EDGi Terms and Conditions of Use

 

EDGi Terms of Use

Please read the following EDGi Terms of Use (“Terms of Use”) carefully.

1.         General Agreement. These Terms of Use apply to the EDGi web-based platform (and any version of the EDGi smartphone application) maintained by BP Trading & Shipping, p.l.c. and its affiliates (“BP Trading & Shipping” or “we”) to which these Terms of Use are attached (“Site”). These Terms of Use do not, however, govern BP Trading and Shipping website https://www.bp.com/, the terms for which can be found here.

You accept these Terms of Use by clicking “I agree”, accessing or using the Site, or by continuing to use the Site after being notified of a change to these Terms of Use. When you accept these Terms of Use you agree to them on your individual behalf and on behalf of the entity or organization by which you are employed or retained and for whose benefit you are using the Site (“Organization”), if any. For avoidance of doubt, the Organization is responsible for any non-compliance with these Terms of Use by you personally. References to “you” in these Terms of Use refer to you personally as well as the Organization, if any, for whose benefit you are using the Site.

By accessing or using the Site, you represent and warrant that: (a) you are duly authorized to agree and bind your Organization to these Terms of Use and have the necessary capacity and authority to do so, and (b) you have read, understand, and agree that you are bound to these Terms of Use. If you do not agree to these Terms of Use in their entirety, do not use the Site.

2.         Provision of the Site. You understand and agree that the Site is provided “as-is” and that BP Trading & Shipping assumes no responsibility for the availability or functionality of the Site, or for the timeliness, deletion, mis-delivery, or failure to display certain information on the Site.

3.         Use of Site; Third Party Information. The Site is intended for informational use only. You agree you will only access and view the data of the Organization. Further, you agree not to use the Site for commercial or competitive purposes. You assume all responsibility and risk associated with your use of the Site.

Certain information contained on the Site may have been obtained from outside sources (“Third-Parties”), including from utilities or independent system operators. BPTrading does not warrant or guarantee the accuracy or completeness of the information contained on the Site or the accuracy of information obtained from such Third-Parties. BP Trading does not represent or endorse information on the Site, and information on the Site does not constitute or imply any directions or recommendations by BP Trading. BP Trading reserves the right to modify or update any information on the Site without notice.

You are responsible for maintaining the confidentiality of your password, user name, or other means that give you access to the Site (“Password”), and you agree not to give your Password to any unauthorized individuals. We will not be liable for any loss that you may incur as a result of someone else using your Password, either with or without your knowledge or consent.  If you believe that your Password has been lost or stolen or that someone has used or may attempt to use the Site without your consent, you agree to notify us immediately by emailing retailcustomercare@bp.com.

4.         No Reproduction or Publication. Images, text, or other information posted or found on the Site are solely for use in connection with the Site in accordance with these Terms of Use and may not be used, reproduced, copied, or published for any other purpose, commercial or otherwise, without the express written permission of BP Trading & Shipping and the owner of the images, text, or other information.

5.         Prohibited Conduct. You agree not to, directly or indirectly:

a.         use or access the Site (i) from a jurisdiction where such use or access is not authorized, (ii) for any illegal purpose, or (iii) in violation of any local, state, national, or international law;

b.         conduct activities that may be harmful to others or that could damage BP Trading & Shipping’s reputation;

c.         violate, or encourage others to violate, any right of a third party, including by infringing or misappropriating any third party intellectual property right or violating any third party privacy right or right of publicity;

d.         post, upload, or distribute marketing or advertising links or content that is unlawful, defamatory, libelous, or that a reasonable person could deem to be objectionable, profane, pornographic, harassing, threatening, embarrassing, hateful, or otherwise inappropriate;

e.         use scrapers, robots, or other data gathering devices not provided by BP Trading & Shipping on or through the Site;

f.          interfere with security-related features of the Site, including but not limited to: (i) disabling or circumventing features that prevent or limit use or copying of any content; or (ii) reverse engineering, decompiling, or otherwise attempting to discover the source code of any portion of the Site, except to the extent that such activity is expressly permitted by applicable law notwithstanding this restriction;

g.         interfere with the operation of the Site or any user’s enjoyment of the Site, including by: (i) uploading or otherwise disseminating any virus, adware, spyware, worm, or other malicious code; (ii) making any unsolicited offer or advertisement to another user of the Site; (iii) attempting to collect personal information or other information about another user or third party without their consent; or (iv) interfering with or disrupting any network, equipment, or server connected to or used to provide the Site, or violating any regulation, policy, or procedure of any such network, equipment, or server;

h.         perform any fraudulent activity including impersonating any person or entity, claiming a false affiliation or accreditation, or accessing any other services account without permission;

i.          modify, translate, or create derivative works, adaptations or compilations of, or based on, the Site or part thereof, or use, copy, reproduce, retransmit, disseminate, reuse, or redistribute the Site or any part thereof other than as expressly permitted in these Terms of Use or by applicable law (e.g., as to fair use under copyright law);

j.          access or use any other entities’ data, other than the Organization; or

k.         attempt to do any of the acts described in this Section 5, or assist or permit any person in engaging in any of the acts described in this Section 5.

