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O4B TRANS PENNINE PORTAL TERMS AND CONDITIONS

1 INTRODUCTION

1.1 These Terms and Conditions govern your access to and use of the SSE Open4Business Trans-Pennine Portal (“Trans-Pennine”) which is operated from the URL www.o4b-pennine.com. By viewing and/or registering to use Trans-Pennine, you indicate that you accept these Terms and Conditions and that you agree to abide by them. If you do not agree to these Terms and Conditions, you may not use Trans-Pennine. If you are registering as or on behalf of an entity, you represent that you have the authority to bind that entity to these Terms and Conditions.

1.2 Trans-Pennine gives access to websites hosted or operated by or on behalf of entities other than SSE. These Terms and Conditions are not displaced or subordinated in any circumstances in which they are or could be applicable, and they apply in favour of SSE in respect of your access to and/or use of such other websites, irrespective of the terms and conditions of those websites (which may also bind you).

 

2 DEFINITIONS

2.1 In these Terms and Conditions the following expressions have the following meanings:

    • “Buying Organisation” means any entity or person that uses Trans-Pennine to advertise Opportunities;
    • “Trans-Pennine” means the electronic brokerage service provided by SSE for use by Buying Organisations and Suppliers in order to match the needs of Buying Organisations to Suppliers who can potentially meet those needs;
    • “Designated Third Parties” means an Interested Third Party who is not acting as a Buying Organisation;
    • “SSE Opportunity/ies” means a contract opportunity which is related (in whole or in part) to supporting a SSE project.
    • “Opportunities” means a contract opportunity available to any public or private sector organisation and their supply chain and includes a SSE Opportunity;
    • “Supplier” means a supplier who responds to an Opportunity using Trans-Pennine;
    • “Website” means the website at www.o4b-pennine.com;
    • “you” means users of the Website, including without limitation the Buying Organisations and/or Suppliers who have registered to use Trans-Pennine and accepted these Terms and Conditions, and “your” shall be construed accordingly.

 

3 USE OF THE WEBSITE

3.1 SSE provides you with access to and use of the Website. The Website may not be used by temporarily or indefinitely suspended users of Trans-Pennine.

3.2 You may not use the Website:

    • (a) in any way that breaches any applicable local, national or international law;
    • (b) in any way that is unlawful or fraudulent, or has any unlawful or fraudulent purpose or effect;
    • (c) to post or transmit any threatening, libellous, defamatory, inflammatory, obscene, pornographic, or discriminatory material or any other material that would infringe any intellectual property rights or any other rights of any third party; and
    • (d) to knowingly transmit any data, send or upload any material that contains viruses, Trojan horses, worms, time bombs, keystroke loggers, spyware, adware or any other harmful programs or similar computer code designed to adversely affect the operation of any computer software or hardware.

3.3 SSE reserves the right to refuse access to the Website and remove content at its discretion without notice. SSE will not be liable if for any reason the Website is unavailable at any time or for any period.

3.4 The Website may contain links to third party websites. You acknowledge and agree that SSE is not responsible or liable for the content of, availability of, or services provided by, such third party sites.

 

4 USE OF Trans-Pennine

4.1 This section 5 relates only to Buying Organisations and Suppliers who have registered to use Trans-Pennine.

4.2 Buying Organisations can register on Trans-Pennine to seek Suppliers for the Opportunities. Suppliers can register on Trans-Pennine to respond to the Opportunities. Trans-Pennine will match potential Suppliers to the Opportunities based on information contained in the Suppliers’ profile and the answers given to evaluation questions asked by the Buying Organisations.

4.3 You represent and warrant that your access to and use of Trans-Pennine is exclusively for legitimate business purposes and that the information you submit when using Trans-Pennine whether regarding your business profile, creation of an opportunity or responding to an opportunity is accurate, complete and current. SSE reserves the right at its absolute discretion to remove an Opportunity from the Website and to suspend your use of Trans-Pennine if, in its opinion, you are in breach of this term.

4.4 Buying Organisations may use Trans-Pennine in relation to the Opportunities only. Contracts identified by SSE at its absolute discretion as opportunities other than the Opportunities may be removed from Trans-Pennine without warning.

