Terms and conditions (May 2012)

The following Terms and Conditions apply to all Members of GS1 UK

1. Definitions

The following definitions will apply within these Terms and Conditions:

1.1 “Additional Number Fees” means the fees for issue and use of additional GS1 Numbers stated in the Application Form from time to time or as amended in accordance with condition 4.2.

1.2  “Application Form” means the GS1 UK application forms whereby organisations and/or businesses apply to become Members of GS1 UK.

1.3 “Barcode Download Services” means the ability of Members to create and download Barcode images via the Website.

1.4 “Brand Owner” means the legal possessor of the name, term, design, symbol, or any other feature that identifies a physical good or service sold. A Brand Owner does not need to be the manufacturer of the product or service but is always the ultimate legal custodian of the brand.    

1.5  “Business Day” means any day of the week except Saturday, Sunday or a public holiday in England and Wales.

1.6  “Commencement Date” means the date of acceptance of the Member’s Application Form in writing (which for the purposes of this definition will include by post, facsimile or email) by GS1 UK or such other date as GS1 UK will notify to the Member in writing.

1.7 “Electronic Form” means by email, via the Website, by fax or any other means while in an electronic form. 

1.8 “Fees” means the Membership Fees, Additional Number Fees and such other fees as will be payable to GS1 UK by the Member from time to time in relation to the Member Online Services.

1.9 “GS1 Numbers” means the GS1 global company prefix number and other numbers that are issued and licensed by GS1 UK for use in accordance with these Terms and Conditions.

1.10 “GS1 Numbering System” means the numbering systems and standards published and promoted by GS1 UK from time to time.

1.11  “GS1 UK” means GS1 UK Ltd, a not for profit association, incorporated under the laws of England and Wales under the company registration number 01256140, whose registered office is at Hasilwood House, 60 Bishopsgate, London EC2N 4AW.

1,12 “Global Data Synchronisation Network”, means the data synchronisation network and associated standards that are managed by GDSN Inc a subsidiary of GS1.

1.13 “Information Provider” means the original source of Product Data used in GS1 online services such as TrueSource. Information Providers handle product data approved by brand owners and then subsequently make this available to TrueSource. 

1.14 “Intellectual Property” means without limitation all rights existing and/or arising from time to time in connection with discoveries, inventions, patents, improvements, business methods, technologies, utility models, trade marks, service marks, logos, database rights, designs, information, copyright, confidential information, know-how, processes and trade secrets, semi-conductor chip rights, business names, and equivalents of any of the foregoing anywhere in the world and whether registered or unregistered in relation to any of the foregoing and including any applications for registration of the foregoing.

1.15 “Licence” means the licence granted under these Terms and Conditions by GS1 UK to use the GS1 Numbers and the Member Online Services.

1.16  “Master User” means the person authorised by the Member to appoint Users.

1.17  “Member” means the person whose completed Application Form is accepted by GS1 UK in writing (which for the purposes of this definition will include by post, facsimile or email).

1.18  “Member Data” means all data and/or information input into the Member Online Services by or on behalf of the Member which shall include without limitation the Product Data. 

1.19  “Membership Fees” means the joining fee and/or annual licence fee stated in the Application Form from time to time, or as amended in accordance with condition 4.2.

1.20  “Member Online Services” means those services from time to time made available to Members through the Website.

1.21  “Member Online Services Description” means the description of the Member Online Services from time to time published on the Website. 

 1.22 “Memorandum and Articles of Association” means the Memorandum and Articles of Association of GS1 UK from time to time.

1.23 “On-boarded” means that a member has an activated Member Online Services and has been trained on how to use a service such as TrueSource Premium.  

1.24 “Products” means: (i) the products or services manufactured, provided and/or sold by the Member and/or (ii) assets and/or locations to be identified and/or (iii) any other application of the GS1 Numbers identified in the GS1 Numbering System, as selected by the Member from time to time.

1.25  “Product Data” means all data and/or information supplied by the Member relating to the Member’s Products. 

