surveys. We would also ask that this notification also extends to any holidays you might intend to take, where these comprise more than 3 consecutive days. This is to allow us to make allowances for your absence and maintain the smooth running of the survey throughout.
- Notify us immediately, should you change your e-mail address(es) or contact telephone addresses, to enable us to update our records and ensure that effective communications between us are maintained throughout.
- Within the limits you specify, attend the survey address at the appointment time you have made with the client, and attend any subsequent visits, where these prove necessary.
- In the event of the appointment being broken by the occupant, you will attend a re-arranged appointment when arranged.
- Except at the express request of the occupier, you must not call at the survey address, in any attempt to gain access, before 09.00 or after 21.00 each day.
- You must not carry out any survey unless with the permission of the occupier and in his or her presence or, where the property is vacant, the owner or his Agent. In the case of vacant premises, the permission of the owner/Agent to view the property, unaccompanied by that owner/Agent will be deemed to satisfy this part of the Contract. No survey may be carried out where the only occupier present is either under the age of 18 or is unable to understand the purpose of your presence.
- You will act in a professional way at all times and will dress and otherwise conduct yourself in a manner commensurate with the importance of the commission. You will also faithfully represent the aims and objectives of the survey, and shall not seek to misrepresent the survey in any way.
- If, during the course of a survey, you detect a defect or situation which, in your professional opinion, is of IMMEDIATE risk to the Health and Safety of the occupier(s) or to others who may have cause to visit the premises, you must immediately draw the matter to the attention of the occupier, with the strongest possible recommendation that the occupier engages a competent person/persons to fully identify the cause and determine the remedy to the defect or situation. You must be careful not to pass any opinion as to the cause or remedy of such situations or defects.
- Examples of “immediate risk” would be a gas leak, dangerously exposed live electrical conductors, structural components that are in imminent danger of collapse etc.
- You must then e-mail a report to us so that we can arrange for written confirmation of your verbal notification to be sent to the occupier in question.
- NB. You must ensure that you do not breach the confidentiality that we have promised the occupiers: if, in your opinion, the occupier is not able to comprehend the nature and seriousness of the problem, you must, without delay, report the circumstances to ECO Approach Ltd, who will then determine what action to take.
- UNDER NO CIRCUMSTANCES should you report any such matter to any third party, other than to the persons stipulated in the requirements of this paragraph.
The Fieldworker warrants that he/she shall not make any false or misleading representations regarding the Company.
The Fieldworker hereby warrants that he/she holds all necessary licenses and approvals required for the performance of his/her obligations under these Terms.
The Fieldworker hereby warrants that all information and data he/she provides to the Company and to the customer is true, accurate, and not misleading.
13 – DISCLAIMER OF LIABILITY
Under these Terms, all warranties, conditions, and other terms implied by statute or common law are excluded to the maximum extent allowed under the applicable laws.
The Fieldworker hereby agrees that the Company shall not be held liable for any loss of profit, loss of goods, loss of data, or loss of goodwill arising out of or in relation to the acts or omissions of the Fieldworker or for any indirect, and/or consequential losses, damages and expenses that may be incurred by the Fieldworker.
The Company hereby disclaims all express or implied warranties, including warranties of satisfactory quality and fitness for a particular purpose.
Under no circumstances shall the total liability of the Company in relation to access to its Website and provision of its services exceed 200£.
14 – INDEMNIFICATION
The Fieldworker shall indemnify and hold harmless the Company, our partners, our directors, our employees, and other personnel(“Indemnified”) from and against any and all demands, claims, causes of action, losses, damages, liabilities, costs, and expenses asserted by any third party against the indemnified persons resulting from any breach of the Fieldworker of his/her obligations, representations, statements or warranties(“Indemnifying party”) or negligence by the Fieldworker.
15 – DISCLAIMER OF WARRANTIES FOR RESULTS
The Fieldworker acknowledges and agrees that the Company does not guarantee or promise any particular result, or achievement for the Fieldworker’s use of the Company services.
In particular, the Fieldworker acknowledges that the Company does not promise or guarantee any assignment of orders to the Fieldworker.
