TERMS & CONDITIONS
US patent 8,868,375 granted
UK patent pending, priority date November 2011
Your use of Locometric® apps is subject to the following terms and conditions.
1. These terms and conditions ("Terms and Conditions") form a legal agreement between Locometric Ltd (United Kingdom company number 08221034) ("Locometric") and the user of its services ("You or Your"). These terms and conditions of business shall apply to all works that you request to be undertaken by Locometric or you undertake on the Website or using any app provided by Locometric (a "Work"), unless otherwise specifically agreed in writing. By placing an order for a Work online or by ordering a Work via telephone, fax, post or email with Locometric, by accessing the website Locometric.com or any domain name or website owned or controlled by Locometric (the "Website") or by requesting Locometric to undertake a Work on Your behalf, You signify that you have read, understood and agree to be bound by these Terms and Conditions whether or not You are a registered user of the Website or App. All orders and requests for Works or any additional services will be subject to Locometric's acceptance which will be notified to You when Locometric confirms the order and will be governed by these Terms and Conditions. Locometric reserves the right not to accept any request to undertake a Work placed by You and/or to cancel any Work even after it has been accepted by Locometric. Locometric's policy is that once an order has been placed for a Work it cannot be cancelled by You. Locometric reserves the right to amend these terms and conditions from time to time and new versions of these terms and conditions will be posted on Locometric's web site and will be effective in relation to all orders placed by You after the date that they appear on the Website. If you do not agree to be bound by these or any future Terms and Conditions, do not use or continue use or access this website or use any of the Works. It is your responsibility to check changes to the Terms and Conditions.
2. You agree to provide current and accurate information as is sometimes requested by Locometric from time to time by any registration forms on the Website. You also agree to keep confidential the security of your password and identification, if any.
3. Locometric provides various services from time to time, which may include but are not restricted to licensing floor plan creation software, creating floor plans, hosting web pages and access to Locometric's archive of floor plans. All content on the Website and available through the Service, including designs, text, graphics, pictures, information, applications, software, sound and other files, and apps made available by Locometric on any third party website or service are the property of Locometric or third parties which license such rights to Locometric (the "Locometric Architecture"). No Locometric Architecture, nor any part of it, may be modified, copied, framed, distributed, scraped, posted, used or sold in any form or by any means. Full details of all services offered by Locometric from time to time and the prices charged for such services are set out on the Locometric web site.
4. Where necessary for the Work Locometric shall grant to You a limited non transferable licence to use the Locometric Architecture accessed via the Website or apps provided by Locometric only. You accept that You have no right, title or interest in or to the copyright or any other intellectual property rights (including without limitation know-how and rights in inventions) subsisting in the Locometric Architecture. The licence to use the Locometric Architecture in the normal course of Your business is subject as follows:
a. You agree not to assign, sub-license or otherwise transfer any or all of the rights hereby granted to use the Locometric Architecture.
b. Save to the extent that such acts may not lawfully be prevented, You shall not modify, adapt, disassemble, decompile or otherwise reverse engineer any or all of the Locometric Architecture.
c. You agree not to use the software for any purpose other than the creation of floor plans for submission to Locometric.
d. You agree not to use any floor plan created using the Locometric Architecture for any purpose until it has been transmitted to Locometric and processed by Locometric.
5. The licence hereby granted to You shall continue without limit in time unless terminated by You ceasing to order any Work. Any termination of this agreement shall automatically terminate such licence.
6. Locometric's fees are set out on the Locometric web site and are subject to change from time to time. All changes to fees will be posted on Locometric's web site and will be effective in relation to all orders placed by You after the date that they appear on Locometric's web site. Locometric's fees are payable by You at the point of order. On occasions where Locometric agrees that You are able to pay for a Work after its completion payment of the invoice shall be made within 7 days of the date of the invoice. Locometric reserves the right to charge interest at 4% above The Royal Bank of Scotland's base rate from time to time for any amounts outstanding beyond 30 days. All invoices are subject to VAT where applicable. If, despite reminders, You have still not paid any amount outstanding after 90 days, then Locometric reserves the right to add a charge of 650 pounds sterling to the outstanding amount to cover debt collection administration which is a genuine estimate of the costs Locometric will incur in taking steps to collect the debt from You.