6.         Termination of Access and Use; Discontinuation and Modification of the Site. If you violate any provision of these Terms of Use, your permission from us to use the Site automatically terminates. In addition, BP Trading & Shipping may in its sole discretion terminate your access to the Site at any time for any reason or no reason, with or without notice. We also reserve the right to modify or discontinue the Site at any time (including by limiting or discontinuing certain features of the Site), temporarily or permanently, with or without notice. Upon the termination of your right to use the Site, BP Trading & Shipping may at its option delete any content you submitted to the Site.

7.         Modification of these Terms of Use. We reserve the right to change these Terms of Use on a going-forward basis at any time. Please check these Terms of Use periodically for changes. If a change to these Terms of Use materially modifies any user rights or obligations, we will endeavor to post notice of the modification on the Site for a reasonable period of time. Any disputes concerning or related to the Site will be resolved in accordance with the version of these Terms of Use that was in effect at the time the dispute arose.

8.         Transfer and Assignment. These Terms of Use may not be transferred or assigned by you without BP Trading & Shipping’s prior written consent. BP Trading & Shipping may assign or transfer these Terms of Use to its affiliates or in connection with a merger, sale, reorganization, or other change of control.

9.         Ownership; Proprietary Rights. The Site is owned and operated by BP Trading & Shipping. The visual interfaces, graphics, other content, design, compilation, computer code (including source code or object code), products, software, information services, and all other elements of the Site (“Materials”) are protected by intellectual property and other laws. All Materials are the property of BP Trading & Shipping or our third-party licensors. BP Trading & Shipping reserves all rights in and to the Materials.

10.       Indemnity. To the fullest extent permitted by applicable law, you will defend and indemnify BP Trading & Shipping and its members, managers, officers, directors, employees, affiliates, agents, employees, representatives, licensors, and service providers from and against every claim, liability, damage, loss, and expense, including reasonable attorneys’ fees and costs, arising out of: (a) your access to or use of the Site; (b) your violation of these Terms of Use or any applicable law; (c) your violation of any third-party right, including any intellectual property right or publicity, confidentiality, other property, or privacy right in connection with your use of the Site; (d) any dispute or issue between you and any third party concerning the Site; and (e) all claims pertaining to the Site or your use of the Site that arise from or allege negligence, fraud, or intentional misconduct committed by you. Without limiting the foregoing, we reserve the right, at our own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you (without limiting your indemnification obligations with respect to that matter), and in that case, you agree to cooperate with our defense of that claim.

11.       Disclaimers; No Warranties. THIS SITE AND ALL MATERIALS, PRODUCTS, AND CONTENT AVAILABLE THROUGH THE SITE ARE PROVIDED “AS IS” AND ON AN “AS AVAILABLE” BASIS, WITHOUT WARRANTY OR CONDITION OF ANY KIND, EITHER EXPRESS OR IMPLIED. TO THE FULLEST EXTENT PERMISSIBLE UNDER APPLICABLE LAW, WE DISCLAIM ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY, RELATING TO THE SITE AND ALL MATERIALS, PRODUCTS, AND CONTENT AVAILABLE THROUGH THE SITE, INCLUDING WITHOUT LIMITATION: (A) ANY IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, QUIET ENJOYMENT, OR NON-INFRINGEMENT; AND (B) ANY WARRANTY ARISING OUT OF COURSE OF DEALING, USAGE, OR TRADE. BP Trading & Shipping DOES NOT WARRANT THAT THE SITE OR ANY PORTION OF THE SITE, OR ANY MATERIALS OR CONTENT OFFERED THROUGH THE SITE, WILL BE UNINTERRUPTED, SECURE, OR FREE OF ERRORS, VIRUSES, OR OTHER HARMFUL COMPONENTS.

THE ABOVE PARAGRAPH APPLIES TO THE FULLEST EXTENT PERMITTED UNDER APPLICABLE LAW. SOME JURISDICTIONS MAY PROHIBIT A DISCLAIMER OF WARRANTIES PROVIDED OR IMPLIED BY LAW OR A DISCLAIMER OF OTHER WARRANTIES, AND YOU MAY HAVE OTHER RIGHTS THAT VARY FROM JURISDICTION TO JURISDICTION.

