Terms & conditions
Last Updated: December 3, 2025
1. Introduction
These Terms and Conditions ("Terms") govern the provision of data extraction, calculation, and verification services by CarbonAct ("Service Provider", "we", "us") to the client named in the Statement of Work or Order Form ("Client", "you").
By engaging our services, you agree to be bound by these Terms.
2. Scope of Services
We provide a managed "Concierge" service designed to collect Scope 3 emissions data from your supply chain.
2.1. Outreach: We act as your authorised agent to contact your suppliers via email and phone to request environmental data.
2.2. Calculation: We convert raw supplier data (utility bills, fuel receipts, production logs) into CO2e emissions figures using standard conversion factors (e.g., DEFRA, IPCC).
2.3. Verification: We perform sanity checks and variance analysis on the data provided.
3. Client Obligations
To enable us to perform the Services, you agree to:
3.1. Authority: Grant us the express authority to represent your company when contacting your suppliers.
3.2. Data: Provide accurate contact details for the target suppliers.
3.3. Introduction: Send an introductory email (or "White List" notification) to suppliers prior to our outreach to ensure our communications are not treated as spam.
4. Fees and Payment
4.1. Payment Terms: Unless otherwise stated in the Statement of Work (SOW), invoices are due within 14 days of the invoice date.
4.2. Pilot Fees: For Pilot programs, a 50% deposit is required prior to the commencement of work, with the remaining 50% due upon delivery of the final report.
4.3. Late Payment: We reserve the right to charge interest on overdue amounts at the rate of 4% above the Bank of England base rate.
5. Nature of Advice (Disclaimer)
5.1. No Tax Advice: While our reports identify potential Carbon Border Adjustment Mechanism (CBAM) liabilities, CarbonAct is not a tax advisory firm. Our calculations are estimates based on available data. You are responsible for validating final tax declarations with your qualified tax accountant or compliance officer.
5.2. Regulatory Compliance: We use best efforts to align data with PPN 06/21 and ISO 14064 standards. However, final regulatory acceptance of any bid or submission remains the responsibility of the Client.
6. Data Integrity & Limitation of Liability
6.1. Supplier Data: We rely on the accuracy of evidence provided by third-party suppliers. While we verify calculations, we cannot guarantee the authenticity of raw documents (e.g., forged utility bills) submitted by your supply chain.
6.2. Liability Cap: Our total liability to you for any claim arising out of these Terms (whether in contract, tort, or otherwise) shall be limited to the total fees paid by you to us in the 12 months preceding the claim.
6.3. Consequential Loss: We shall not be liable for any indirect or consequential loss, including loss of profit, loss of business, or missed government tenders.
7. Intellectual Property
7.1. Client Data: You own the final dataset (The "Golden Record") and the report deliverables.
7.2. Provider IP: We retain ownership of our proprietary methodologies, calculation tools, internal databases, and "Concierge" processes used to generate the data.
8. Confidentiality
Both parties agree to keep confidential all non-public information disclosed during the engagement. We will not share your specific supply chain intelligence or pricing data with other clients.
9. Termination
9.1. Either party may terminate the agreement with 30 days' written notice.
9.2. If you terminate a Pilot early, you are liable for all work completed up to the date of termination.
10. Governing Law
These Terms shall be governed by and construed in accordance with the laws of England and Wales. The courts of England shall have exclusive jurisdiction to settle any dispute or claim.
