Terms and Conditions

Revision 001 | Effective 27 May 2026
Document reference: SEVRON-LAC-TAC-C-001

SEVRON STANDARD TERMS AND CONDITIONS

The Proposal together with the Specification as in force at the Start Date (or as otherwise updated in accordance with this Agreement) and the terms and conditions set out below (including the ‘Summary Key Terms’) constitute the entire agreement (‘Agreement’) between Sevron and the Customer concerning the Services and the Service Content. The terms of this Agreement shall apply to the exclusion of any other terms put forward by the Customer whether on a purchase order or otherwise. Where Sevron processes personal data on behalf of the Customer in connection with the Services, the Sevron Data Processing Addendum (the “DPA”) is incorporated into and forms part of this Agreement, and applies to that processing. In the event of any conflict between the DPA and these terms and conditions in relation to data protection matters, the DPA prevails.

SUMMARY KEY TERMS

1. CANCELLATION IN FIRST 7 DAYS 100% MONEY BACK GUARANTEE

Customers that have not published more than one assessment using the Services during the first 7 days of their Initial Subscription Term are entitled to cancel their subscription to the Services at any time during those 7 days without having to give any reason and to receive a full refund of any fees paid, provided that the Customer has complied with the terms of this Agreement. To exercise this right to cancel, the Customer must do so by email sent to accounts@sevron.co.uk or in writing sent by first class recorded delivery to be received by Sevron no later than the 7th day of the Initial Subscription Term.

2. CONTRACT RENEWAL AND SUBSCRIPTION FEES

CONTRACT TERM AND RENEWAL

This Agreement shall continue for the Initial Subscription Term and thereafter shall automatically renew for successive periods of 12 months (each a Renewal Period) at the end of the Initial Subscription Term (and at the end of each Renewal Period), unless:

(a) the Customer notifies Sevron of termination, in writing, at least 30 days before the end of the Initial Subscription Term or any Renewal Period, in which case this Agreement shall terminate upon the expiry of the applicable Initial Subscription Term or applicable Renewal Period; or (b) otherwise terminated in accordance with the provisions of this Agreement.

The Customer acknowledges and agrees that the Agreement will automatically renew unless terminated in accordance with the notice provisions set out above.

SUBSCRIPTION FEES

The Subscription Fee payable by the Customer for the Initial Subscription Term shall be fixed and as set out in the Proposal.

Sevron reserves the right to increase the Subscription Fee with effect from the end of the Initial Subscription Term for any Renewal Period by no more than 3% per annum (with reference to the amount of the Subscription Fee paid in the immediately preceding 12 months).

3. CUSTOMER BEING BOUND AND CUSTOMERS’ OBLIGATIONS IN RESPECT OF AUTHORISED USERS

CUSTOMER BOUND

Sevron is entitled to assume that any employee or other individual acting on behalf of their employer or any other organisation is authorised to bind and commit that organisation to the Agreement as the Customer, notwithstanding that any Proposal and/or correspondence may be addressed to the individual or that the individual has subsequently left the employment of or engagement by the Customer.

The Customer confirms that the individual entering into this Agreement on its behalf has full authority to bind the Customer to the terms of this Agreement. The Customer acknowledges that Sevron has relied on this confirmation and agrees that it shall not challenge the validity or enforceability of this Agreement on the basis of any lack of authority.

CUSTOMERS’ OBLIGATIONS IN RESPECT OF AUTHORISED USERS

Customers are entitled to allow their account to be used by Authorised Users on the following conditions:

(a) any facilities for accessing the Services and Service Content (including accounts, permissions and passwords) granted by Sevron to the Customer’s directors, officers, employees, subcontractors or other Authorised Users and/or agents are deemed to have been granted to the Customer for the Customer’s use, and their use of them is deemed to be use by the Customer; (b) the Customer remains liable for all acts and omissions of each Authorised User as if they were the acts and/or omissions of the Customer; and (c) the Authorised Users are fully trained and competent to use the Services and the Service Content.

PLEASE SEE CLAUSE 13 FOR THE MEANINGS OF DEFINED WORDS AND FOR THE RULES FOR INTERPRETING THIS AGREEMENT

1. THE SERVICES

1.1 Subject to the Customer complying with this Agreement, Sevron shall make the Services available to the Customer (and its Authorised Users) via the internet by granting the Customer facilities for accessing them (including accounts, permissions and passwords).

1.2 The Customer shall promptly notify Sevron of any changes to its primary contact details and the address to which invoices and other notifications should be sent. Sevron shall be entitled to rely on the latest details that have been received from the Customer for all purposes including invoicing. For the avoidance of doubt, late or non-receipt of an invoice due to the Customer’s failure to notify Sevron of a change shall not relieve or defer the Customer’s payment obligations under this Agreement.

1.3 Sevron reserves the right on reasonable notice to change the nature, content and look-and-feel of the Services and any of the Service Content to improve, update or enhance the Services and any of the Service Content or in order to comply with applicable law without liability.

1.4 Sevron reserves the right to withdraw any or all of the Services and/or Service Content at any time at its discretion. If Sevron withdraws any Service Content (save for a Document), it shall have no liability to the Customer or any of its Authorised Users. If Sevron withdraws a Service or a Document, (other than in order to comply with applicable law), this Agreement shall continue and Sevron’s only liability to the Customer shall be to repay that proportion of any monies already paid by the Customer which relate to the Customer’s use of that Service or Document after its withdrawal (as determined by Sevron at its discretion (acting reasonably)). Sevron shall have no liability for any loss, damage, costs or expenses the Customer or any other person suffers or incurs as a result of the withdrawal of the Service(s).