The Fieldworker frees the Company of any liability for its failure to obtain any particular result or achievement by using the Company’s services.
16 – PROHIBITED ACTIVITIES
The Fieldworker warrants that he/she will not involve in any of the following activities when accessing the Company website and using the Company Services:
- Submitting false, misleading, or inaccurate information
- Using our website, content, or services for any unlawful purpose or to solicit others to involve in any type of unlawful acts
- Infringing upon the Company’s Intellectual Property Rights or that of third parties
- Harassing, intimidating, abusing, or insulting anyone
- Interfering with or circumventing the security features we put in place
- Any kind of fraudulent activity
17 – INTELLECTUAL PROPERTY RIGHTS
Our Website, Content, and services are and remain our property.
You hereby warrant that you will not:
Reverse engineer or attempt to extract the source code of our Website except as permitted under the applicable law,
License, sublicense, copy, modify, distribute, create, sell, resell, transfer, or lease any part of our Website and its Content,
Create, register, or operate any (i) businesses, (ii) URLs, (iii) domain names, (iv) software application names or titles, or (v) social media profiles that include our Company’s name, its Marks, or its Works or any confusingly similar name, mark or work.
18 – NON-CIRCUMVENTION
You agree that you will exclusively use Eco Approach Ltd’s intermediary services and its platform to provide your services to customers.
You agree that you will not circumvent our services and/or payment processes to perform your services or to receive payment.
19 – COMMERCIAL CONFIDENTIALITY
ECO Approach Ltd has had to develop training, forms, systems, procedures, and Information Technology specifically for the Survey and you must maintain this in the strictest confidence. In furtherance of this, you will not disclose, pass on to any other persons (either verbally, electronically, or in written form), or allow them to access, any of the systems, material or information that you use or observe whilst working on the survey.
Usernames and passwords to the ECO Approach Ltd website and software shall not be disclosed to any other person.
In the event that the requirement for strict confidentiality, contained in paragraph 5.1 is breached, ECO Approach Ltd will immediately terminate the Contract and reserve the right to take legal proceedings against the offender(s) for breach of confidentiality, which may include a claim for damages against that person(s) and/or organisation involved.
You may not use or duplicate for any purposes other than during your work for ECO Approach Ltd as a field worker, any forms, systems, procedures, Information Technology programs, or any other materials (whether in an amended format or not), that have been produced by ECO Approach Ltd, and to which you may have had access whilst working for us as a field worker.
20 – QUALITY CONTROL
We shall monitor the standard of reports that you prepare and the quality of service you provide to us. We will periodically feed back this information to you, to enable us to continuously raise the quality of assessments. In the case of serious and persistently low standards, the matter will be the subject of the procedures laid down in section 1 of the Contract, above. Every fieldworker’s work will be subjected to a quality check, whereby a number of householders will be contacted by ECO Approach Ltd, by telephone, to verify the fieldworker’s attendance at that address, their conduct, and the thoroughness of their work.
At some point in the year, you may be sent a written Questionnaire. This is to afford feedback to us on your experiences of the year’s surveying. You will be required to fill in the questionnaire in a legible manner, complete all questions to the best of your ability and return it to us promptly.
All certificates must be provided by fieldworkers in electronic format. No handwritten copies will be accepted.
21 – CONTROL OF FIELDWORKERS
The Company shall monitor your performance and the quality of your work. In these matters, they shall contact you and, if necessary, direct you accordingly.
If at any stage, the Company has reason to believe that you need to be suspended for serious acts or omissions or gross breaches of the provisions of this Contract, they shall be entitled to do so with immediate effect, pending further investigations under the provisions detailed elsewhere in this Contract.
For your part, you shall inform the Company, promptly and in writing, of any instances of activity or omission on the part of the Company, which prevent or hinder you from complying with this Agreement.
Individual identification, specific to work carried out as a field worker, will be supplied to you by the Company and you shall ensure that you wear this at all times whilst engaged on the survey. You must not wear any other form of identification, either corporate or personal, whilst engaged in the provision of services to the Company. You must not use this identification for any other purpose, other than when engaged in your legitimate duties under this Agreement.