4.5 Trans-Pennine serves purely as a brokerage service to facilitate, but not to ensure, the matching of Buying Organisations and Suppliers for the Opportunities. SSE and Interested Third Parties accept no responsibility and exclude all liability to Suppliers and to Buying Organisations in the event that Trans-Pennine fails to match Suppliers to Buying Organisations. Nor is liability accepted if an Opportunity is withdrawn, amended or terminated at any time, including if the relevant Buying Organisation is SSE or an Interested Third Party.

4.6 You acknowledge and agree that SSE and Interested Third Parties can and do only make limited, if any, enquiries of users of Trans-Pennine, including Buying Organisations and Suppliers, and cannot verify that every contract opportunity registered by Buying Organisations is in fact an Opportunity. You are responsible for making your own enquiries of the relevant user and using your own judgement before offering or responding to an Opportunity.

4.7 You acknowledge that neither SSE, nor the Interested Third Parties, independently verify the content that is submitted to Trans-Pennine by Buying Organisations and Suppliers. SSE and Interested Third Parties expressly disclaim making any representations or giving any warranties in relation to the content that the Buying Organisations and Suppliers submit to Trans-Pennine and accept no responsibility and exclude all liability in connection with such content and any reliance that Buying Organisations and Suppliers may place upon such content. Neither SSE, nor the Interested Third Parties, recommend endorse or otherwise support any Buying Organisation or Supplier or any offer of or response to an Opportunity.

4.8 You acknowledge and agree that any transaction entered into by a Buying Organisation and a Supplier as a result of using Trans-Pennine will be a contract between the Buying Organisation and the Supplier, and SSE will have no liability in respect of or arising out of or in connection with such contract unless SSE is the applicable Buying Organisation.

4.9 If you are a Buying Organisation, you:

    • (a) agree that you will use Trans-Pennine in order to advertise the Opportunities only;
    • (b) agree, when completing or updating the information and any images relating to the Opportunity, to comply with the guidance or rules regarding the content of such information and images given on the Website;
    • (c) agree that you will comply with all applicable laws and regulations and, in particular, with any relevant procurement rules (including the Public Contracts Regulations 2006) and competition laws when using Trans-Pennine;
    • (d) agree to keep information provided to you through Trans-Pennine in relation to Suppliers confidential and not share it with any third party;
    • (e) agree that, at the end of the procurement process for the Opportunities, you will:
      • (i) provide SSE with an update on the outcome of the tender process;
      • (ii) cooperate with SSE in the evaluation of the SSE tender process (strictly in relation to SSE related opportunities);
      • (iii) provide feedback to Suppliers; and
    • (f) acknowledge that, in using Trans-Pennine, you are not, subject to the provisions of clauses 14.2 to 14.3 below, restricted or discouraged from advertising the Opportunities via other means.

4.10 If you are a Supplier you:

    • (a) ) acknowledge that a Buying Organisation is under no obligation to select a Supplier from the shortlist provided through Trans-Pennine, and may, subject to the provisions of clauses 14.2 to 14.4 below, advertise the Opportunities via other means, and that SSE excludes all liability for any Opportunity or other opportunity which the Supplier does not obtain;
    • (b) agree, when completing or updating the information and any images in your profile, to comply with the guidance or rules regarding the content of such information and images given on the Website; and
    • (c) agree to ensure that your profile remains accurate by updating it without delay in respect of any material change. Failure to comply with this term may result in SSE suspending your use of Trans-Pennine.

4.11 SSE reserves the right to suspend your use of or registration with Trans-Pennine at its discretion and without liability, and/or where relevant to seek compensation for any loss caused, including in the event that:

    • (a) you are in breach of your obligations under these Terms and Conditions; or
    • (b) you cease to use Trans-Pennine for a period of 6 months.

4.12 If you are a Buying Organisation or a Supplier, there is no charge for your use of Trans-Pennine for the Opportunities in accordance with these Terms and Conditions. SSE reserves the right, following notification to you by a notice on this Website or otherwise, to introduce a charge for Trans-Pennine in the future. You will not be charged without having an opportunity to withdraw.