1.26 “Relationship Dependent Data (RDD)” means product data that can vary from one trading partner to another such as a marketing conditions, prices, discounts, logistics agreements, payment terms and quantity ordered.

1.27 “Representative” means a third party authorised to work on behalf of GS1 UK to provide a service for GS1 UK members.

1.28 “Subscription Year” means the period of 12 months commencing on the Commencement Date and each anniversary thereof during the continuance of the Licence.

1.29  “Terms and Conditions” means these terms and conditions as varied from time to time by GS1 UK in accordance with condition 11. 

1.30  “Trade Marks” means the brand names, trade marks and service marks (whether registered or not and including any applications for registration) with which GS1 UK and/or the GS1 Numbering System is associated. The list may be added to or amended by GS1 UK by giving written notice to the Member at any time.

1.31 “TrueSource” is a member online service that allows users to store and manage their product data in a secure online environment.  

1.32 “TrueSource Premium” has the same functionality of TrueSource but subject to an annual subscription provides users the capability to synchronise their Product Data using the Global Data Synchronisation Network (GDSN).  

1.33 “Users” means those employees of the Member who are authorised to use the Member Online Services.

1.34  “Website” means www.GS1UK.org, associated service sites and microsites.

2. Grant of licence

2.1 GS1 UK grants to the Member a non-exclusive non-transferable licence to allocate the  GS1 Numbers issued to the Member for use with the Member’s products. The Licence will commence on the Commencement Date and will continue until terminated as provided in condition 17.

2.2 During the continuance of the Licence, the GS1 Numbers can be exclusively allocated to products by the Member, however once the GS1 Numbers have been allocated to a product by the Member, the GS1 Numbers can be used by any other person for use in connection with the products to which the GS1 Number(s) has/have been allocated by the Member to ensure consistency with identification of products in accordance with the GS1 Numbering System.

2.3 GS1 UK reserves the right to make available to third parties, data relating to the Member including without limit the GS1 Numbers and Member Data (but excluding Product Data unless the Member elects to do so as part of the Member Online Services or otherwise), subject always to the provisions of the Data Protection Act 1998 (as amended from time to time).

2.4 The Member agrees that it is responsible for providing GS1 UK with the data required for the administration of its membership and that such data is accurate.

2.5 The Member agrees that it is responsible for ensuring that its product data is accurate.

3. Commencement Date

3.1 These Terms and Conditions between GS1 UK and the Member come into effect on the Commencement Date. In completing the Application Form the Member confirms that it has read and agrees to be bound by these Terms and Conditions.

4. Fees

4.1 Fees Payable: The Member will pay to GS1 UK the Fees in respect of the relevant Subscription Year and/or the Member Online Services. The Fees must be paid by the Member to GS1 UK in full no later than 30 days following the date of invoice.

4.2 Amount of Fees: As at the commencement of the Licence the Fees are as specified in the Application Form. Additional Number Fees are calculated based on the number of GS1 Numbers issued to the Member and the turnover of the Member. Where a new GS1 Number is issued to the Member part way through a Subscription Year, the Member will pay a pro rata proportion of the relevant Additional Number Fees for such GS1 Number as shall represent the unexpired proportion of the current Subscription Year. GS1 UK may change the amount of the Fees applicable from time to time and GS1 UK relies upon the information provided by the Member to administer the membership.

4.3 Default Interest: In the event of any delay in effecting payment due under these Terms and Conditions by the date specified in condition 4.1, GS1 UK may charge and the Member will pay interest for late payment at a rate of 1% above the Bank of England base lending rate from time to time, such interest to accrue from the date of invoice until the date of actual payment and accruing daily and both before and after judgment. GS1 UK reserves the right to charge an administration fee for late payment of fees.

4.4 Value Added Tax: All amounts payable under this condition 4 are exclusive of VAT, which, if applicable, will be payable by the Member and will be charged at the rate applicable at the date of the invoice.