You shall be properly and presentably dressed at all times whilst engaged in the provision of services under this Agreement.
22 – SUB-CONTRACTING
The Fieldworker shall not assign or transfer any of his/her obligations or this agreement as a whole to a third party without prior written authorization from the Company.
23 – TERMINATION
The Company may terminate these Terms with immediate effect with no liability to make any further payment to the Fieldworker(Other than in respect of amounts accrued before the Termination date) if the Fieldworker:
- Commits any gross misconduct affecting the business of the Company
- Commit any serious or repeated breach of any of these Terms
- Is convicted of a criminal offense
The Fieldworker may terminate this Agreement if the Company:
- Commits any serious or repeated breach of the provisions of these Terms.
24 – CHANGES TO THESE TERMS OF SERVICE
The Company can unilaterally change these Terms.
Any changes made to these Terms shall become effective immediately upon being placed on the Company website.
Fieldworkers shall be notified of any changes to these Terms through the portal.
25 – DATA PROTECTION
To comply with the UK Data Protection Act 2018, the UK GDPR, and all applicable data protection laws, all personal data accessed and used by you when providing your services must be obtained and processed fairly and lawfully and must not be disclosed to unauthorized persons or disclosed for unauthorized purposes.
26 – DISPUTES AND GOVERNING LAW
If any dispute arises out of these Terms, both parties will endeavour to resolve the dispute within 21 days. In the event that we are unable to resolve the dispute within this period, both parties agree to pay an equal proportion of the costs and to refer the issue to the fieldworkers and Valuers’ Arbitration Scheme operated by the Chartered Institute of Arbitrators, 24 Angel Gate, City Road, London EC1V 2RS from whom details of the scheme may be obtained.
The Laws of England and Wales shall govern these Terms and any disputes arising thereof.
27 – NON-COMPETE
The Fieldworker shall not engage in any activity if it relates to a business that is similar to or in any way competitive with the Business of the Company without the prior written consent of the Company.
28 – COMPLAINTS
We require you to notify us immediately of any complaint from any party, which you receive whilst carrying out or attempting to carry out our instructions.
Having notified us of the complaint, you shall cooperate with us in any way we may reasonably require, in order to resolve the complaint.
All complaints will be investigated in accordance with our Complaints Procedure, which can be provided upon request.
In the case of a serious complaint made against you, we may suspend your appointment, at any time, pending the investigation of any complaint or alleged misconduct, in accordance with our Complaints Procedure. If this happens, you will be immediately notified of the suspension under this section of the Agreement, but not necessarily the reasons for it, until such time that the investigation by us is completed.
29 – COMPLAINTS PROCEDURE
If you want to make a complaint, we will deal with it speedily and fairly. We will: Acknowledge your complaint within 5 working days of receipt and try and resolve your complaint fully within 4 weeks of receipt. If there are valid reasons for consideration of the complaint taking longer, we will keep you fully informed in writing or via telephone or email as you prefer and you will receive a response at the very latest within 8 weeks.
If you are unhappy with our final resolution of your complaint then we recommend you approach The Citizens Advice, Trading Standards, or seek independent advice. Complaints should either be sent via email or post, as described in these Terms.
30 – ENTIRE AGREEMENT
This Agreement constitutes the entire agreement between the Parties and supersedes all prior understandings, representations, and agreements.
DATA PROCESSING AGREEMENT ADDENDUM
This Data Processing Agreement (hereinafter referred to as the “DPA”) forms part of and is subject to the provisions of, the Terms of Service (“the Agreement”) between Us and the Fieldworker In the event of a conflict between the terms of this DPA and the Terms (“The Agreement”), the terms and conditions of this Data Processing Agreement shall prevail with respect to the subject matter of Processing of Personal Data.
1 – Definitions
- “Applicable Data Protection Law” covers any applicable legislative or regulatory regime enacted by a recognized government, or governmental or administrative entity with the purpose of protecting the privacy rights of natural persons or households consisting of natural persons.
