Terms of Service – QT Data Ltd

Last updated on 22/05/2023 at 13:15pm

QUALITY TARGETED DATA LIMITED trading as QT DATA provides a range of services to business clients which include, but is not limited to identifying potential leads, executing lead generation strategies, creating marketing campaigns, implementing lead capture forms and tracking systems, analyzing lead data, and providing regular reports and updates. QT Data has reasonable skill, knowledge and experience in that field. These Terms & Conditions shall apply to the provision of services by QT Data to its clients.

These Terms & Conditions shall govern and be incorporated in every agreement for the provision of Services made by QT Data. These Terms & Conditions shall prevail and be in place of any other terms and/or conditions. The placing of an Order is deemed to be an acceptance by the Client of these Terms & Conditions.

You are accepting the Terms & Conditions on behalf of an entity you represent, or you are accepting the Terms & Conditions on behalf of yourself, individually. If you are accepting on behalf of your employer or another entity, you represent and warrant that you have full legal authority to bind your employer or such entity to the Terms & Conditions, and you agree to the Terms & Conditions on behalf of that entity. If you do not have such authority, are under 18 years of age, or do not agree to the terms set forth in this Agreement, you must not use the Services.

By placing an Order (“Order”), you acknowledge and agree to the terms and conditions set out below (the “Terms & Conditions”) as amended or updated in the Order Form. By accepting the Terms & Conditions you recognise and warrant that you are acting on behalf of your company, you have the authority to do so, and the company is bound by such terms for the service.

The Terms & Conditions may be changed at any time at the sole discretion of QT Data. These changes are effective upon publishing to the QT Data website.

In these Terms & Conditions, unless the context otherwise requires, the following expressions shall have the following meanings: –

Agreed Purpose means the purpose of contacting the Data Subject to provide further information or to invite the Data Subject to engage directly with you;

Agreement means any agreement entered in between QT Data and the Client which consists of and incorporates these Terms & Conditions and the Order Form (or any variation thereof pursuant to these Terms and Conditions). In the absence of a separate agreement these Terms & Conditions and the Order Form shall together form the Agreement;

Confidential Information means, in relation to either Party, information which is disclosed to that Party by the other Party pursuant to or in connection with the Agreement (whether orally or in writing or any other medium, and whether or not the information is expressly stated to be confidential or marked as such);

CPL means the cost per lead being the amount charged to you by us for each Successful Lead (as defined in the Order Form);

Data Protection Legislation means all applicable legislation in force from time to time in the United Kingdom applicable to data protection and privacy including, but not limited to, the UK GDPR (the retained EU law version of the General Data Protection Regulation ((EU) 2016/679), as it forms part of the law of England and Wales, Scotland, and Northern Ireland by virtue of section 3 of the European Union (Withdrawal) Act 2018); the Data Protection Act 2018 (and regulations made thereunder); and the Privacy and Electronic Communications Regulations 2003 as amended;

Data Subject means the data subject as defined in the Data Protection Legislation;

Force Majeure Event means an event beyond the reasonable control of QT Data including but not limited to strikes, lock-outs or other industrial disputes (whether involving the workforce of QT Data or any other party), failure of a utility service or transport network, act of God, war, riot, civil commotion, malicious damage, compliance with any law or governmental order, rule, regulation or direction, accident, breakdown of plant or machinery, fire, flood, storm or default of suppliers or subcontractors. This is including but not limited not the restriction of the Clients LinkedIn account due to their previous account activity prior to the commencement of their agreement with QT Data;

Order Form means the form provided to us from you confirming the order and headed Order Form;

‘QT Data’, ‘we’, ‘us’ – Quality Targeted Data Limited registered in England and Wales with company number 14332756 and whose registered office is situated at Unit 7 The Court House, 72 Moorland Road, Stoke on Trent, Staffordshire ST6 1DY;

Services means the services provided by us to you as specified in the Order Form;

‘You’/‘Client’ means you the customer as detailed in the Order Form acting with all due authority to bind the Client.

1. Payment

Where credit terms have been agreed in writing, invoices will be raised after the first working day of the month in relation to the previous month’s activities
Unless otherwise agreed, you have 14 from the date of the invoice to make payment in full.
If for any reason, you are not able to make payment within the agreed timeframe, lead generation activity may be paused at QT Data’s absolute discretion, until the balance has been paid in full.
Where any payment pursuant to the Agreement is not paid on or before its due date for payment we may: –
1. suspend the provision of the Services to you without liability howsoever arising until payment in full is received;
2. unilaterally amend any timescale for the provision of the Services;
3. terminate the provision of the Services to you without liability howsoever arising; and/or
4. claim interest pursuant to paragraph 1.5 below.
Any sums which remain unpaid following the expiry of the period set out in paragraph 1.2 above of these Terms and Conditions shall incur interest and charges pursuant to the Late Payment of Commercial Debts Regulations 2013 (as amended) and The Late Payment of Commercial Debts (Interest) Act 1998 (as amended) from time to time until payment is made in full of any such outstanding sums.
The Client shall not be entitled to set-off any sums in any manner from payments due to QT Data under the Agreement at any time.
The terms of this paragraph 1 shall remain in force and survive termination of this Agreement.