 

5 ACCESS TO Trans-Pennine

5.1 SSE grants you a revocable, non-exclusive, non-transferable licence to access and use Trans-Pennine subject to your continuous compliance with these Terms and Conditions.

5.2 The licence referred to in section 6.1 above does not allow you to:

    • (a) collect and use substantial parts of the Website or databases for the commercial purpose of sharing with third parties;
    • (b) use the Website in conjunction with data extraction and data gathering tools; or
    • (c) create and/or publish a database that contains substantial portions of the Website, or the contents of the Website, without the SSE’s prior written consent.

5.3 You are responsible for making all arrangements necessary for you to have access to Trans-Pennine. You are also responsible for ensuring that all persons who access Trans-Pennine through your internet connection are aware of these Terms and Conditions and that they comply with them.

5.4 SSE reserves the right to refuse access to Trans-Pennine and remove content at its discretion without notice. SSE will not be liable if for any reason Trans-Pennine is unavailable at any time or for any period.

 

6 SECURITY

6.1 You will need a User ID and password in order to access and use Trans-Pennine When you choose a user identification code, password or any other piece of information as part of our security procedures, you must treat such information as confidential, and you must not disclose it to any third party. We have the right to disable any user identification code or password at any time if in our opinion you have failed to comply with any of the provisions of these Terms and Conditions or for any other reason at our discretion.

 

7 CONTENT

7.1 All of the content featured or displayed on the Website (other than content which you submit) including but not limited to text, graphics, photographs, images, moving images, sound, illustrations and software are owned by and/or subject to intellectual property rights of SSE, its licensors and/or other content providers, unless otherwise stated. You acknowledge that SSE, its licensors and other content providers own and/or hold intellectual property rights in such content.

7.2 You represent and warrant that you own (or have the relevant rights to) the content that you submit to Trans-Pennine and that such content is up–to–date, accurate and not misleading in any way and that the use of the content does not breach any law or the rights of any third parties.

7.3 If any of the content that you submit to Trans-Pennine ceases to be accurate, you agree to inform us of this inaccuracy immediately and to take all reasonable measures to correct such information or, if this is not possible, to remove it from the Website as soon as reasonably practicable.

7.4 Permission is granted to electronically copy and to print hard copy portions of this Website for the purpose of using Trans-Pennine only. Any other use of materials on this Website including reproduction for purposes other than those noted above, modification, distribution, or republication without the prior written permission of SSE is strictly prohibited.

7.5 SSE makes no representation or warranty that the information accessible via Trans-Pennine is accurate, complete or current.

7.6 Except where specifically stated otherwise on the Website, any material, information or any other communication you transmit or post when accessing and using Trans-Pennine (other than your personal information) will be visible to other registered users of Trans-Pennine and will be considered non-confidential and the SSE will have no liability for it or for the use to which it may be put.

7.7 SSE and the Designated Third Parties have the right to copy, disclose, distribute and use the content uploaded to the Website by you for the purposes set out in these Terms and Conditions and for statistical analysis, diversity profiling and targeting business support and resource.

7.8 You have the right and ability at your sole discretion to remove any content that you may upload to the Website when using Trans-Pennine.

 

8 LIMITATION OF LIABILITY

8.1 SSE accepts no responsibility for and exclude all liability in connection with the use of Trans-Pennine including but not limited to any liability for errors, inaccuracies, omissions or misleading or defamatory statements in the content submitted by Buying Organisations and Suppliers when using Trans-Pennine unless SSE is the applicable Buying Organisation. You shall notify SSE immediately in the event that you are aware that any of the content on the Website contains errors, inaccuracies, omissions or misleading or defamatory statements.

8.2 SSE does not guarantee continuous, uninterrupted or secure access to the Website “Trans-Pennine”, and operation of the Website may be interfered with by factors outside our control. To the fullest extent permitted by law, the materials on the Website and Trans-Pennine are provided “as is”, SSE expressly makes no representations, and expressly disclaim all representations, and SSE disclaims to the extent permitted by law all warranties, express or implied, of any kind including but not limited to warranties of satisfactory quality, merchantability or fitness for a particular purpose with respect to Trans-Pennine or any materials on the Website.

