ENTIA TERMS AND CONDITIONS
1. Introduction
1.1. The information in the terms and conditions (“Terms”) describes the products and services offered by Entia Ltd (referred to as “Entia”, “we”, “us”, “our”) and how we expect users to interact with these. Entia is a limited company registered in England and Wales with company number 09283492.
Our registered address is at 52 Princes Gate, Exhibition Road, London, SW7 2PG. You can also raise any queries with us by sending an email to info@entia.co.
1.2. The “Products and Services” covered by this agreement are:
Entia.co (“Site”)
Entia Liberty Analyser (“Analyser”)
Entia Liberty Dashboard (“Dashboard”)
Entia Liberty Care Portal (“Care Portal”)
Other definitions used in these Terms are:
“HCP” – a health care professional
“Patient” – a patient using one of our products or services
“Materials” - all content and materials available in our trademarks and Products and Services including, but not limited to, text, graphics, logos, icons, audio clips, photographs and videos
1.3. By using our Site you accept these terms. By interacting with any of our Products or Services you agree to be bound by these Terms and use Entia Products and Services in line with them whether you are a patient, healthcare professional or otherwise.
If you do not agree to all of these Terms, please do not use any of the Products and Services.
1.4. Other terms that may apply. These Terms apply to your use of Entia Products and Services. If you are using our Products or Services on behalf of any entity, you represent and warrant that you are authorised to accept these Terms on the entity’s behalf, and that such entity will be responsible for any violation of these terms.
2. Updates to Terms and use of Site
2.1. We amend these Terms from time to time. Every time you wish to use our Site, please check these Terms to ensure you understand the Terms that apply at that time. These Terms were most recently updated in December 2023.
2.2. We may update and change our Products and Services from time to time to reflect changes to our products, our users' needs and our business priorities. References to Products or Services will include any new such products or services.
2.3. We do not guarantee that our Products or Services, or any content on the Site, will always be available or be uninterrupted. We may suspend or withdraw or restrict the availability of all or any part of our Products or Services for business and operational reasons. We will try to give you reasonable notice of any suspension or withdrawal.
3. How we use your personal information
3.1. Please refer to the Entia Privacy Policy for information on how we collect, use, store and protect personal information from users of our products and services and to the Entia Cookie Policy which sets out information about the cookies on our Site. Your use of the Site signifies your acknowledgement of, and agreement to, the applicable clauses of our Privacy Policy and Cookie Policy.
4. Electronic Communications
4.1. When you send emails to us or contact us electronically via any of our Products or Services (e.g. forms on our Site), you consent to receiving electronic communications from us. Where applicable, any electronic communication we send to you can be used to satisfy any legal requirement for communication to be in writing.
5. Access and Use of the Analyser, Care Portal, and Dashboard
By using this our Products or Services you agree not to disrupt any of our Products or Services and not to interfere with any security features relating to the Products or Services.
5.1. Patients:
5.1.1. Patients intending to use our Analyser must obtain a valid prescription from a qualified HCP. Your HCP will provide us with your details to contact you to arrange delivery of the Analyser. Additionally, Patients are required to undergo comprehensive training provided by a certified member of Entia which we will arrange directly with you. This training is essential to ensure that Patients understand the correct usage, safety protocols, and the significance of the results generated by the device. Entia holds no liability for any misuse of the Analyser by Patients or any other party using the Analyser or failure to adhere to these Terms or any instructions of use.
5.1.2. The ownership of the Analyser remains at all times the property of Entia and no legal title shall pass you or any other party. The Analyser is provided to Patients on a loan basis and only for Patients who have been enrolled in our programme by a HCP. You acknowledge that you or your estate will be responsible for returning the Analyser to us.
5.1.3. Patients are strictly forbidden to tamper with the Analyser in any way. The device is designated for your personal use only and cannot be lent, sold, or used to test anyone else. Any breach of this condition constitutes a violation of these Terms and may result in legal action.
5.1.4. Patients accessing the Care Portal acknowledge that all information provided therein is for informational purposes only. The content and materials on the Care Portal are the sole property of Entia and may not be used, copied, or disseminated externally without explicit authorization.
5.1.5. You will be responsible for your use of the Analyser and any information that you upload such as test results.
5.2. Healthcare Professionals:
5.2.1. HCPs granted access to the Dashboard, used for managing Patient data and interpreting results, or intending to use the Analyser with patients, must complete training sessions conducted by our certified representatives and which we will arrange with you. This training is designed to familiarize HCPs with the Dashboard interface, accurate data interpretation, and appropriate actions based on the results obtained. Entia shall not be liable for losses, errors or discrepancies resulting from the improper use of the Dashboard.
5.2.2. HCPs accessing the Care Portal acknowledge that all information provided therein is for informational purposes only. The content and materials on the Care Portal are the sole property of Entia and may not be used, copied, or disseminated externally without explicit authorisation.
5.2.3. Entia does not provide any medical advice through the Analyser results nor the Dashboard or otherwise. The information presented is purely based on the blood results obtained from the Patient. HCPs are solely responsible for setting the relevant protocols to ensure Patient safety. This includes, but is not limited to, establishing thresholds for parameters to be flagged in the Dashboard, based on their medical expertise and judgment.