5. Member’s conduct and undertakings

5.1 Not Prejudice GS1 UK’s Goodwill: The Member undertakes to GS1 UK that it will not (and it will procure that its employees, agents and/or contractors will not) at any time during the continuance of the Licence (or after its termination) and/or in connection with the provision of the Member Online Services, be a party, either directly or indirectly, to any act, matter or thing whereby GS1 UK’s goodwill, reputation, trade or business may be prejudicially affected or brought into disrepute.

5.2 Standards: The Member will abide by and comply with the technical standards and specifications set out in the GS1 UK manuals, guidelines and the GS1 Numbering System and such other directions as GS1 UK may give from time to time.

5.3 Evidence of compliance: On request but in any event not more than once per calendar year unless GS1 acting reasonably requires such information more frequently than once a year the Member will provide GS1 with such information as it may reasonably require in relation to the Member’s use of the  GS1 numbers and Member Online Services to ensure the Terms and Conditions are being complied with. Where the GS1 numbers are applied to the physical Products and on reasonable request of GS1 the Member will use reasonable endeavours to facilitate with its warehouse provider access for GS1 to inspect the Products.

5.4 Groups: Participation in relevant working groups will require (upon GS1 UK request) a completed and signed intellectual property agreement for each working group the Member wishes to participate in (“Intellectual Property Agreement”).  The relevant Intellectual Property Agreement shall be sent to the Member following the Member sending a request to GS1 UK in writing to join a relevant working group.  The Intellectual Property Agreement will confirm terms relevant to the particular working group, including obligations to keep information discussed in those working groups confidential.  The entering into of a relevant Intellectual Property Agreement shall not affect the validity or enforceability of these Terms and Conditions, which shall remain binding unless terminated in accordance with condition 17.

5.5 Suspension: GS1 UK reserves the right to suspend or limit the Member’s or Users’ access to the Website where (i) in GS1 UK’s opinion the acts or omissions of the Member or Users have or may damage the goodwill and/or reputation of GS1 UK or (ii) in GS1 UK’s opinion the Member and/or the Users have failed to comply with their obligations in connection with these Terms and Conditions or (iii) the Member has failed to pay Fees when due.

5.6 The User undertakes: (i) only to use the Service for lawful purposes. (ii) when publishing any Product Data, to publish with that Product Data (a) a Label Notice; and (b) a Market Statement (iii) not knowingly to transmit or cause to be transmitted through the Service any electronic material (including viruses) which may or shall cause detriment or harm in any degree to any computer service of GS1UK or any other person whatsoever. (iv) in respect of any Password: 
(a) to be responsible for all use of the Service accessed through its use; (b) to keep it confidential and not disclose it to any other person; (c) to prevent any third party using it; (d) not to store it anywhere on a computer in plain text; (e) without prejudice to the obligations undertaken in this clause, to change any Password immediately if the User knows or suspects that it has been used or may be known by any third party. (v) to ensure that an appropriate and up-to-date virus protection program is used on any computer used to access the Service and that an appropriate and up-to-date firewall is interposed between any such computer and the internet. (vi) to permit GS1UK to publish the name of the User as a user of the Service. (vii) to sign off and approve any data related to the users products provided by third parties and or GS1 UK prior to releasing the Product Data.

6. Use of GS1 Numbers and other Intellectual Property

6.1 Use of GS1 Numbers: The Member is only entitled to use the GS1 Numbers issued to the Member by GS1 UK in connection with the manufacture, sale and identification of the Products and in accordance with the GS1 Numbering System. The Member is prohibited from and undertakes not to:

6.1.1use any numbers which purport to be issued by GS1 UK or which copy or are in any way similar to the GS1 Numbering System;

6.1.2 use any numbers which have been allocated by GS1 to GS1 UK and/or are contained in the GS1 Numbering System but have not been allocated to any other person; and/or

6.1.3 allocate GS1 Numbers that are licensed to other third parties

6.2 Not Alter the Numbers: The Member will not alter the GS1 Numbers licensed to it in any way. For the avoidance of doubt, the Member will not be deemed to alter the GS1 Numbers in the event that the Member adds more digits to the GS1 Numbers in accordance with the GS1 Numbering System.