2. LICENCE

2.1 The Customer acknowledges and agrees that Sevron and/or its licensors (as applicable) own all intellectual property rights in the Services, the Service Content and associated documentation. Except as expressly stated herein, this Agreement does not grant the Customer any rights to, under or in, any patents, copyright, database right, trade secrets, trade names, trade marks (whether registered or unregistered), or any other rights or licences in respect of the Services, the Service Content or any associated documentation.

2.2 Subject to the Customer making payment of the Subscription Fees and complying with the terms of this Agreement, Sevron grants to the Customer a non-exclusive, non-transferable right, without the right to grant sublicences to permit its Authorised Users to access and use the Services and Service Content for the Customer’s own internal business purposes for the Subscription Term, in the manner and to the extent set out in this Agreement, and the Customer shall ensure that no Authorised Users or other such person uses any of them outside the scope of this licence.

2.3 The Customer shall comply and shall ensure that each of its Authorised Users comply with all licence terms, notices and restrictions (including copyright notices of Sevron and/or third parties) that are displayed or provided as part of the Services or Service Content.

2.4 Where the Proposal restricts the maximum number of Documents that may be produced, the Customer shall ensure that these restrictions are complied with unless and to the extent that greater access and use is expressly authorised in writing by Sevron in respect of any part of the Services and/or Service Content and that any conditions to such authority by Sevron have been met and additional fees paid.

2.5 The Customer and/or its Authorised Users may view, copy and print out parts of the Service Content PROVIDED THAT:

(a) it complies with the stated copyright policy of the owner of the relevant Service Content; (b) no copies are made where this is expressly prohibited or the Service Content is presented in a read-only format; (c) the identity of the copyright owner(s) is clearly acknowledged in any Document or other material in which the copied Service Content is reproduced; (d) each document or other material in which the copied Service Content is reproduced is only for use by the Customer (and the Authorised Users) in the ordinary course of the Customer’s own internal business and is not supplied, published or otherwise made available by the Customer or any Authorised User (or any other person) to any person outside of the Customer’s business or for use, sale or any other form of commercial activity; and (e) the Customer and/or Authorised User does not claim any rights in or to the copied Service Content.

2.6 The Customer and Authorised Users may store only such electronic copies of the Service Content as are reasonably necessary in all the circumstances to enable it to make reasonable use of the Services in accordance with the Agreement.

2.7 The Customer shall not (and shall procure that the Authorised Users shall not) access, store, distribute or transmit any Viruses, or any material during the course of its or their use of the Services that:

(a) is unlawful, harmful, threatening, defamatory, obscene, infringing, harassing or racially or ethnically offensive; (b) facilitates illegal activity; (c) depicts sexually explicit images; (d) promotes unlawful violence; (e) is discriminatory based on race, gender, colour, religious belief, sexual orientation, disability; or (f) is otherwise illegal or causes damage or injury to any person or property,

and Sevron reserves the right, without liability or prejudice to its other rights to the Customer, to disable the Customer's access to the Services and the Service Content if it breaches the provisions of this clause.

2.8 The Customer shall not and shall ensure that each of its Authorised Users shall not make any use of the Services or Service Content except as expressly authorised in this Agreement. In particular, the Customer shall not (and shall ensure that its Authorised Users shall not) without the express permission of Sevron:

(a) modify, alter or adapt the Services or the Service Content or the Software; (b) copy, disclose or otherwise use any part of the Software or the Service Content or any account or password issued to the Customer otherwise than as expressly permitted in this Agreement; (c) copy, translate, decompile, reverse compile, disassemble, reverse engineer or otherwise reduce to human-perceivable form all or any part of the Software or any website used for the delivery of the Services, nor combine or incorporate any such Software with or in any software or other computer program; (d) access all or any part of the Services and/or Service Content in order to build a product or service which competes with the Services and/or Service Content; and/or (e) sell, assign, transfer, mortgage, lend or pass on to any person any of the Services or the Service Content, or purport to do so, or provide access to any of them or any copy of any of the Service Content.

3. SUPPORT

3.1 At the request of the Customer, Sevron shall provide advice and assistance by telephone or e-mail (at Sevron’s option) concerning the use of the Services. This assistance will be available to the Customer at the times shown on the Sevron website at http://www.sevron.co.uk via such telephone number or e-mail address as Sevron may notify to the Customer from time to time. Sevron shall use reasonable skill and care in providing advice and assistance, but it does not give any assurance that it will be able to answer every question put to it. Sevron may provide training to the Customer in respect of the use of the Services and the Service Content. Sevron charges a one-off fee for the training, which will be quoted upon request and payable in advance of the training (unless otherwise agreed).

3.2 Where the Customer is able to demonstrate that a reported problem is a Fault, and such Fault is not due to:

(a) the Services being accessed or used contrary to Sevron’s instructions or standard practice (where no such instruction have been given); (b) the computer resources, systems and/or communications networks used by the Customer or Authorised User; or (c) any modification or alteration of the Services by any party other than Sevron or Sevron's duly authorised contractors or agents,

a “Sevron Fault”

Sevron shall use reasonable commercial endeavours to fix that Sevron Fault or provide the Customer with a workaround solution as soon as reasonably practicable. The Customer acknowledges that Sevron is dependent on third parties for certain support, Sevron does not give any assurance regarding the timely resolution of any such faults and Sevron shall have no liability for any loss, damage, costs or expenses the Customer suffers or incurs as a result of any delay in providing a fix or workaround.

