Terms & Conditions

Company details. ML10 TECH LTD (we and us) is a company registered in Dubai & Ireland. We operate the website www.ml10.xyz.

Contacting us. To contact us, email us at kr@ml10.xyz. How to give us formal notice of any matter under the Contract is set out in clause 18.2.

Our contract. These terms and conditions (Terms) apply to the order by you and supply of Services by us to you (Contract). They apply to the exclusion of any other terms that you seek to impose or incorporate, or which are implied by law, trade custom, practice or course of dealing.

Entire agreement. The Contract is the entire agreement between you and us in relation to its subject matter. You acknowledge that you have not relied on any statement, promise, representation, assurance or warranty that is not set out in the Contract.

Language. These Terms and the Contract are made only in the English language.

Your copy. You should print off a copy of these Terms or save them to your computer for future reference.

Placing your order. Please follow the onscreen prompts to place your order. You may only submit an order using the method set out on the site. Each order is an offer by you to buy the services specified in the order (Services) subject to these Terms. During the free trial period the user recording function will be limited to 40 seconds recording time, per recording.

Correcting input errors. Our order process allows you to check and amend any errors before submitting your order to us. Please check the order carefully before confirming it. You are responsible for ensuring that your order and any uploaded building recording submitted by you is complete and accurate. We cannot guarantee the accuracy of the Services if any specification submitted by you is incomplete or inaccurate.

Acknowledging receipt of your order (not applicable during free trial). After you place your order, you will receive an email from us acknowledging that we have received it, but this does not mean that your order has been accepted.

Accepting your order (not applicable during free trial). Our acceptance of your order takes place when we send an email to you to accept it (Order Confirmation), at which point and on which date (Commencement Date) the Contract between you and us will come into existence. The Contract will relate only to those Services confirmed in the Order Confirmation.

If we cannot accept your order. If we are unable to supply you with the Services for any reason, we will inform you of this by email and we will not process your order. If you have already paid for the Services, we will refund you the full amount.

All of our agreements will be subscription based and vary depending on which plan you choose (not applicable during free trial period).

If you wish to cancel your agreement before the end of its one-year term, you may do so but you must first pay any unpaid balance of your annual fee. Once this is paid your agreement will be cancelled and you will no longer have access to the Service and any historical data.

No refund of fees paid in advance will be given if you cancel your agreement with us.

Descriptions and illustrations. Any descriptions or illustrations on our site are published for the sole purpose of giving an approximate idea of the services described in them. They will not form part of the Contract or have any contractual force.

Compliance with specification. Subject to our right to amend the specification, we will supply the Services to you in accordance with the specification for the Services appearing on our website at the date of your order in all material respects.

Changes to specification. We reserve the right to amend the specification of the Services if required by any applicable statutory or regulatory requirement or if the amendment will not materially affect the nature or quality of the Services, and we will notify you in advance of any such amendment.

Reasonable care and skill. We warrant to you that the Services will be provided using reasonable care and skill. However, we remind you that the accuracy of the Services will always depend on the completeness and accuracy of any specification you provide us.

Time for performance. We will use all reasonable endeavours to meet any performance dates specified in the Order Confirmation, but any such dates are estimates only and failure to perform the Services by such dates will not give you the right to terminate the Contract.

It is your responsibility to ensure that:

• the terms of your order, including any specification you provide, are complete and accurate;
• you cooperate with us in all matters relating to the Services;
• if you have requested we carry out scanning of premises for you, you will arrange access for us to the premises to be scanned in advance and at a time agreed by us;
• you provide us with such information and materials we may reasonably require in order to supply the Services, and ensure that such information is complete and accurate in all material respects;
• you obtain and maintain all necessary licences, permissions and consents which may be required for the Services before the date on which the Services are to start;
• you comply with all applicable laws, including health and safety laws, data protection laws and intellectual property laws;
• if you are providing your own specification (digital twin, our App mobile recording or other), please be aware that some hardware download/upload can take longer than others;
• you take all due care when granting access to the platform to your own clients. We have no obligation toward any third party to whom you give access to our platform. You may have legal obligations towards such third parties.

If our ability to perform the Services is prevented or delayed by any failure by you to fulfil any of your obligations (Your Default): we will be entitled to suspend performance until you remedy Your Default; we will not be responsible for any costs or losses you sustain arising from our failure or delay; and it will be your responsibility to reimburse us for any costs or losses we incur arising from Your Default.

You agree to indemnify us for any loss and/or damage we may suffer as a direct or indirect result of your failing to comply with your obligations under this clause 6.

You may place an order for the Services from a location outside our two registered countries. Currency for your subscription will be charged and converted in your local currency at your local exchange rate.

In consideration of us providing the Services you must pay our charges (Charges) in accordance with this clause 8.

The Charges are the prices quoted on our site at the time you submit your order. The Charges are annual, and vary depending on the service package you have selected and are based on the total number of square feet the Services will apply to during the year covered by your selected package.

The Charges will vary based on whether we carry out the scanning to produce the digital twin, or whether you carry out the scanning and upload it. If you require any additional services outside of benchmarking, we will notify you of any additional charges.

Once you have used all of the square feet included in your selected package during the year for which they were purchased, you will not be entitled to receive any further Services, but you will be entitled to upgrade to a higher package. No refund will be given if you do not use all of the square feet you have purchased during the year.

We reserve the right to increase the Charges on an annual basis with effect from each anniversary of the Commencement Date in line with the percentage increase in the Retail Prices Index in the preceding 12-month period.

Our Charges are exclusive of VAT. Where VAT is applicable, you must pay us such additional amounts in respect of VAT, at the applicable rate, at the same time as you pay the Charges.