6.3 Title to Numbers: The Member acknowledges and accepts that GS1 UK or its licensors will at all times own the rights and title to the GS1 Numbers and all Intellectual Property relating thereto and the Member will not at any time do or suffer to be done any act or thing which may in any way impair GS1 UK’s rights or its licensors’ in the GS1 Numbers or related Intellectual Property. The GS1 Numbers are the exclusive property of GS1 UK or its licensors. The Member will acquire no rights in or to the GS1 Numbers or any related Intellectual Property save as specifically stated in these Terms and Conditions.

6.4 Not Permit Allocation: The Member will not permit anyone else to allocate the GS1 Numbers issued to the Member to identify Products other than those Products of the Member.

6.5 No Challenge or Misuse of GS1 Numbers: The Member will not at any time, either during the term of this Licence or after termination, directly or indirectly: (i) Challenge Ownership of GS1 Numbers: challenge, call into question or raise any questions concerning the validity or ownership of the GS1 Numbers or related Intellectual Property; or (ii) Seek Registration of Similar Numbers: use or seek registration of any Intellectual Property including any design which incorporates or includes, or is substantially identical to, or similar to, the GS1 Numbers or related Intellectual Property without GS1’s prior written consent.

6.6 Use of GS1 Numbers is subject to a licence granted by GS1 UK (or another GS1 Member Organisation or GS1 Global Office).

6.7 Allocation: The Member agrees that if the GS1 Numbers are: (i) not being used for the purpose allocated; (ii) being used in a manner inconsistent with the policies notified to you from time to time by GS1 UK governing the use of the GS1 Numbers; (iii) being used for purposes detrimental to the operation of GS1 UK or the GS1 Numbering System; or (iv) being used in a manner otherwise inconsistent with these Terms and Conditions, then GS1 UK may revoke the GS1 Number allocation.  Failure to allow, or to provide reasonable assistance to, GS1 UK in reviewing the utilisation of your use of the GS1 Number in accordance with condition 5.3 may also result in revocation of the GS1 Number allocation from the Member.

7. Use of trade marks for marketing and promotions

7.1 Limited Rights to Use for Marketing/Promotion: GS1 UK understands that in the marketing and promotion of the Products, the Member may wish to use the Trade Marks. The Member’s only rights to use the Trade Marks on marketing and promotional materials are specified in this condition 7.

7.2 GS1 UK Consent: The Member will not use the Trade Marks in connection with the Products or in any marketing or promotional material without the prior written consent of GS1 UK. The Member will submit samples of the proposed marketing and promotional materials to GS1 UK for approval at least 15 Business Days prior to the intended date of publication. Consent will be at the entire discretion of GS1 UK and GS1 UK will not have any liability to the Member for any costs liability and or expenses incurred by the Member in the event that consent is refused.

7.3 Correct Reproduction of Trade Marks: If the Member is permitted pursuant to this condition 7 to use the Trade Marks for marketing and promotional materials, it must ensure that the Trade Marks are correctly reproduced.

8. Intellectual property infringement

8.1 In the event that it comes to the Member’s notice that: (i) there is an infringement or suspected infringement of the Intellectual Property in the GS1 Numbers, the Trade Marks or the Member Online Services; or (ii) the GS1 Numbers the Trade Marks and/or the Member Online Services infringe or are suspected of infringing intellectual property rights of others, the Member will promptly notify GS1 UK (or its Representative) in writing and GS1 UK (or its Representative) will have sole conduct and control over any action taken in connection with such claim. The Member will not make any statement or settle any such claim and will provide all such information and assistance in respect of such suspected infringement as GS1 UK reasonably requests.

9. Member online services

9.1 GS1 UK may make certain Member Online Services available to Members through the Website. The Member undertakes to use the Member Online Services only in accordance with the Member Online Services Description.

