The agreement between you and Packlah Ltd. Please read carefully - sections 8, 11 and 12 cover material limits on what Packlah outputs mean and the liability we accept.
These Terms of Service (“Terms”) are a contract between Packlah Ltd(“Packlah”, “we”, “us”), a company registered in England and Wales, and you - the business or individual using the Packlah marketing site (packlah.io) and the Packlah application (app.packlah.io) (together, the “Service”).
If you accept these Terms on behalf of a business, you confirm that you have authority to bind that business, and “you” refers to that business throughout these Terms.
By signing up for the Service, using it, or accepting these Terms when prompted, you agree to be bound by them.
Packlah is a software-as-a-service product that helps UK packaging distributors and brand owners calculate, model and report on their packaging compliance obligations. Current features include:
Features change over time. We may add, change or remove features as the product evolves and as compliance regimes themselves change.
To use most of the Service you need an account. You agree to:
You must be at least 18 years old and have the legal capacity to enter into these Terms.
Pricing is published at packlah.io/pricing. Subscription fees are paid in advance and are non-refundable except where required by law or expressly stated.
Free trials and free tier usage are provided on a best-efforts basis with no service-level commitment. We may limit or end free tier access at any time.
We may change subscription pricing on at least 30 days' notice. Existing annual subscribers will see the new price from their next renewal. Monthly subscribers will see the new price from the next billing cycle.
Late payments may attract suspension of the Service after reasonable notice. Statutory interest may be charged on overdue invoices in accordance with the Late Payment of Commercial Debts (Interest) Act 1998.
You own the data and content you upload to or generate through the Service - including your SKU catalogue, material breakdowns, calculation history, scenarios and reports (collectively “Customer Content”).
You grant us a limited, non-exclusive licence to host, process, display and analyse Customer Content solely for the purpose of providing the Service to you and improving its accuracy and security. We do not sell Customer Content. We do not share Customer Content across customers.
For the avoidance of doubt: any personal data within Customer Content is processed by Packlah on your behalf as your data processor. Our processor obligations are set out in our Data Processing Addendum (DPA) - request a copy at privacy@packlah.io. See also our Privacy Policy.
You are responsible for ensuring that you have the legal right to upload all Customer Content you provide to us, including any personal data of your customers, suppliers or employees.
You agree not to:
The Packlah software, branding, marketing site, calculator logic, scenario models, glossary content and supporting materials are owned by Packlah Ltd or our licensors and are protected by intellectual property laws. Nothing in these Terms transfers any ownership of Packlah's intellectual property to you.
We grant you a limited, non-exclusive, non-transferable licence to access and use the Service for your own business purposes for the duration of your subscription, subject to these Terms.
Reports, exports and outputs generated from your Customer Content using the Service are yours to use as you see fit, subject to section 8.
The outputs of the Service - including but not limited to EPR fee estimates, PPT calculations, modulation forecasts, producer-tier classifications, scenario projections, recycled-content recommendations, return summaries, customer rate sheets, glossary definitions, and any deadline, threshold or registration prompts - are informative only.
You are solely responsible for:
We accept no responsibility or liability for any consequence arising from:
Rates, thresholds, category definitions and regulatory rules published by DEFRA, HMRC and other authorities change regularly and sometimes retrospectively. We make reasonable efforts to keep the rate library and other published data current, but we do not guarantee that any Packlah output reflects the very latest position at the moment of use. You must verify currency before relying on any figure for a submission.
Nothing in these Terms is intended to exclude or limit any liability that cannot lawfully be excluded or limited under English law.
We make reasonable efforts to keep the Service available 24 hours a day. We do not guarantee continuous, uninterrupted or error-free operation. Planned maintenance will be notified where reasonably possible.
Enterprise customers may have specific uptime commitments set out in their order form or a separate service-level agreement. Where no such commitment is in place, the Service is provided without an uptime guarantee.
Except as expressly set out in these Terms, the Service is provided “as is” and “as available”. To the maximum extent permitted by law, we exclude all representations, warranties and conditions implied by statute, common law or otherwise, including (without limitation) any implied warranties of satisfactory quality, fitness for a particular purpose, accuracy of outputs, or non-infringement.
We do not warrant that the Service will meet your requirements, that outputs will be free from error, that rates and thresholds will at all times reflect the current position of HMRC, DEFRA or any other regulator, or that the Service will be compatible with any particular third-party system.
Subject to the final paragraph of this section, our total aggregate liability to you under or in connection with these Terms - whether in contract, tort (including negligence), breach of statutory duty or otherwise - is limited to the total fees you actually paid to Packlah for the Service in the 12 months immediately before the event giving rise to the claim.
Without limiting the above, we are not liable for:
Nothing in these Terms limits or excludes: liability for death or personal injury caused by negligence, liability for fraud or fraudulent misrepresentation, or any other liability that cannot lawfully be limited or excluded under English law.
You agree to indemnify and hold harmless Packlah Ltd, its officers, employees, contractors and processors against any claims, losses, damages, liabilities, costs and expenses (including reasonable legal fees) arising out of or relating to:
This indemnity does not apply to the extent that the loss is caused by Packlah's own breach of these Terms or its wilful misconduct.
Either party may terminate a paid subscription at the end of the then-current billing period by notifying the other in writing.
We may suspend or terminate your access immediately if:
On termination, your right to use the Service ends. We will make Customer Content available for export for a reasonable period (typically 30 days) after termination, after which we may delete it in accordance with our Privacy Policy.
Sections 5 (your data), 7 (IP), 8 (informational only), 10 (disclaimers), 11 (limitation), 12 (indemnity), 15 (law) and 16 (general) survive termination.
We may change the Service or these Terms from time to time. Material changes to these Terms will be notified to account holders by email at least 30 days before they take effect. Continued use of the Service after the effective date constitutes acceptance of the revised Terms. If you do not accept a change you may terminate before the change takes effect.
These Terms are governed by the laws of England and Wales. Any dispute arising out of or in connection with them is subject to the exclusive jurisdiction of the courts of England and Wales.
Before formal proceedings, the parties will use reasonable endeavours to resolve disputes by good-faith discussion. If that fails, either party may refer the matter to mediation under the CEDR Model Mediation Procedure.
Entire agreement. These Terms (together with any order form and the Privacy Policy and DPA) form the entire agreement between you and Packlah Ltd and supersede any prior agreements on the same subject.
No waiver. A delay or failure to enforce any provision is not a waiver of it.
Severability. If any provision is found unenforceable, the rest remains in force.
Assignment. You may not assign or transfer these Terms without our written consent. We may assign them in connection with a corporate reorganisation or sale of the business, notifying you in advance.
Third-party rights. No third party has any right to enforce these Terms under the Contracts (Rights of Third Parties) Act 1999.
Notices. Notices to Packlah Ltd should be sent to hello@packlah.io. Notices to you will be sent to the email address on your account.
Related: Privacy Policy