Payment for the Services is in advance and online. We will take your first payment upon acceptance of your order and will take subsequent payments quarterly, or if agreed half yearly, in advance.

If you fail to make a payment by the due date, you will have to pay interest on the overdue sum from the due date until payment. Interest will accrue each day at 4% a year above the Bank of England's base rate from time to time, but at 4% a year for any period when that base rate is below 0%.

We shall each pay all amounts due under the Contract in full without any set-off, counterclaim, deduction or withholding (other than any deduction or withholding of tax as required by law).

If a problem arises or you are dissatisfied with the Services, please refer to our Customer Services Team using the email kr@ml10.xyz.

All intellectual property rights in or arising out of or in connection with the Services (other than intellectual property rights in any materials provided by you) will be owned by us.

We grant you a fully paid-up, worldwide, non-exclusive, royalty-free licence during the term of the Contract to copy the deliverables specified in your order for the purpose of receiving and using the Services in your business. You may not sub-license, assign or otherwise transfer the rights granted.

You grant us a fully paid-up, non-exclusive, royalty-free, non-transferable licence to use, copy and/or modify any materials provided by you for the purpose of providing the Services and for our general business purposes.

We will use any personal information you provide to us to provide the Services, process your payment, and inform you about similar services or products (you may stop receiving these at any time by contacting us).

We will process your personal information in accordance with our Data Protection Policy, the terms of which are incorporated into this Contract.

Under the UK, EU & US General Data Protection Regulations and the Data Protection Act 2018, we are the controller and you are the processor of any data from which a living individual can be identified and which you generate using the application we provide. Accordingly, you shall process Data only on our instructions; not employ any sub-processor; implement appropriate technical and organisational security measures; ensure no personal data is included without the data subject's explicit consent; not scan any area without the owner's prior written permission; notify us without undue delay of any personal data breach; not retain any copy of the Data; and indemnify us against all losses arising from any breach of these obligations.

Nothing in the Contract limits any liability which cannot legally be limited, including liability for death or personal injury caused by negligence; fraud or fraudulent misrepresentation; and breach of the terms implied by section 2 of the Supply of Goods and Services Act 1982.

Subject to the above, we will not be liable to you, whether in contract, tort (including negligence), for breach of statutory duty, or otherwise, for: loss of profits; loss of sales or business; loss of agreements or contracts; loss of anticipated savings; loss of use or corruption of software, data or information; loss of or damage to goodwill; any indirect or consequential loss; and any loss or damage arising from your provision of incomplete and/or inaccurate specifications.

Subject to the above, our total liability to you arising under or in connection with the Contract will be limited to 50% of the total Charges paid under the Contract.

Unless you notify us of an intention to make a claim within one month of becoming aware of the event, we shall have no liability for that event. This clause 13 will survive termination of the Contract.

We each undertake that we will not at any time disclose to any person any confidential information concerning one another's business, affairs, customers, clients or suppliers, except to our respective employees, officers, representatives, subcontractors or advisers who need to know it, or as required by law, a court or any regulatory authority.

Each of us may only use the other's confidential information for the purpose of fulfilling our respective obligations under the Contract.

Term. This agreement commences on the Commencement Date and, unless terminated earlier, continues for 12 months (Initial Term) and automatically extends for successive 12 month periods (Extended Term). Either party may give written notice, not later than two months before the end of the Initial Term or relevant Extended Term, to terminate at the end of that term.

Termination. We may suspend the Services or terminate the Contract with immediate effect on written notice if you commit a material breach that is not remedied within 14 days, fail to pay any amount due, become insolvent, cease to carry on business, or your financial position deteriorates such that your capability to fulfil your obligations is placed in jeopardy.

Consequences of termination. On termination you must pay any unpaid Charges and return all of Our Materials and deliverables not fully paid for. Termination will not affect accrued rights and remedies. You will not be entitled to any refund of Charges paid.

Survival. Any provision of the Contract that is intended to continue in force after termination will remain in full force and effect.

We will not be liable for any failure or delay in performance of our obligations caused by any act or event beyond our reasonable control (Event Outside Our Control). If such an event takes place, we will contact you as soon as reasonably possible and our obligations will be suspended for its duration.

You may cancel the Contract affected by an Event Outside Our Control which has continued for more than 30 days. If you cancel, we will refund the price you have paid, less the charges reasonably incurred in performing the Services up to the date of the event.

You must not attempt to procure services that are competitive with the Services from any of our directors, employees or consultants, whether as an employee or on a freelance basis, during the period that we are providing the Services to you and for a period of 12 months following termination of the Contract.

When we refer to "in writing" in these Terms, this includes email. Any notice must be in writing and delivered personally, sent by pre-paid first class post or other next working day delivery service, or email.

A notice is deemed received: if delivered personally, on signature of a delivery receipt; if sent by post, at 9.00 am on the second working day after posting; or if sent by email, at 9.00 am the next working day after transmission. This clause does not apply to the service of any proceedings or documents in any legal action.

Assignment and transfer. We may assign or transfer our rights and obligations under the Contract to another entity but will always notify you. You may only assign or transfer your rights or obligations if we agree in writing.

Variation. Any variation of the Contract only has effect if it is in writing and signed by you and us.

Waiver. A failure or delay by us in enforcing our rights will not be a waiver of those rights. Any waiver must be in writing.

Severance. Each paragraph of these Terms operates separately. If any is found unlawful or unenforceable, the remaining paragraphs will remain in full force and effect.

Third party rights. The Contract is between you and us. No other person has any rights to enforce any of its terms.

Governing law and jurisdiction. The Contract is governed by English law and we each irrevocably agree to submit all disputes arising out of or in connection with the Contract to the exclusive jurisdiction of the English courts.