7. You are responsible for the creation of floor plans and submitting them to Locometric. Locometric will use reasonable skill to improve a floor plan in fulfilment of a Work. You are responsible for the accuracy of all floor plans and all floor plans supplied to Locometric. You are responsible for checking all floor plans supplied by Locometric or on its behalf.
8. You accept that any and all Works are intended for indicative purposes only, are not intended to be scale drawings and measurements and areas quoted are approximate, whether or not a disclaimer appears on the drawing. It is Your responsibility to check all floor plans to ensure that they are correct in all requirements. UK customers are advised to take note of the requirements of the Property Misdescriptions Act 1991 ('PMA'). It is Your responsibility to ensure that a floor plan is an accurate representation of the property. Locometric accepts no liability whatsoever for any error or omission or inadvertent mis-statement in a floor plan. Your attention is drawn to the limitation of Locometric's liability stated below.
9. Where Locometric agrees as part of a Work to host files on Locometric's web server, then in the absence of a specific agreement to the contrary, such hosting will be provided for a period of up to six months only (from the date the Work was created). At the expiry of this six month period, or such other period as shall have been agreed Locometric will have the right, without notice, to remove the files from its web server. Locometric may offer to extend the web hosting for a fee to be agreed with You.
10. You are and will remain responsible for ensuring that the display and distribution of floor plans, via internet, post, hand delivery, fax or email complies with all relevant legislation including where applicable and without limitation, the Property Misdescriptions Act 1991. You warrant that You have all necessary consents and the authority to collect the data forming the Work of the premises in question and that any information You provide and its use by Locometric will not infringe the intellectual property rights or any other rights of any third party. You shall fully indemnify and keep indemnified Locometric on demand against any and all loss, damages, costs, expenses or other claims arising from any breach of these warranties.
11. Locometric warrants that it will use reasonable skill and care to provide the Work. All other warranties express or implied are hereby excluded to the fullest extent permitted by law. Any liability Locometric may have (whether in contract, tort, including negligence or otherwise) shall be limited to the total fees paid by You under this agreement. Locometric shall not be liable to You or to any third party for any loss of profits, loss of sales, loss of turnover or loss of use or corruption of data or software or for any indirect, consequential or special loss. Nothing in these terms and conditions excludes Locometric's liability in respect of fraud or in respect of death or personal injury caused by Locometric's negligence. Locometric shall not be responsible for any delay or failure to carry out Works for reasons beyond Locometric's reasonable control including but not limited to the acts or omissions of a third party or Your failure to perform Your obligations. In the event of a dispute about the quality of floor plans provided to You, Locometric may at its sole discretion, elect to provide an additional floor plan or offer a full refund of any monies paid. You are solely responsible for making any and all back up copies of the Work. This section shall survive the termination of this agreement for any reason.
12. Locometric reserves the right to terminate this agreement without notice for any reason including non-payment of fees. Locometric's fees shall be payable immediately on termination or expiry howsoever caused of this agreement.
13. You warrant that you have obtained in writing all necessary rights, consents and licenses from the owners, lessors or licensee of all properties and estates which are the subject of the Works to the display, distribution and retention of Works created from those properties included within the Service. You hereby grant to Locometric an irrevocable, perpetual, non-exclusive, transferable royalty free worldwide licence and right to use, copy, display, reformat, amend, change, excerpt, distribute or sub-license for profit or otherwise in public the Work both for the said purposes of the Work and any other purpose envisaged or proposed by Locometric or its assignees or to retain and use the Works for such purposes as Locometric sees fit from time to time and You warrant that You have all necessary licenses, consent and the authority to use the Works (and any preparatory works on which they are based) and are entitled to and hereby sub-license Locometric and its assignees to use the Works all for the purposes of the Work and to retain and use the Works for such purposes as Locometric sees fit from time to time. You shall fully indemnify and keep indemnified Locometric on demand against any and all loss, damages, costs, expenses or other claims arising from any breach of these warranties and licences. You hereby grant to Locometric all necessary licence and right to use any text and other information relating to any property both for the purposes of the Work and to retain and use for such purposes as Locometric sees fit from time to time.