9.2 GS1 UK does not make any guarantee that the Member Online Services will be available at any time or that they will be uninterrupted or error free.

9.3 The Member will be responsible for the registration of a Master User to use the Member Online Services. The Master User will register and authorise Users to use the Member Online Services. The Member will be responsible for the security and non disclosure of passwords and other identification procedures issued to the Master User and/or Users by GS1 UK.

9.4 Where the Member Online Services are provided free of charge, the Member acknowledges and accepts that GS1 UK will have no liability to Member or any third party in connection with Member’s use of those Member Online Services and/or in connection with any act or omission of GS1 UK or any third party in connection with the provision of those Member Online Services.  Where such Member Online Services are subject to Fees, the provisions of condition 14 will apply.

9.5 The Member is responsible for the input and retrieval of Member Data in connection with the Member Online Services. The Member undertakes to keep a copy of all Member Data input in the Member Online Services.

9.6 The Member accepts that commentary, data and information posted on the Website by other Members or third parties is not intended to amount to advice on which reliance should be placed.  GS1 UK accepts no responsibility for the accuracy of such information and shall not have any responsibility to the Member or any third party that may rely on such commentary, data or information.

9.7 Any Member Data will be considered non-confidential and non-proprietary and GS1 UK has the right to use, copy, distribute and disclose to third parties any Member Data for any purpose.  GS1 UK has the right to disclose the Member’s or User’s identity to any third party who is claiming that any material posted or uploaded by the Member or User constitutes a violation of their intellectual property rights or of their right to privacy.  For the avoidance of doubt this does not apply to Product Data which remains the property of the Member and will not be disclosed to a third party by GS1 UK unless the Member or User has elected to share Product Data with a third party as part of the Member Online Services or otherwise. 

9.8 The Member may not use the Website or any of the Member Online Services to do any act or thing that breaches any applicable law, is fraudulent, defamatory, discriminatory, obscene, offensive, hateful or harassing, harms or attempts to harm any person, or transmits a virus or other software or code designed to adversely affect the operation of computer software or hardware. 

9.9 The Member will indemnify GS1 UK against all claims, actions, proceedings, losses, damages, expenses and cost (including legal fees) arising in connection with the Member’s use of the Member Online Services and/or the processing and/or presence of the Member Data on GS1 UK’s systems (which will include systems operated by third party contractors on behalf of GS1 UK).

9.10 GS1 UK reserves the right to terminate and/or change the Member Online Services at any time on notice to the Member.

9.11 The Member acknowledges and accepts that the Intellectual Property in the Member Online Services will at all times be owned by GS1 UK or its licensors.

9.12 All conditions, warranties and other terms which might have effect between the parties or be implied or incorporated into these Terms and Conditions whether by statute, common law or otherwise are hereby excluded to the fullest extent permitted by law, including without limitation the implied conditions, warranties or other terms as to satisfactory quality, fitness for purpose or use of reasonable skill and care.

9.13 The provisions of this condition 9 will incorporate and be subject to any terms and conditions that the Member may be required to accept prior to use of the Member Online Services on the Website.

9.14 Nothing in this condition 9 will have effect to limit or exclude GS1 UK’s liability to Member for personal injury or death caused by GS1 UK’s negligence, or for fraudulent misrepresentation.

9.15 Termination of the Licence will automatically terminate Member’s right to use the Member Online Services. Any suspension of the Licence will suspend the Member’s right to use the Member Online Services.

9.16 GS1 UK will from time to time work with 3rd parties to deliver Member Online Services and Members will be bound to this third party under the same terms and conditions as set out in this agreement.

10. Barcode Download Services

10.1 The Barcode Download Services shall be made available to Members as part of the Members Online Services.

10.2 GS1 UK does not make any representation or guarantee that Barcodes produced from images supplied under the Barcode Download Services will be capable of being scanned and the Member accepts full responsibility for checking that all Barcodes produced from downloaded images can be scanned correctly.