2. Term

The Agreement is for an initial term of 3 months unless specified otherwise in the Order Form. The initial term shall automatically renew for a further period equal to the initial term unless suspended or terminated in accordance with these Terms & Conditions.
All Orders are in ‘Live’ status once a confirmation from QT Data has been sent to the Client.
Any changes to the Agreement as determined in the sole discretion of QT Data shall be notified to the Client or published on the website of QT Data.
All services and CPL are exclusive of VAT.
If for any reason lead generated is below the Order, the additional leads will not be rolled to the following month.
If for any reason, before the months end and QT Data has met the requested quota, any additional CPL will be charged as the agreed CPL.
It is your responsibility to undertake any due diligence in relation to any Data Subject and in relation to all information provided to you from us or from or on behalf of any third parties (for example, in relation to any course eligibility criteria provided by a Data Subject).
If the provision of Services is suspended for any period in accordance with paragraph 1.4 above the initial term or term may be extended by the period of suspension. It is at the sole discretion of QT Data as to whether or not to extend the initial term or term in accordance with this provision.

3. Confidentiality

The Client hereby agrees to keep in strict confidence all Confidential Information, technical and commercial know how which is the property of QT Data and have been disclosed to you in the provision of the Services pursuant to the Agreement.
QT Data shall store all private and confidential information belonging to the Client in accordance with these Terms and Conditions.
Each Party undertakes that, except as provided by paragraph 3.4 of these Terms and Conditions or as authorised in writing by the other Party, it shall, at all times during the continuance of the Agreement and for 12 months after its termination:
1. keep confidential all Confidential Information;
2. not disclose any Confidential Information to any other party;
3. not use any Confidential Information for any purpose other than as contemplated by and subject to the terms of the Agreement;
4. not make any copies of, record in any way or part with possession of any Confidential Information; and
5. ensure that none of its directors, officers, employees, agents, sub-contractors or advisers does any act which, if done by that Party, would be a breach of the provisions of paragraphs 3.3 a – 3.3 d of the Agreement.
Either Party may:
1. disclose any Confidential Information to:
  1. any sub-contractor or supplier of that Party;
  2. any governmental or other authority or regulatory body;
  3. any employee or officer of that Party or of any of the aforementioned persons, parties or bodies; or
  4. to any Court or body or as required by law,

to such extent only as is necessary for the purposes contemplated by the Agreement (including, but not limited to, the provision of the Services), or as required by law. In each case that Party shall first inform the person, party or body in question that the Confidential Information is confidential and (except where the disclosure is to any such body under paragraph 3.4.a.2 or any employee or officer of any such body) obtaining and submitting to the other Party a written confidentiality undertaking from the party in question. Such undertaking should be as nearly as practicable in the terms of paragraph 3 of the Agreement, to keep the Confidential Information confidential and to use it only for the purposes for which the disclosure is made; and

b. use any Confidential Information for any purpose, or disclose it to any other person, to the extent only that it is at the date of the Agreement, or at any time after that date becomes, public knowledge through no fault of that Party. In making such use or disclosure, that Party must not disclose any part of the Confidential Information that is not public knowledge.5. The provisions of paragraph 3 of these Terms and Conditions shall continue in force in accordance with their terms, notwithstanding the termination of the Agreement for any reason.4. Liability and Force Majeure

Nothing in this document shall limit or exclude QT Data liability for death or personal injury caused by its negligence, or the negligence of its employees, agents or subcontractors or for any other liability which cannot be limited by law.
QT Data shall not be liable to the Client whether in contract, tort (including negligence), breach of statutory duty, or otherwise: –
1. for any loss of profit, or any special, indirect or consequential loss arising under or in connection with the Agreement; and/or
2. as a result of any delay or failure to perform its obligation under this Agreement as a result of a Force Majeure event or any cause which is beyond the reasonable control of QT Data; and/or
3. for the accuracy of any information provided to us or to the Client by a Data Subject or by any third party or any losses arising as a result of any reliance placed on such information; and/or
4. for the misuse by the Client of any data provided to it by us.
The total liability of QT Data to the Client in respect of all other losses arising under or in connection with contract, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, shall not exceed the sums paid by the Client to QT Data in the 3 months preceding the date of commencement of such claims.
If the Force Majeure event prevents QT Data from providing any of the services under this Agreement for more than 8 weeks QT Data without limiting its other rights or remedies have the right to terminate this Agreement immediately by giving 2 working days written notice to the Client.