5.2.4. As a HCP you are responsible for the accuracy of the information that you upload to the Dashboard.
5.3. By agreeing to use our Analyser, you acknowledge your responsibility to adhere to any usage guidelines (and shall ensure that any person who uses the Analyser for you is aware of them and shall comply with them), ensuring the Analyser is utilised correctly and safely under the supervision of trained individuals. Failure to comply with these requirements may result in denial of access to the Analyser and related services provided by Entia.
6. Responsibility and Liability Disclaimer for Collaborators
6.1. We may work with other partners to provide the Products or Services as a collaborator, whether mentioned on our website, Care Portal, or not. However, such partners are not responsible for the Products or Services, their functionality, or any errors or failures in the results it provides. Our partners shall not be held liable for any direct, indirect, incidental, special, or consequential damages arising out of the use or inability to use the Products or Services.
7. Copyright and Limited License
7.1. Unless otherwise indicated, all Materials are our property or that of our affiliates or licensors and are protected by law.
7.2. ENTIA and ENTIA LIBERTY are trade marks registered to us in the UK, EU and US. You are not permitted to use them without our approval.
7.3. We grant you a limited, non-exclusive and revocable licence to access and make use of our Products or Services for the purposes set out in these Terms. You may not provide any sub-licence to any other person or organisation nor may you assign such licence. We may revoke such licence at any time.
7.4. You must not print to hard copy, screenshot or share portions of our Site or Dashboard for any reason without our explicit written consent. The only exception to this is so far as is reasonably necessary (a) for your own private non-commercial use or (b) where a feature in our products or services is specifically intended to support hard copy printing or sharing with others. Any use of our Products or Services for any purpose outside of the limited licence referred to above is prohibited without our express written consent and will constitute a breach of the licence.
8. Disclaimers
8.1. Entia Products or Services are provided to you on an “as is” or “as available” basis without any representations, warranties or conditions of any kind. In using this Site and any Products or Services you assume full responsibility and all risks arising from such use.
8.2. Whilst we aim to provide Products or Services containing information that is as accurate, complete, stable, reliable and secure as possible, we make no representations or warranties of any kind or nature in relation to our Products or Services.
8.3. We also make no representations, warranties or conditions regarding the availability, reliability or security of our Products or Services and will not be liable for any unauthorised access to, or any modification, suspension, unavailability or discontinuance of our Products or Services.
9. Limitation of Liability
9.1. We do not exclude or limit in any way our liability to you where it would be unlawful to do so, for example liability for death or personal injury caused by our negligence.
9.2. We exclude to the fullest extent permitted by law all implied conditions, warranties, representations or other terms that may apply to our Site (or any content on it) or in relation to our other Products and Services, including but not limited, the terms implied by sections 13 to 15 of the Sale of Goods Act 1979 and sections 3, 4 and 5 of the Supply of Goods and Services Act 1982.
9.3. In no circumstance will we, our collaborators, affiliates, licensors or our/their directors, members, employees or agents be liable to you or any third party for loss or damages of any kind of nature, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, even if foreseeable. In particular, we will not be liable for
9.3.1. lost profits, sales, business or revenue;
9.3.2. business interpretation;
9.3.3. loss of anticipated savings;
9.3.4. loss of business opportunity, goodwill or reputation;
9.3.5. lost data; or
9.3.6. any other direct, indirect or consequential loss or damage, of any kind arising out of or in connection with these Terms or your use of our Products or Services.
10. Indemnification
10.1. You agree to indemnify, defend and hold us, our affiliates and our respective third parties (“Indemnified Parties”) free from harm against any actual or threatened lawsuits including but not limited to claims, damages, losses and expenses brought against Indemnified Parties related to:
10.1.1. your use of our Products or Services;
10.1.2. your conduct;
10.1.3. your failure to perform your obligations under these Terms (including, but not limited to, your violation of these Terms);
10.1.4. any violation of applicable law, rules or regulations by you or your personnel; and/or
10.1.5. your violation of the rights of any third party.
11. Removal of Products or Services
11.1. Notwithstanding any of these Terms, we reserve the right, without notice and in our sole discretion, to terminate your license to use our Products or Services, and to block or prevent your future access to and use of our Products or Services for any reason.
11.2. In the event that we cease to make available any Products or Services and you have one of our Analysers in your possession, you and your estate agree to support and facilitate the prompt and secure collection of the Analyser by Entia or its authorised representatives. Failure to comply with this obligation may result in legal action to recover the Analyser and any related expenses incurred.
12. Applicable laws and miscellaneous provisions
12.1. Your use of our Products or Services is subject to all applicable local, national and international laws and regulations. These Terms and their formation (including any non-contractual dispute or claim) are governed by the laws of England and Wales. All parties hereby agree to the exclusive jurisdiction of the courts of England and Wales.
12.2. You may not transfer/assign any of your rights and obligations under these Terms without our prior consent.
12.3. Nothing in these Terms will restrict or limit any assignment by us of our rights or obligations to third parties, including, but not limited to, our affiliates or collaborators.
12.4. If any provision of these Terms is found to be void or unenforceable, then the remainder will have full force and effect, and the invalid provision will be partially enforced to the maximum extent permitted by law to effect the purpose of these Terms.