14. These terms and conditions form the only agreement between Locometric and You. If a court decides that any part of these terms and conditions cannot be enforced, then that part will not apply. The rest of these terms and conditions will continue to apply. Any notice given under these terms and conditions must be made in writing and sent by pre-paid first class post to the parties' respective addresses. Locometric's address is Locometric Limited, Oak Bank, Chapel Close, Chester CH3 7QS, UK. Notices shall be deemed to have been received three working days after the date of posting. These terms and conditions shall be governed by English Law and Locometric and You hereby submit to the exclusive jurisdiction of the English courts.
15. For the purposes of the Contracts (Rights of Third Parties) Act 1999 these Terms and Conditions are not intended to and do not give any person who is not You or Locometric any right to enforce any of its provisions.
16. You shall not assign or sub-licence these Terms and Conditions or the benefit or burden of it or any part of it to any other person. Locometric has the right to assign or sub-contract any of its rights or obligations under any contract between Locometric and You. Locometric shall be entitled at its discretion to sub-contract any of its obligations under these Terms and Conditions.
17. Locometric reserves the right to use Google Analytics to anonymously track and report Your activity inside of any app provided by Locometric.
18. Locometric and You acknowledge that this EULA is concluded between Locometric and You only, and not with Apple, and Locometric, not Apple, are solely responsible for the Licensed Application and the content thereof.
19. Locometric grants You a non-transferable license to use the Licensed Application on any iPhone or iPod touch that You own or control as permitted by the Usage Rules set forth in the App Store Terms of Service.
20. Locometric is solely responsible for providing any maintenance and support services with respect to the Licensed Application, as specified in this agreement, or as required under applicable law. Locometric and You acknowledge that Apple has no obligation whatsoever to furnish any maintenance and support services with respect to the Licensed Application.
21. Locometric is solely responsible for any product warranties, whether express or implied by law, to the extent not effectively disclaimed. In the event of any failure of the Licensed Application to conform to any applicable warranty, You may notify Apple, and Apple will refund the purchase price for the Licensed Application to You; to the maximum extent permitted by applicable law, Apple will have no other warranty obligation whatsoever with respect to the Licensed Application, and any other claims, losses, liabilities, damages, costs or expenses attributable to any failure to conform to any warranty will be Locometric's sole responsibility.
22. Locometric and You acknowledge that Locometric, not Apple, are responsible for addressing any claims from You or any third party relating to the Licensed Application or Your possession and/or use of that Licensed Application, including, but not limited to: (i) product liability claims; (ii) any claim that the Licensed Application fails to conform to any applicable legal or regulatory requirement; and (iii) claims arising under consumer protection or similar legislation.
23. You and Locometric acknowledge that, in the event of any third party claim that the Licensed Application or Your possession and use of that Licensed Application infringes that third party’s intellectual property rights, Locometric, not Apple, will be solely responsible for the investigation, defense, settlement and discharge of any such intellectual property infringement claim.
24. You represent and warrant that (i) You are not located in a country that is subject to a U.S. Government embargo, or that has been designated by the U.S. Government as a “terrorist supporting” country; and (ii) You are not listed on any U.S. Government list of prohibited or restricted parties.
25. Any end-user questions, complaints or claims with respect to the Licensed Application should be directed to
26. Locometric and You acknowledge and agree that Apple, and Apple’s subsidiaries, are third party beneficiaries of this agreement, and that, upon the end-user’s acceptance of these terms and conditions, Apple will have the right (and will be deemed to have accepted the right) to enforce the EULA against You as a third party beneficiary thereof.