3.3 The Customer shall co-operate with Sevron and shall provide all information and assistance Sevron reasonably requests when attempting to investigate the Fault and provide a fix or workaround for a Fault.

3.4 Such correction of a Sevron Fault or the provision of a workaround solution by Sevron constitutes the Customers’ sole remedy in relation to any Sevron Faults, and Sevron shall have no liability where any Fault is not a Sevron Fault.

4. THE CUSTOMER’S OBLIGATIONS AND LIABILITIES

4.1 The provisions of this clause 4 are in addition to any obligation or liability the Customer has under general law and the other terms of this Agreement.

4.2 The Customer agrees to comply with Sevron’s terms of use and Fair Use Policy as in force at the Start Date (or as otherwise notified to the Customer in accordance with this Agreement).

4.3 The Customer shall ensure that each of its Authorised Users are given sufficient training to use the Services.

4.4 The Customer shall ensure that all of its Authorised Users understand this Agreement, and that they do not do anything to put the Customer in breach of this Agreement.

4.5 The Customer accepts full responsibility and liability for the unauthorised use of the Services and Service Content by the Authorised Users, and that which results from unauthorised access.

4.6 The Customer shall permit and enable Sevron to transmit data and/or program files to the Customer’s and Authorised User’s systems that are used for accessing the Services.

4.7 The Customer shall ensure that the systems and communications networks it or any of its Authorised Users use to access the Services are adequate for that purpose and compliant with any specifications communicated by Sevron.

4.8 Where Sevron has granted facilities for accessing the Services (including accounts, permissions and passwords), the Customer shall effect and maintain adequate security measures to restrict their use and shall prevent unauthorised use of the Services through the

Customer’s and Authorised User’s systems, which it shall monitor regularly, in particular, the Customer shall ensure that Authorised Users, where applicable, log out from the Services before they allow anyone else to use their access devices(s) and keep passwords confidential.

4.9 The Customer shall indemnify Sevron and keep it indemnified against all claims, proceedings, losses, damages, costs and expenses, including reasonable legal fees, arising out of or in connection with the use by the Customer or any of its Authorised Users of the Services or the Service Content outside the terms of this Agreement or any content provider’s terms of use. This indemnity includes all amounts Sevron pays or is liable to pay to any third party pursuant to the order of any court or tribunal of competent jurisdiction or on the reasonable advice of its solicitors.

4.10 The Customer shall be responsible for ensuring appropriate implementation, internal adoption and use of the Services within its organisation.

5. PAYMENT TERMS

5.1 Each year of this Agreement, the Customer shall pay Sevron the Subscription Fee as set out in the Proposal (or as otherwise agreed in writing between the parties) together with VAT at the applicable rate, on or before the Payment Date. If the Initial Subscription Term is longer than one year, the Payment Date for each year after the first year and in respect of any Renewal Period shall be the anniversary of the Start Date unless otherwise agreed by Sevron.

5.2 If Sevron agrees that the Subscription Fee may be paid in instalments, and more than one Payment Date is specified in either the Proposal or invoice for each year then:

(a) the Subscription Fee is payable on each Payment Date in the instalments specified in the Proposal or invoice or, if none are specified, annually. The VAT on the Subscription Fee is payable in accordance with sub-clause 5.2(c) below; (b) at least 30 (thirty) days before the first Payment Date, the Customer shall deliver to Sevron a properly executed banker’s direct debit mandate (in a form acceptable to Sevron) for payment of the instalments and shall not do anything to cancel the direct debit mandate without notifying Sevron in advance. In the event that the direct debit mandate is cancelled by or on behalf of the Customer for any reason, unless agreed otherwise in writing by Sevron, the instalment option shall cease to apply and the balance of the Subscription Fee shall become immediately due and payable; and (c) each year the Customer shall pay Sevron the VAT on the Subscription Fee, on or before the first Payment Date for that year.

5.3 If any due payment remains unpaid for a period in excess of 7 (seven) days following any Payment Date then without prejudice to any other rights and remedies under this Agreement:

(a) Sevron shall be entitled to immediate payment of the full balance of the Subscription Fee together with the VAT on the Subscription Fee and payment of sums already due and outstanding under this Agreement; (b) The Customer agrees to indemnify Sevron in full against all costs, losses, charges and expenses incurred in recovering any overdue payment, including but not limited to debt recovery agency fees, legal fees, court costs and administrative charges, all of which shall be payable by the Customer on demand. (c) any discounts that have been agreed by Sevron shall not apply to the outstanding invoice(s); (d) Sevron shall be entitled, without liability and without prejudice to any other rights, to suspend or restrict access to the Services and Service Content where any payment remains outstanding beyond 7 (seven) days from the Payment Date. Access will remain restricted until all outstanding sums (including any applicable charges) are paid in full and cleared funds have been received (e) Sevron shall be entitled to apply a late payment administration charge to any invoice which remains unpaid for more than 7 (seven) days following the Payment Date as follows:

(i) £40 for invoices under £1,000 (excluding VAT); (ii) £70 for invoices between £1,000 and £10,000 (excluding VAT); (iii) £100 for invoices over £10,000 (excluding VAT);

Such charges shall become immediately due and payable and may be added to the outstanding balance. (f) Suspension or restriction of access to the Services shall not relieve the Customer of its obligation to pay any outstanding or future Subscription Fees due under this Agreement.