11. Variation of terms and conditions

11.1 GS1 UK has the right to vary these Terms and Conditions at any time by giving written notice to the Member. Any such variation notified by GS1 UK will take effect immediately (unless a later date is specified in the notice).

12. Compliance with GS1 UK rules

12.1 As long as the Member is a member of GS1 UK, it must comply with the terms of the standards, specifications, policies and terms of use of GS1 Numbers as issued from time to time by GS1 UK. The Member understands that such standards, specifications, policies and terms of use may require modification and amendment and that such modifications and amendments may be made without prior notice.  The Member acknowledges that such standards, specifications, policies and terms of use are deemed to form part of these Terms and Conditions.  Failure to comply with these standards, specifications, policies and terms of use may result in revocation of a Member’s GS1 Numbers and even termination of Membership in accordance with condition 17.

12.2 The Member should also be aware of and comply with the Memorandum and Articles of Association, which are available on request from GS1 UK.

13. Survival

13.1 The covenants and acknowledgements contained in conditions 4.1, 4.2, 4.3, 4.4, 5.1, 6, 7, 8, 9, 12, 13, 14, 15, 16, 17, 18 and 22 will remain in force and effect after the termination or expiry of the Licence for any reason and will not be deemed waived, merged or extinguished upon such termination or expiry.

14. Indemnity and limitation of liability

14.1 The Member agrees to indemnify GS1 UK in full and hold GS1 UK harmless against any third party claims, proceedings, suits, losses, damages, judgments, awards, expenses or costs (including legal costs) suffered or incurred by GS1 UK as a result of the negligence, fault, error, omission, act or breach of the Member, its employees, staff, contractors, agents or representatives, relating to these Terms and Conditions.

14.2 Notwithstanding any other provision contained in these Terms and Conditions, GS1 UK will not be liable to the Member for any indirect or special, incidental, punitive or consequential loss or damages, whether occasioned by the negligence, fault, error, omission, act or breach of GS1 UK, its employees and contractors and sub-contractors and which will include, without limitation, loss of contracts, loss of business, loss of customers, revenue or profits, loss of use or data, loss of savings or anticipated savings, loss of investments, loss of goodwill or reputation, capital costs or loss of extra administrative cost whether or not foreseeable, arising out of or in connection with these Terms and Conditions, whether in an action based on statute, contract, equity or tort including negligence or otherwise at law. The provisions of this Condition 14.2 will not have effect to limit GS1 UK’s liability to any person for personal injury or death arising out of the negligence of GS1 UK, or liability for fraudulent misrepresentation.

14.3 Without prejudice to Condition 14.2, GS1 UK’s total liability to the Member or any third party in contract tort statute or equity or otherwise arising in connection with these Terms and Conditions will not in aggregate exceed the Fees paid by the Member to GS1 UK in respect of the Subscription Year in which such liability arises.

15. Confidentiality

15.1 The Member will always keep confidential and secure, and not exploit or otherwise misuse, any information of GS1 UK’s which is identified as or would reasonably be expected to be, proprietary, confidential or commercially sensitive. The Member will only disclose that information to the extent that: (i) it is necessary to perform the Member’s obligations under the Licence and on a “need-to-know” basis only; (ii) GS1 UK authorises it in writing; or (iii) as required by law.

16. Assignment and sublicence

16.1 The Member will not assign, transfer, sublicense or subcontract its rights and obligations under the Licence. For the avoidance of doubt, in the event that any Products are (and/or the business relating to use of the Products is, in whole or in part) divested from the business of the Member, the purchaser of such Products and/or the business of the Member where such Products are divested, will not be entitled to use (and the Member will not permit the use of) GS1 Numbers and/or the Member Online Services in connection with such Products without the prior written consent of GS1 UK.