5. Marketing Unless specifically requested otherwise by the Client, QT Data has the right to use the Clients name for the purpose of their own marketing including but not limited to testimonials, case studies and infographics.

6. Data Protection, Privacy & use of information

All personal information that QT Data may use will be collected, processed and held in accordance with the provisions of the Data Protection Legislation.
For complete details of our collection, processing, storage and retention of personal data including, but not limited to, the purpose(s) for which personal data is used, the legal basis or bases for using it, details of the Client’s rights and how to exercise them, and personal data sharing (where applicable), please refer to our privacy policy available at https://www.qtdataltd.com/privacy-policy/
QT Data shall store all private and confidential information belonging to the Client securely and shall not share such information without prior consent from the Client.
The Client has [4 weeks] unless otherwise agreed to use the data provided by QT Data for the Agreed Purpose.
The Client warrants that it will use the data provided by QT Data: –
1. only for the Agreed Purpose; and
2. as a data processor; and
3. strictly pursuant to the terms of the Agreement, and indemnifies QT Data against all and any costs, liabilities, penalties, fines, losses and charges howsoever arising in the event that the Client is in breach of this warranty at paragraph 6.5.
The terms of this paragraph 6 shall remain in force and survive termination of this Agreement.

7. No WaiverNo failure or delay by QT Data in exercising any of its rights under the Agreement shall be deemed to be a waiver of that right, and no waiver by QT Data of a breach of any provision of the Agreement shall be deemed to be a waiver of any subsequent breach of the same or any other provision.

8. Further Assurance Each Party shall execute and do all such further deeds, documents and things as may be necessary to carry the provisions of the Agreement into full force and effect.

9. Assignment and Sub-Contracting

QT Data shall be entitled to perform any of the obligations undertaken by it through any other member of its group or through suitably qualified and skilled sub-contractors. Any act or omission of such other member or sub-contractor shall, for the purposes of the Agreement, be deemed to be an act or omission of QT Data.

10. Time

Save for the payment terms in paragraph 1 the times and dates referred to in the Agreement shall be for guidance only and shall not be of the essence of the Agreement unless specified otherwise in the Order Form.

11. Relationship of the Parties

Nothing in the Agreement shall constitute or be deemed to constitute a partnership, joint venture, agency or other fiduciary relationship between the Parties other than the contractual relationship expressly provided for in the Agreement.

12. Third Party Rights

1. No part of the Agreement shall confer rights on any third parties and accordingly the Contracts (Rights of Third Parties) Act 1999 shall not apply to the Agreement.

2. Subject to paragraph 9 of these Terms and Conditions, the Agreement shall continue and be binding on the permitted transferee, successors and/or assigns of either Party as required.

13. Notices

1. All notices under the Agreement shall be in writing and be deemed duly given if signed by, or on behalf of, a duly authorised officer of the Party giving the notice.

2. Notices shall be deemed to have been duly given:

13.2.1 when delivered, if delivered by courier or other messenger (including registered mail) during normal business hours of the recipient; or

13.2.2 when sent, if transmitted by facsimile or e-mail and a successful transmission report or return receipt is generated; or

13.2.3 on the fifth business day following mailing, if mailed by national ordinary mail, postage prepaid; or

13.2.4 on the tenth business day following mailing, if mailed by airmail, postage prepaid.

In each case notices shall be addressed to the most recent address, e-mail address, or facsimile number notified to the other Party.

3. This paragraph 13 shall not apply to the service of any legal proceedings.

14. Entire Agreement

1. The Agreement (incorporating these Terms and Conditions and the Order Form) contains the entire agreement between the Parties with respect to its subject matter.

2. Each Party shall acknowledge that, in entering into the Agreement, it does not rely on any representation, warranty or other provision except as expressly provided in the Agreement, and all conditions, warranties or other terms implied by statute or common law are excluded to the fullest extent permitted by law.

15. Severance

In the event that one or more of the provisions of the Agreement and/or of these Terms and Conditions is found to be unlawful, invalid or otherwise unenforceable, that / those provision(s) shall be deemed severed from the remainder of the Agreement and/or these Terms and Conditions. The remainder of the Agreement and/or these Terms and Conditions shall be valid and enforceable.

16. Law and Jurisdiction

1. The Agreement and these Terms and Conditions (including any non-contractual matters and obligations arising therefrom or associated therewith) shall be governed by, and construed in accordance with, the laws of England and Wales.

2. Any dispute, controversy, proceedings or claim between the Parties relating to the Agreement or these Terms and Conditions (including any non-contractual matters and obligations arising therefrom or associated therewith) shall fall within the jurisdiction of the courts of England and Wales.