8.3 To the fullest extent permitted at law, neither SSE nor any of its affiliates, directors, officers, employees agents or other representatives will be liable for damages arising out of or in connection any information and/or with the use of Trans-Pennine on the Website. This is a comprehensive limitation of liability that applies to all damages of any kind, including (without limitation) compensatory, direct, indirect or consequential damages, loss of data, income or profit, loss of or damage to property and claims of third parties.

8.4 For the avoidance of doubt, SSE does not limit its liability for fraudulent misrepresentation, death or personal injury to the extent only that it arises as a result of the negligence of SSE directors, employees or other representatives.

 

9 INDEMNITY

You agree to indemnify and hold SSE, its affiliates, directors, officers, employees agents or other representatives harmless from any claim or demand, including reasonable legal fees, made by any third party due to or arising out of your breach of these Terms and Conditions, or your violation of any law or the rights of a third party.

 

10 TRADEMARKS AND DENIAL OF MARKETING RIGHTS

10.1 SSE is a trademark of SSE in the UK and/or other countries. Other product, organisation and company names mentioned on the Website may be the trademarks or registered trademarks of their respective owners.

10.2 You confirm and acknowledge that you shall not, by your use of the Website and Trans-Pennine, nor by your having been awarded a contract in respect of an Opportunity, have any right to use any trade marks, trade names, logos or other intellectual property rights of SSE (together the “Protected Marks”), or to use any trade marks, trade names or logos so resembling the Protected Marks as to be likely to cause confusion with the Protected Marks.

10.3 You further agree not to:

    • (a) undertake any form of ambush marketing, which shall include any activity, whether commercial or non-commercial, that creates, implies or refers to a direct or indirect association of any kind (including an association in the minds of members of the public) between you or any of your products or services and SSE;
    • (b) cause to be done, or permit anyone reasonably within yourcontrol to do, anything which might damage or endanger the validity or distinctiveness of, or the goodwill in, the Protected Marks or other intellectual property rights of any SSE Group Company; or
    • (c) do anything which would have an adverse effect on or embarrass any SSE Group Company.

 

11 VARIATION AND SEVERABILITY

11.1 SSE may revise these Terms and Conditions at any time. In the event that we make any substantial changes to these Terms and Conditions we will notify you by notice on this website or by such other means as we choose including emailing you to inform you of any such changes.

11.2 If any part of these Terms and Conditions is held to be void or unenforceable, such provision will be struck out and the remaining provisions will be enforceable.

 

12 WAIVER

The waiver of any breach of the Terms and Conditions shall not prevent the subsequent enforcement of that breach and shall not be deemed to be a waiver of any subsequent breach of that or any other provision.

 

13 ENTIRE AGREEMENT

These Terms and Conditions set out the entire agreement and understanding between you and SSE in connection with the matters set out within them.

 

14 THIRD PARTY RIGHTS

14.1 Subject to section 14.2 below, a person who is not a party to these Terms and Conditions shall not have the right (whether under the Contracts (Rights of Third Parties) Act or otherwise) to enforce any of these Terms and Conditions but this does not affect any right or remedy of any person which exists or is available apart from that Act.

14.2 Notwithstanding section 14.1, in the event that you access content on the Website that has been provided by an Interested Third Party, such Interested Third Party shall in connection with such content be deemed to be a party to these Terms and Conditions and/or shall be entitled to rely on these Terms and Conditions.

15 PRIVACY AND COOKIES

This website uses cookies to store information on your computer. Most of these cookies are essential to make the site work and have already been set. Others help us to improve by giving us some insight into how the site is being used. Our Privacy Policy details the cookies that we set and the information they store.

By using our site and / or accepting these terms and conditions you are also accepting our Privacy Policy. Our Privacy Policy can be found at ( URL TBA)

 

16 RESPONSIBLE PROCUREMENT

SSE operates with a Responsible Procurement Charter. For further information regarding this, please see the attached document.

 

17 CONTACT

If you have any questions about these Terms and Conditions or any queries in relation to personal data held by SSE in respect of you, please contact the Trans-Pennine helpdesk at o4b.trans-pennine@sse.com