5.4 The Subscription Fee shall be fixed for the Initial Subscription Term and thereafter Sevron reserves the right to increase the Subscription Fee with effect from the end of the Initial Subscription Term for any Renewal Period by no more than 3% per annum (with reference to the amount of the Subscription Fee paid in the immediately preceding 12 months).

5.5 The Subscription Plan, pricing and scope of Services agreed at the start of the Initial Subscription Term shall remain fixed for the duration of that term. The Customer shall not be entitled to reduce, downgrade, suspend or otherwise amend the Subscription Plan during the Initial Subscription Term. Any changes requested by the Customer shall only take effect from the start of the next Renewal Period, unless otherwise agreed in writing by Sevron.

For the avoidance of doubt, the Subscription Fee shall remain payable in full for the duration of the Initial Subscription Term notwithstanding any reduction in use of the Services.

6. USE OF THE SERVICE AND SERVICE CONTENT

6.1 Errors. The Customer acknowledges and accepts that the nature of computer programs is such that Sevron cannot and does not give any assurance that the operation of the Services and computer programs used in the Services will be free from errors and agrees that Sevron shall have no liability for any loss, damage, costs or expenses that the Customer or any of the Authorised Users suffer or incur as a result of any such errors.

6.2 Sevron’s intention. Sevron intends that the Services and Service Content (including any Service Content that relates to the interpretation or effect of any document such as legislation, regulation, standard, code of practice or otherwise) are for use only as an aid by persons with an understanding of all of the issues involved, and the Customer shall ensure that all persons using the Service and Service Content have sufficient understanding of all relevant issues before using it and shall indemnify Sevron and keep it indemnified against all claims and proceedings any person makes or brings against Sevron in connection with the Customer’s failure to comply with this clause 6.2.

6.3 Advice. The Services and Service Content are merely technology aids and are not a substitute for professional, commercial, legal or financial advice and the Customer shall not and shall ensure that its Authorised Users shall not, rely on them as such. Sevron shall have no liability for any loss, damage, costs or expenses the Customer or any of the Authorised Users suffer or incur as a result of relying on the Services or the Service Content.

6.4 Bespoke results. Where the Services allow the Customer or Authorised Users to generate bespoke results (including by inputting Customer Data and/or combinations of elements of the Service Content), Sevron will not review such results and does not give any warranty that such results will be complete, accurate or appropriate and the Customer and Authorised Users use them entirely at their own risk. The Customer and Authorised Users are, therefore, advised to obtain their own independent professional, commercial, legal and/or financial advice before using the results and Sevron shall have no liability for any loss, damage, costs or expenses the Customer or any of its Authorised Users suffer or incur as a result of relying on any result generated by the Services.

6.5 Use of Services. The Customer acknowledges that access to the Services is provided for the duration of the Subscription Term. Non-use or reduced use of the Services by the Customer or its Authorised Users shall not relieve the Customer of its obligation to pay the Subscription Fee in full for the Initial Subscription Term, and use of the Services remains at the Customer’s sole discretion and responsibility.

6.6 Unavailable Service Content. The Customer acknowledges and accepts that not all of the Service Content it, or its Authorised Users may require will be available on the Services and Sevron shall have no liability for any loss, damage, costs or expenses the Customer or any other person suffers or incurs as a result of such Service Content not being available.

6.7 Incorrect Service Content. Sevron does not check that any Service Content provided by third parties (including but not limited to for example HSE or substance manufacturers) is correct and Sevron shall have no liability for any loss, damage, costs, penalties or expenses the Customer or any other person suffers or incurs as a result of any errors in, or omission from,

such Service Content except to the extent that Sevron has negligently omitted information or has negligently introduced an error.

6.8 Records. Sevron reserves the right to record and retain details of the Customer’s and each of its Authorised Users activities when using the Services and the Service Content accessed and/or downloaded and may use this for analysis, as further described in the Fair Use Policy. Typically, this may include (but is not limited to) accessing Documents and creating user accounts. Sevron will have no obligation to notify the Customer or Authorised User in the event that the relevant Service Content is withdrawn, replaced or incorrect or Sevron or any Sevron Affiliate believes that alternative Service Content may be of relevance to the Customer or Authorised User.

6.9 Suitability. Sevron does not check the reliability, suitability or any other quality of any product or service described in the Service Content, and no reference in the Service Content to any person, product or service is an endorsement or assurance by Sevron concerning any of these. Sevron shall have no liability for any loss, damage, costs or expenses the Customer or any other person suffers or incurs as a result of using or relying on any such product or service.

6.10 Links to third party websites. Links in the Services may take the Customer and/or Authorised Users to websites controlled by third parties who are not associated with Sevron. Sevron shall have no liability for any loss, damage, costs or expenses the Customer or any other person suffers or incurs as a result of visiting those websites or of using or relying on any information on those websites.

6.11 Out of date Service Content. The Services and Service Content may include references to products, services, information or other materials which are no longer relevant, current or available. In each case it is the Customer’s responsibility to determine the extent to which they remain relevant, current and/or available. Sevron shall have no liability for any loss, damage, costs or expenses the Customer or any other person suffers or incurs as a result of treating the Service Content as complete, exhaustive or up to date.

6.12 Search results. The results returned by any electronic search facility will not be monitored by Sevron, and Sevron does not give any assurance that any of the results will be complete or the most appropriate results for the search conducted. The Customer is responsible for assessing the results. Sevron shall have no liability for any loss, damage, costs or expenses the Customer or any other person suffers or incurs as a result of relying on the search results being complete or appropriate.

