The terms and conditions below apply to the use of the X-PAS™ Service by Client (and their end users) insofar as Client incorporates or otherwise imposes any other terms or standard conditions (e.g. by incorporation through a Client purchase order, service order or contract). Client expressly acknowledges that the OPEX Terms take priority and shall apply between Client and OPEX notwithstanding Client terms.

  1. The X-PAS™ service is an integrated service offering which is provided under an all-inclusive subscription fee, the elements included are contained in the associated OPEX proposal document.

  2. The X-PAS™ service will be provided during standard UK office hours Monday to Friday excluding recognised national holidays.

  3. All Client provided data shall remain the intellectual property of the Client.

  4. The X-PAS™ service offering, which includes software, findings, models, service methodology and service outputs shall remain at all times the intellectual property of OPEX. The Client shall be provided with a royalty free perpetual license to use the service outputs.

  5. Subject to anonymity, the service outputs relating to this service provision with the Client may be used by OPEX in a generalised form for any purpose on a royalty-free, irrevocable basis. Such service outputs and related particulars may be shared or transferred to third parties as required provided it is never in a form that can identify the Client or the Client’s assets.

  6. The stated value proposition, quantified savings and return on investment projections made are estimated targets based on OPEX historical outcomes on other client systems, they are not guaranteed.

  7. OPEX shall not be liable for any direct, indirect, consequential, incidental or special loss or damages, claims for lost profits or third party claims resulting from the delivery of the services, reliance on the service outputs provided, or as a result of any misinterpretation of the service outputs. OPEX shall not be responsible for the accuracy, timing or reliance made on the Services or service outputs.