- “Fieldworker”, “You”, and “Data processor” refers to the Entity to whom personal data is transferred.
- “Data Controller” refers to the entity that determines as a legal person alone or jointly with others the purposes and means of the processing of Personal Data. Unless otherwise specified, “Controller” or “data exporter” in the context of this DPA refers to the Company specified in the Terms of Service.
- “Customer Personal Data” means the personal data (as defined by Applicable Data Protection Law) that is transferred to, disclosed to, or otherwise made available to the Fieldworker, regardless of the method of disclosure.
- “Data Subject” means individuals whose personal data are processed in the context of the provision of our Services.
- “Personal Data” means any information relating to an identified or identifiable natural person, including information that could be linked, directly or indirectly, with a particular Data Subject.
- “Data Processor” means an entity that processes Personal Data on behalf of the Controller. Processor or “data importer” in this Agreement refers to Fieldworker who performs his/her services.
- “Sub-Processor” means an authorised sub-processor engaged by Fieldworker that Processes Personal Data to provide Services.
- “Us”, “We” means the Company referred to in Terms of Service.
2 – Details of Data Processing
Subject Matter.The subject matter of the data processing under this DPA is the personal data of Concerned Individuals, including but not limited to:
Personal details such as name, surname, residential address
Duration. The duration of the data processing under this DPA is for the lifetime of the relationship between parties.
Purpose. The purpose of the data processing under this DPA is the following: To enable Fieldworkers to provide his/her services to end customers and to contact them to schedule appointments
Categories of data subjects: End-customers who requested the provision of Fieldworker’s services.
Nature of the Processing: Collection of Concerned Individuals’ personal data by Us and then provision of this data to the Fieldworker.
3 – Processing Roles
This DPA governs the processing of end-customers’ Personal Data by Fieldworkers.
In this regard, Fieldworker will act as a “Data Processor” and the Company will act as a “Data Controller”.
4 – Description of the Data Processing Activities
We will collect end-customer Personal Data and make this data available to You, enabling You to process this data to provide your own services to these concerned individuals.
5 – Obligations of the Data Processor
Fieldworkers shall process end-customer Personal Data only in accordance with the instructions received from Us, including in accordance with the Agreement.
We can issue Instructions either in writing or via email.
The Company shall only provide instructions to Fieldworker that comply with Applicable Law.
In the event that Fieldworker reasonably believes that an instruction issued by the Company would violate any Applicable Data Protection Law, Fieldworker shall promptly notify the Company.
If Fieldworker cannot comply with the terms of this DPA for whatever reason, then it shall promptly inform the Company of its inability to comply.
Fieldworker warrants that, upon company’s request, it will cooperate with Company to enable Company to:
- comply with reasonable requests of access, rectification, and/or deletion of Personal Data arising from a Data Subject;
- enforce rights of Data Subjects under the Applicable Data Protection Law; and/or
- comply with all requests from a supervisory authority, including but not limited to in the event of an investigation.
Fieldworker shall notify the Company in the event it receives any request, complaint, or communication relating to Company’s obligations under Applicable Data Protection Law (including from data protection authorities and/or supervisory authorities).
6 – Obligations of the Data Controller – Compliance with Laws
The Data Controller warrants that it will ensure that its instructions, its use, and any other processing of personal data provided by the Data Processor will comply with all Applicable Data Protection Laws, regulations, and rules applicable in relation to the Data made available by Company.
The Controller will also ensure that the processing of Personal Data in accordance with its instructions will not cause or result in the Data Processor or Data Controller breaching any laws, rules, or regulations.
7 – Notification of Personal Data Breach
In the event of a Personal Data Breach arising during the performance of the Services by Fieldworker, Fieldworker shall:
- Notify the Company about the Breach without undue delay, but in no event less than seventy-two (72) hours, after becoming aware of the Personal Data Breach; as part of the notification under Section of this DPA, to the extent reasonably available at the time of notice;
- Provide a description of the nature of the breach, the categories and approximate number of Data Subjects affected, the categories and approximate number of data records affected, the likely consequences of the Breach, and the risks to affected Data Subjects; promptly update Company as additional relevant information becomes available;
- Take all actions as may be required by Applicable Data Protection Law;
- Maintain records of all information relating to the Breach, including the results of its own investigations and authorities’ investigations as well as remedial actions taken.