6.13 Withdrawal of Service Content. Sevron may withdraw any Service Content previously included in the Services at any time when it reasonably believes that the Service Content needs updating or correction. This will typically be where Safety Data Sheets are incorrect and require replacing. Sevron shall have no liability for any loss, damage, costs or expenses the Customer or any other person suffers or incurs as a result of the withdrawal of any Service Content.

6.14 System maintenance. Sevron shall be entitled to disable the Services so as to enable it to undertake planned or unplanned maintenance. Typically, this will be outside of normal business hours (09:00 to 17:00 UK time). Where maintenance work is unplanned maintenance may take place during normal working hours, but Sevron will use reasonable endeavours to keep disruption of service to an absolute minimum. Sevron will notify Customers in advance of planned maintenance work where significant downtime is planned. Further, Sevron reserves the right to suspend the web-based Services at any time where required to do so under applicable law or by a regulator or other competent authority.

6.15 System upgrades. Sevron reserves the right to upgrade the Services and/or the software platform in whole or in part. If the Customer and/or any of its Authorised Users continue to use any version other than the latest version it does so at its own risk unless Sevron agrees in writing to support the earlier version.

6.16 Customer Data. The Customer shall have sole responsibility for the legality, reliability, integrity, accuracy and quality of all Customer Data.

6.17 AI-assisted features. The Services may include optional AI-assisted features. Fair-use requirements for those features are set out in the Fair Use Policy. The Customer acknowledges and agrees to the following in respect of such features.

6.17.1 No warranty on AI output. AI-assisted features generate outputs based on user inputs and third-party AI models. Sevron does not warrant that AI outputs are complete, accurate, current, fit for any particular purpose, or free from error. AI outputs are technology aids and are not a substitute for professional, commercial, legal or regulatory advice.

6.17.2 Customer remains data controller. Where AI-assisted features process personal data on the Customer’s behalf, the Customer is the data controller. The Customer is responsible for the lawful basis for processing, any necessary consents or Article 9 conditions, and for ensuring use of AI-assisted features is consistent with the Customer’s own privacy notices and obligations under the Data Protection Laws.

6.17.3 Human review required. AI outputs must be reviewed by a competent human user within the Customer’s organisation before being added to any document, record, file, or other output, or relied on for any purpose. The Customer shall ensure that its Authorised Users are trained on appropriate review of AI outputs.

6.17.4 Liability for AI output. Subject to clause 7.6 (which preserves liability that cannot lawfully be excluded), Sevron shall have no liability for any loss, damage, costs or expenses the Customer or any other person suffers or incurs as a result of using, relying on, or acting on AI outputs, whether or not the AI output has been reviewed by a human user.

6.17.5 Data protection — AI-assisted features. Data protection terms specific to AI-assisted features (including the no-training position, abuse-monitoring retention by AI subprocessors, customer control over enabling/disabling AI features, and the position on solely automated decision-making) are set out in clause 13 of the DPA. Fair-use requirements are set out in the Fair Use Policy.

7. LIABILITY

7.1 To the maximum extent permitted by law, Sevron shall not be liable whether in tort (including for negligence or breach of statutory duty), contract, misrepresentation, restitution or otherwise for any loss of profits, loss of business, depletion of goodwill and/or similar losses or loss or corruption of data or information, or pure economic loss, or for any special, indirect or consequential loss, costs, damages, charges or expenses however arising under this Agreement.

7.2 Sevron takes precautions to detect Viruses and other harmful code in the Services and Service Content and other system intrusions but the Customer is responsible for using its own procedures and software for detecting these and for protecting its systems and information against them and Sevron shall have no liability or any loss, damage, costs or expenses the Customer or any other person suffers or incurs as a result of them being affected by Viruses or other harmful code or unauthorised system intrusions.

7.3 Sevron shall have no liability for any loss, damage, costs or expenses the Customer or any Authorised User suffers or incurs in connection with any claims or proceedings brought against the Customer and/or Authorised User by any third party except to the extent it is directly caused by Sevron’s proven infringement of that third party’s copyright or database rights.

7.4 Sevron’s maximum liability for all loss, damage, costs and expenses the Customer (including its Authorised Users) suffers or incurs at any time in connection with the Services, the Service Content or this Agreement (whether for breach of contract, negligence or otherwise or in respect of any representation relating to it) shall not exceed the Subscription Fee paid by the Customer in the 12 months immediately preceding the event giving rise to the claim.

7.5 The express warranties, obligations and liabilities set out in this Agreement are in lieu of all other terms implied by law (whether statutory, common law, course of dealings or otherwise) all of which are hereby excluded to the maximum extent permitted by law.

7.6 Nothing in this Agreement shall exclude or limit either party’s liability for death or personal injury caused by negligence, or for fraud or fraudulent misrepresentation.

8. DATA PROTECTION POLICY

8.1 Each party will comply with all applicable Data Protection Laws. This clause 8 is in addition to, and does not relieve, remove or replace, a party’s obligations or rights under the Data Protection Laws.

8.2 Where Sevron processes Customer Personal Data on the Customer's behalf in connection with the Services, the Customer is the controller and Sevron is the processor for the purposes of the Data Protection Laws. For the avoidance of doubt, Sevron acts as a separate controller (not as processor) for personal data it processes in connection with account administration, billing, marketing, security, recruitment, and similar business purposes, as further described in Sevron's Privacy Policy. The DPA sets out the terms on which Sevron processes Customer Personal Data and is incorporated into and forms part of this Agreement.