12.       Limitation of Liability. IN NO EVENT WILL WE OR ANY OF OUR MEMBERS, MANAGERS, OFFICERS, DIRECTORS, EMPLOYEES, AFFILIATES, AGENTS, REPRESENTATIVES, LICENSORS, OR SERVICE PROVIDERS BE LIABLE TO YOU FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES (INCLUDING WITHOUT LIMITATION DAMAGES FOR INCREASED COSTS, DIMINUTION IN VALUE OR LOST BUSINESS, PRODUCTION, REVENUES, OR PROFITS, GOODWILL, REPUTATION, OR ANY OTHER INTANGIBLE LOSS) ARISING OUT OF OR RELATING TO THESE TERMS OF USE OR YOUR ACCESS TO OR USE OF, OR YOUR INABILITY TO ACCESS OR USE, THE SITE OR ANY MATERIALS, OR ANY DELAY IN THE RECOVERY OF ANY DATA, INABILITY TO RECOVER ANY DATA, OR BREACH OF DATA OR SYSTEM SECURITY, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), STATUTE, OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT WE (OR ANY OTHER PERSON OR ENTITY AGAINST WHICH LIABILITY IS ASSERTED) HAVE BEEN INFORMED OF THE POSSIBILITY OF DAMAGE.

SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES. NOTHING IN THESE TERMS OF USE LIMITS OR EXCLUDES ANY LIABILITY THAT CANNOT BE LIMITED OR EXCLUDED BY LAW.

EACH PROVISION OF THESE TERMS OF USE THAT PROVIDES FOR A LIMITATION OF LIABILITY, DISCLAIMER OF WARRANTIES, OR EXCLUSION OF DAMAGES IS INTENDED TO AND DOES ALLOCATE THE RISKS BETWEEN THE PARTIES UNDER THESE TERMS OF USE. THIS ALLOCATION IS AN ESSENTIAL ELEMENT OF THE BASIS OF THE BARGAIN BETWEEN THE PARTIES. EACH OF THESE PROVISIONS IS SEVERABLE AND INDEPENDENT OF ALL OTHER PROVISIONS OF THESE TERMS OF USE. TO THE FULLEST EXTENT PERMISSIBLE UNDER APPLICABLE LAW, THE LIMITATIONS IN THIS SECTION 12 WILL APPLY EVEN IF ANY LIMITED REMEDY FAILS OF ITS ESSENTIAL PURPOSE.

13.       Trademark Information. BP Trading & Shipping’s logos and product and service names are trademarks of BP Trading & Shipping and/or its affiliates or Third-Parties. All rights in and to such trademarks are fully reserved by BP Trading & Shipping or such Third-Parties. You agree not to display or otherwise use any such trademarks in a manner that constitutes trademark infringement or unfair competition.

14.       Dispute Resolution; Informal Resolution; Class Action Waiver. In order to expedite and control the cost of disputes, you and BP Trading & Shipping agree that any legal or equitable claim concerning or arising under these Terms of Use (referred to as a “Claim”) will be resolved as follows:

a.         You and BP Trading & Shipping will first attempt to resolve any Claim informally. In the event that any dispute between BP Trading & Shipping and you arises out of or concerns these Terms of Use, the applicability of these Terms of Use, to the use of the Site, or the breach or enforcement, interpretation or validity of these Terms of Use, you and we agree to try to promptly resolve any such dispute informally. Please send a written notice describing the dispute to BP Trading & Shipping North America, LLC, Attention: General Counsel, 601 Travis Street, Suite 1700, Houston, TX 77002, with a copy to: ISTEHCommunications@se1.bp.com.

b.         Neither you nor BP Trading & Shipping shall be entitled to join or consolidate claims by or against other individuals or entities, or arbitrate, litigate or otherwise join any claim as a representative member of a class or in a private attorney general capacity. THIS MEANS THAT YOU WAIVE YOUR RIGHT TO INITIATE OR PARTICIPATE IN ANY CLASS OR CONSOLIDATED ACTION WHATSOEVER. A court may sever any portion of this dispute resolution provision if it finds such unenforceable.

15.       Governing Law and Venue. These Terms of Use are governed by the laws of the State of Texas without regard to conflict of laws principles. If a lawsuit or court proceeding is permitted under these Terms of Use, then you and BP Trading & Shipping agree to submit to the exclusive jurisdiction of the state courts and federal courts located within Harris County, Texas for the purpose of litigating any dispute, and you hereby consent to the personal jurisdiction and venue thereof.

16.       Limited Time to File Claims. To the fullest extent permitted under applicable law, no action arising out of, in connection with, or relating to these Terms of Use shall be brought by you more than one (1) year after the accrual of the Claim. This period shall not be extended for any reason, except by the written consent of both parties. All statutes or provisions of law which would toll or otherwise affect the running of the period of limitation are hereby waived, and no such statute or provision of law shall operate to extend the period limited in this paragraph, to the fullest extent permitted under applicable law.

17.       Contact Information. The Site is offered by BP Trading & Shipping North America, LLC. You may contact us by emailing us at retailcustomercare@bp.com or writing to us at 601 Travis Street, Suite 1700, Houston, TX 77002.

18.       General Information. The failure of BP Trading & Shipping to exercise or enforce any right or provision of these Terms of Use shall not constitute a waiver of such right or provision. If any provision of these Terms of Use is found by a court of competent jurisdiction to be invalid, the parties agree that the court should try to give maximum effect to the parties’ intentions as reflected in the provision and the other provisions of these Terms of Use shall remain in full force and effect.