8 – Security Measures
Fieldworkers shall take and implement appropriate technical and organizational security and confidentiality measures designed to provide a level of security appropriate to the risk to Personal Data against unauthorized use, modification, loss, compromise, destruction, or disclosure of, or access.
9 – Sub-Processors
Company hereby provides Fieldworker with general written authorization to engage Sub-Processors to access and process Personal Data.
Fieldworker will impose contractual obligations on its Sub-Processors, and contractually obligate its Sub-Processors to impose contractual obligations on any further sub-contractors which they engage to process Personal Data, which provide the same level of data protection for Personal Data in all material respects as the contractual obligations imposed in this DPA.
Fieldworker will notify Us at least 30 days in advance (by email and by notice in the Service) of any changes to the list of Sub-Processors in place.
10 – Limitations of Liability
The liability of each party under this DPA is subject to the exclusions and limitations of liability set out in the Agreement.
11 – Conflict and Termination of this Agreement
In the event of a conflict between this DPA and the Agreement, this DPA will prevail. This DPA shall continue in force until the termination of the Agreement.
12 – Governing Law
This DPA shall be governed by and construed in accordance with the Laws of England and Wales. English Courts shall have exclusive jurisdiction to resolve disputes that arise out of or in relation to this DPA.
13 – Deletion or return of Company Personal Data
Subject to this section, Processor shall promptly and in any event within 10 business days of the date of cessation of any Services involving the Processing of Personal Data (the “Cessation Date”), delete and procure the deletion of all copies of those Company Personal Data. Processor shall provide written certification to Company that it has fully complied with this section within 10 business days of the Cessation Date.
14 – Data Protection Impact Assessment and Prior Consultation
Processor shall provide reasonable assistance to the Company with any data protection impact assessments, and prior consultations with Supervising Authorities or other competent data privacy authorities, which the Company reasonably considers to be required by article 35 or 36 of the GDPR or equivalent provisions of any other Data Protection Law, in each case solely in relation to Processing of Company Personal Data by, and taking into account the nature of the Processing and information available to, the Contracted Processors.
15 – Audit rights
Subject to this section, Processor shall make available to the Company on request all information necessary to demonstrate compliance with this Agreement, and shall allow for and contribute to audits, including inspections, by the Company or an auditor mandated by the Company in relation to the Processing of the Company Personal Data by the Sub-Processors. Information and audit rights of the Company only arise under this section to the extent that the Agreement does not otherwise give them information and audit rights meeting the relevant requirements of Data Protection Law.
The Data Controller shall give the Processor reasonable prior written notice of any audit or inspection to be conducted under this Section and shall use (and ensure that each of its mandated auditors uses) its best efforts to avoid causing any damage, injury, or disruption to the Data Processor.
The Data controller and the data Processor shall mutually agree upon the scope, timing, and duration of the audit or inspection and any reimbursement of expenses for which the Data Controller shall be responsible.
The scope of audit rights does extend to physical premises where the Fieldworker Data is processed.
16 – Confidentiality
Each Party must keep this Agreement and information it receives about the other Party and its business in connection with this Agreement (“Confidential Information”) confidential and must not use or disclose that Confidential Information without the prior written consent of the other Party except to the extent that:
- disclosure is required by law;
- the relevant information is already in the public domain.
The data processor shall ensure that any personnel whom it authorizes to Process Personal Data on its behalf is subject to appropriate confidentiality obligations (whether a contractual or statutory duty) with respect to that Personal Data.
17 – International data transfers
The Controller does not authorise the data processor to transfer personal data out of the UK and the processor is fully liable to comply with the applicable laws to such transfer.
PARTIES
Eco Approach Ltd (“The Company”)
Eco Approach Ltd agrees to these Terms of Service.
AND
Fieldworker
The Fieldworker agrees to these Terms of Service by registering on our website and by ticking the “I agree to the Terms of Service” button.