8.3 The Customer warrants that it has all necessary rights, lawful bases, and where required consents and Article 9 conditions to provide Customer Personal Data to Sevron for the processing contemplated by this Agreement and the DPA. The Customer is responsible for the accuracy, quality, and legality of Customer Personal Data and the means by which it acquired that data.

8.4 Personal data breach notification. Sevron will notify the Customer of a personal data breach affecting Customer Personal Data without undue delay, and in any event within 72 hours, after Sevron becomes aware of the breach. Full breach notification content and process is set out in clause 8 of the DPA.

8.5 Subprocessors. The Customer provides general written authorisation to Sevron to engage subprocessors in connection with the Services. Sevron will give the Customer at least 30 days’ written notice of any new or replacement subprocessor and the Customer may object on reasonable data protection grounds during that period. The objection process and remedies are set out in clause 5 of the DPA. The current subprocessor list is set out in Annex 3 of the DPA, and is also reflected in Annex A of Sevron's Privacy Policy.

8.6 Audit and information. Sevron will make available to the Customer the information reasonably necessary to demonstrate compliance with its obligations as processor, in accordance with the audit regime set out in clause 10 of the DPA.

8.7 International transfers. Where Sevron transfers Customer Personal Data outside the United Kingdom, Sevron will put in place a transfer mechanism that satisfies the Data Protection Laws, in accordance with clause 6 of the DPA. This may include reliance on UK adequacy regulations, a UK data bridge, or the International Data Transfer Agreement (IDTA) issued by the UK Information Commissioner.

8.8 Return and deletion. Return or deletion of Customer Personal Data on termination is governed by clause 9.8(c) of this Agreement, as cross-referenced in clause 9.1 of the DPA.

8.9 Confidentiality of Customer Personal Data. Customer Personal Data is Confidential Information for the purposes of clause 12.1, in addition to any confidentiality obligations imposed by the Data Protection Laws or the DPA. Sevron will ensure that personnel authorised to process Customer Personal Data are subject to confidentiality obligations as set out in clause 3 of the DPA.

8.10 Sevron's Privacy Policy. Sevron processes personal data of the Customer's Authorised Users and other connected individuals in accordance with Sevron's Privacy Policy, which is published at www.sevron.co.uk/privacy-policy and updated from time to time. Material changes to the Privacy Policy are communicated as set out in that Policy. Website cookie practices are described in Sevron's Cookie Policy. The Customer shall ensure that each of its Authorised Users and other relevant individuals are aware of the provisions of this clause 8 and have access to Sevron's Privacy Policy.

9. TERM AND TERMINATION

9.1 This Agreement shall continue for the Initial Subscription Term and thereafter shall automatically renew for successive periods of 12 months (each a Renewal Period) at the end of the Initial Subscription Term (and at the end of each Renewal Period), unless:

(a) the Customer notifies Sevron of termination, in writing, at least 30 days before the end of the Initial Subscription Term or any Renewal Period, in which case this Agreement shall terminate upon the expiry of the applicable Initial Subscription Term or applicable Renewal Period; or (b) otherwise terminated in accordance with the provisions of this Agreement.

9.2 Where the Initial Subscription Term specified in the Proposal is greater than 12 months, this shall constitute a fixed contractual commitment for the full duration of that term. The Customer shall not have any right to terminate this Agreement during the Initial Subscription Term except as expressly set out in this Agreement.

9.3 Changes in the Customer’s business, including but not limited to restructuring, changes in personnel, financial position, internal systems or operational requirements, shall not affect the Customer’s obligations under this Agreement.

9.4 The Customer shall not be entitled to partially terminate, reduce or suspend any part of the Services during the Initial Subscription Term.

9.5 Sevron may terminate this Agreement forthwith at any time during or after the Initial Subscription Term by giving the Customer written notice if the Customer commits a material breach of any of the terms of this Agreement which is not remedied within a reasonable period following written notice (where capable of remedy).

9.6 Either party may terminate this Agreement without giving any reason by giving not less than 30 (thirty) days’ notice in writing to terminate on the expiry of the Initial Subscription Term or, if the Initial Subscription Term has already expired, on an anniversary of the Start Date.

9.7 Either party may terminate this Agreement forthwith at any time by giving the other written notice if the other party:

(a) ceases or threatens to cease to carry on business; (b) becomes the subject of a voluntary arrangement; (c) is unable to pay its debts as they fall due within the meaning of section 123 of the Insolvency Act 1986; (d) makes any composition or arrangement with its creditors, takes or suffers any similar action in consequence of debt; (e) has a trustee, receiver, manager, administrator, liquidator or administrative receiver or similar office appointed over all or any parts of its undertaking, assets or income; or

(f) has an order or resolution made for its dissolution or liquidation (other than for the purpose of solvent amalgamation or reconstruction) or any equivalent or similar action or proceeding is taken or suffered in any jurisdiction.

9.8 The Customer’s licence to permit the Authorised Users to use the Services and the Service Content will automatically terminate on termination of this Agreement and:

(a) the Customer shall then immediately stop, and shall ensure that the Authorised Users immediately cease, using them; (b) the Customer shall destroy and shall ensure that the Authorised Users destroy, all other copies of the Service Content, including the deletion of all electronically stored copies, except those parts of the Service Content which the Customer has included in the Customer’s documents and PROVIDED ALWAYS that they have been included in full conformity with this Agreement. At Sevron’s request, the Customer shall promptly provide Sevron with written confirmation that this has been done by means of a certification by an officer of the Customer or in the form of a statutory declaration. (c) Sevron may destroy or otherwise dispose of any of the Customer Data in its possession unless Sevron receives, no later than ten days after the effective date of the termination of this Agreement, a written request for the delivery to the Customer of the then most recent back-up of the Customer Data. Sevron shall use reasonable and commercial endeavours to deliver the back-up to the Customer within 30 days of its receipt of such a written request, provided that the Customer has, at that time, paid all fees and charges outstanding at and resulting from termination (whether or not due at the date of termination). The Customer shall pay all reasonable expenses incurred by Sevron in returning or disposing of Customer Data; and (d) any rights, remedies, obligations or liabilities of the parties that have accrued up to the date of termination, including the right to claim damages in respect of any breach of the Agreement which existed at or before the date of termination shall not be affected or prejudiced.

10. FORCE MAJEURE

10.1 Neither party shall be in breach of this Agreement, nor liable in any way whatsoever for any failure to perform, or delay in performing, its obligations under this Agreement to the extent that the failure or delay results from any cause which is beyond that party’s reasonable control. This clause 10 does not apply to any failure or delay by the Customer to:

(a) pay any charges due under this Agreement; (b) control the Customer’s representatives; or (c) comply with clause 4.8.

11. NOTICES

11.1 To be valid, any notice given pursuant to this Agreement must be in writing and must be delivered by hand or sent by post, fax or email to the relevant party at the contact point described in the Proposal or such substitute contact point as that party has notified in accordance with this clause 11.

11.2 Notices shall be deemed served as follows:

12. GENERAL

12.1 During the term of this Agreement and after termination of this Agreement for any reason, each party agrees that it shall keep any Confidential Information received from or obtained about the other or any of such other’s Affiliates confidential and shall not use it for any purposes outside the scope of this Agreement or disclose it to any other person without the prior written consent of the other PROVIDED ALWAYS that each party may disclose Confidential Information relating to the other if and to the extent that:

(a) this is required by applicable law, court order or order of a competent regulatory authority; (b) it is to the receiving party’s professional advisers, auditors and/or bankers on a ‘need to know’ basis and provided the recipient is under a binding duty of confidence; (c) the information has come into the public domain or to the receiving party through no fault of that party.

The obligations of both parties as to disclosure and confidentiality shall continue in force notwithstanding the termination of this Agreement.

12.2 Rights of third parties. This Agreement is entered into for the benefit of Sevron and the Sevron Affiliates. Apart from this, this Agreement does not confer any right or benefit on any other third party and the Contracts (Rights of Third Parties) Act 1999 shall not apply to other third parties. In any event, Sevron and the Customer may exercise their respective rights to rescind, terminate or vary this Agreement without the consent of any third party.

12.3 Subcontracting. Sevron may delegate any obligation it has under these terms to any person and may allow any person to exercise any right it has under these terms.

12.4 Variation. Sevron may change any or all of these terms:

(a) with immediate effect if it is reasonably necessary to do so in order to comply with any applicable law, court order or with the instruction of any public or regulatory body; (b) any terms by giving written notice at least 30 (thirty) days before the change will take effect.

12.5 The Customer will not be bound by the changes made pursuant to 12.4(b) unless it accepts them. The Customer shall be deemed to have accepted the change(s) if it either:

(a) pays any part of the Subscription Fee in respect of the next year; or (b) uses the Services or Service Content on or after the date on which notified change(s) is/are stated in Sevron’s notice to take effect.

12.6 Survival. Provisions of this Agreement which are either expressed to survive its termination or, from their nature or context it is contemplated that they are to survive such termination, shall remain in full force and effect notwithstanding such termination.

12.7 Publicity. Sevron shall request the prior permission of the Customer for the use of its name in any publicity materials (including its websites) (such permission not to be unreasonably refused) and those of the Sevron Affiliates. Other than this, neither party shall publish any public statement or announcement regarding the existence of or terms of this Agreement without the prior written consent of the other such consent not to be unreasonably withheld or delayed.

12.8 Law and jurisdiction. This Agreement is subject to English law and subject to the below, the parties hereby submit to the exclusive jurisdiction of the courts of England in respect of any dispute arising out of or in connection with this Agreement, the Services, the Service Content and/or their use. Nothing in this clause shall limit the right of Sevron to take proceedings against the Customer in any other court of competent jurisdiction, nor shall the taking of proceedings in any one or more jurisdictions preclude the taking of proceedings in any other jurisdictions, whether concurrently or not, to the extent permitted by the law of such other jurisdiction

12.9 Waiver. The failure by a party to exercise a right or remedy does not constitute a waiver of that or any other right or remedy and nor does any delay by a party on exercising any right or remedy. Neither party shall rely on any such failure or delay as constituting such a waiver or as preventing the exercise of any right or remedy.

12.10 Severance. If any court or other tribunal of competent jurisdiction decides that any provision of this Agreement is void or unenforceable, it shall, to the extent legally possible,

be replaced by a term that commercially achieves the same effect as the void or unenforceable provision.

12.11 No assignment. Neither party shall be entitled to nor shall it attempt to assign or transfer all or any of its rights or obligations under this Agreement or dispose of any right or interest in this Agreement without the prior written consent of the other party save that Sevron shall be entitled to assign its rights and obligations under this Agreement in whole or in part to any Sevron Affiliate.

12.12 Entire Agreement and Non-Reliance. This Agreement constitutes the entire agreement between the parties and supersedes all prior discussions, negotiations, arrangements and agreements between them relating to its subject matter. Each party confirms that it has not relied on any representation, statement or promise not expressly set out in this Agreement when entering into it.

12.13 In the event of any conflict between the Proposal, these Terms and Conditions, the DPA, the Privacy Policy, and any other referenced document, the following order of precedence shall apply: (a) the DPA, in relation to data protection matters; (b) the Proposal; (c) these Terms and Conditions; (d) the Privacy Policy; and (e) any other referenced documents, including the Fair Use Policy and Cookie Policy."

13. DEFINITIONS AND INTERPRETATION

13.1 In this Agreement the following words shall have the following meanings:

‘Affiliate’ means any company in the group of companies of the party to which the term refers and, in the case of Sevron, also includes any purchaser of Sevron (whether shares or assets).

‘Authorised User’ means a person (whether a director, officer, employee, agent or subcontractor of the Customer or any other person) authorised by the Customer to access or use the Services and/or Service Content though any account or other facility made available to the Customer by Sevron.

‘Customer Personal Data’ means personal data that Sevron processes on the Customer’s behalf in connection with the Services, as further described in Annex 1 of the DPA.

‘DPA’ means the Sevron Data Processing Addendum as in force at the Start Date (or as otherwise updated in accordance with this Agreement), which is incorporated into and forms part of this Agreement.

‘Data Protection Laws’ means the UK GDPR, the Data Protection Act 2018, the Privacy and Electronic Communications Regulations 2003 (PECR), the Data (Use and Access) Act 2025 (DUAA), and all other laws relating to the processing of personal data applicable to Sevron’s performance of this Agreement, each as amended or replaced from time to time.

‘Confidential Information’ means all information disclosed (whether in writing, orally or by any other means and whether directly or indirectly and whether specifically designated as ‘confidential’ or which ought reasonably be regarded as confidential) under or in connection with this Agreement by one party to the other party whether before or after the date of this Agreement including, without limitation, information relating to the other’s products, services, operations, processes, plans or intentions, product information, know-how, design rights, trade secrets, market opportunities and business affairs. For the avoidance of doubt, Confidential Information includes Customer Personal Data and Customer Data, in addition to any obligations under the DPA and the Data Protection Laws.

Controller', 'processor', 'data subject', 'personal data', 'personal data breach', 'processing' and 'appropriate technical and organisational measures': as defined in the Data Protection Laws.

‘Documents’ means the documentation made available to the Customer by Sevron as part of using the Services including safety data sheets, risk assessments and user guides.

‘Fair Use Policy’ means Sevron’s fair use policy as in force at the Start Date (or as otherwise notified to the Customer in accordance with this Agreement)

‘Fault’ means an error in the Services constituting a material deviation from the performance criteria described in the Specification.

‘Initial Subscription Term’ means the initial term of this Agreement starting on the Start Date and lasting for the period specified in the Proposal (based on which Subscription Plan is selected by the Customer) or, if no period is specified, one year.

‘Payment Date’ means the date upon which payment(s) of the Subscription Fee shall be due, details of which are set out in the Proposal or the relevant invoice.

‘person’ means any individual, firm, partnership, association (whether incorporated or unincorporated), corporation or other body or legal entity.

‘Proposal’ means Sevron’s written proposal for the provision of the Services to the Customer.

‘Renewal Period’ has the meaning given in the Summary Key Terms.

‘Service Content’ means the content and output of the Services including all Documents, text, data, diagrams, images, computer programs, thesauruses, video and audio recordings, metadata and other works including any media used to carry the same.

‘Services’ means the information services offered by Sevron which are identified in the Proposal and described in the Specification.

‘Sevron’ means Sevron Ltd a company registered in England and Wales under company number 06053767.

‘Software’ means the online software applications provided by Sevron as part of the Services.

‘Specification’ means the specification for the individual services provided by Sevron and applicable to the Services at the Start Date, or otherwise expressly incorporated into the Proposal.

‘Start Date’ means the date upon which the Customer’s account is activated.

‘Customer’ means the person to whom the Proposal is addressed or who is otherwise identified as such in the Proposal.

'Customer Data' means the data inputted by the Customer, Authorised Users or Sevron on the Customer’s behalf for the purpose of using the Services or facilitating the Customer's use of the Services.

‘Subscription Plan’ means the various subscription plans offered by Sevron, details of the costs and the Initial Subscription Terms which are set out in the Proposal.

‘Subscription Fee’ means the total annual sum (exclusive of VAT) payable in respect of the Services identified as such in the Proposal or any other amount substituted in accordance with this Agreement.

‘Summary Key Terms’ means the terms and conditions set out at the front of this document.

‘Subscription Term’ means the Initial Subscription Term and together with any subsequent Renewal Periods.

‘Virus’ means anything or device (including any software, code, file or programme) which may: prevent, impair or otherwise adversely affect the operation of any computer software, hardware or network, any telecommunications service, equipment or network or any other service or device; prevent, impair or otherwise adversely affect access to or the operation of any programme or data, including the reliability of any programme or data (whether by re-arranging, altering or erasing the programme or data in whole or part or otherwise); or adversely affect the user experience, including worms, trojan horses, viruses and other similar things or devices.

13.2 The use of the word ‘including’, the phrase ‘in particular’ and cognate expressions is only intended to illustrate particular examples. Their use and the use of such examples is not intended to limit in any way whatsoever the interpretation or construction of this Agreement or any other words in this Agreement.

13.3 The Customer’s obligation to do something (other than its obligation to pay any charges due) under this Agreement shall be read and construed to include an obligation to ensure that the Authorised Users do it and the Customer’s obligation not to do something shall be read and construed to include an obligation to ensure that the Authorised Users and its representatives do not do it.