17. Termination

17.1 GS1 UK Termination: GS1 UK will have the right to terminate (subject to the provisions of the Memorandum and Articles of Association) and/or suspend the Licence immediately by giving notice if: (i) Failure to Pay Licence Fee: the Member fails to pay any Licence Fee by its due date; (ii) Breach: the Member commits a breach of its obligations under these Terms and Conditions; (iii) Insolvency: the Member is declared bankrupt, or it makes any composition or arrangement with, or conveyance or assignment for the benefit of its creditors, or any application is made under any Bankruptcy Act for the time being in force for a sequestration of its estate, or a trustee is granted by the Member on behalf of its creditors, or if it, being a company, has a petition presented for its winding up or enters into voluntary or compulsory liquidation (except for the purpose of a bona fide solvent reconstruction or amalgamation), or if a receiver or examiner is appointed over any of the Member’s undertaking or assets on behalf of debenture holders or creditors or otherwise; (iv) Cease Trading: the Member ceases or threatens to cease trading; or (v) Member ceases to be a Member: the Member ceases to be a member of GS1 UK for any reason; or (vi) Head Licence Terminates: GS1 UK ceases to hold the necessary licence rights to issue GS1 Numbers in UK.

17.2 Termination by Member: The Member may otherwise terminate this Licence in any other circumstances by giving not less than one month’s written notice to GS1 UK. In the event of such termination the Member shall not be entitled to any refund of Fees paid or payable in connection with the unexpired proportion of a Subscription Year. For the avoidance of doubt all Fees payable shall be paid immediately by the Member.

17.3 No Release from Obligations: Termination of this Licence does not relieve either GS1 UK or the Member from liability arising from any prior breach of the terms of this Licence.

18. Consequences of termination

18.1 On termination of this Licence, the Member’s rights under this Licence will terminate and the Member will immediately comply with the following: (i) Cease applying GS1 Numbers to Products: cease applying the GS1 Numbers to any Products manufactured or sold by the Member after the termination date; (ii) Cease using Member Online Services: immediately cease using the Member Online Services; and (iii) Cease to Use Intellectual Property: cease all direct or indirect use of the GS1 Numbers, the Member Online Services and related Intellectual Property other than in connection with Products manufactured or sold prior to the termination date.

19. Dispute resolution

19.1 Where any dispute arises in relation to the Licence or any matter arising under it, GS1 and the Member will make genuine efforts to resolve the dispute by negotiation. Nothing in this condition prevents either GS1 or the Member from applying to a court subject to condition 22.1.

20. Notices

20.1 All notices and other communications, including the supply of GS1 UK documentation to Members, required or permitted under this Licence or for the purposes of administering the Membership, will be in writing and will either be delivered in one of the following manner (at GS1 UK’s discretion): (i) in Electronic Form, in accordance with the resolution passed by Members at the 2007 Annual General Meeting of GS1 UK (unless a Member opts out to receiving such communications, documentation or information in Electronic Form in accordance with Schedule 5 of the Companies Act 2006, by contacting the Service Team at GS1 UK on +44(0808) 178 8799 or email at support@gs1uk.org ); (ii) personally; (iii) sent by post or sent by facsimile transmission (and promptly confirmed by post). 

20.2 Any such notice or other communication will be deemed delivered: (i) 48 hours after being sent in Electronic Form, or if made available via the Website, when the documentation, communication and/or information is first made available on the Website, or if later, when the Member is notified of the availability on the Website; (ii) when so delivered personally; or (iii) if sent by facsimile transmission on the next following Business Day in the country in which it is received, or the next Business Day after sending by post within UK or five Business Days after sending by post to a location outside UK. 

20.3 If GS1 UK decides in its discretion to send notices to Members by post, then such notices will be sent to the address specified on the Application Form (or such other address as the Member may notify GS1 UK of from time to time). Members must provide GS1 UK with a suitable email address for receiving communications from GS1 UK via email in accordance with this condition 20 (unless a Member opts out to receiving such communications by email in accordance with this condition 20).  Notices for GS1 UK must be sent to, Company Secretary of GS1 UK at GS1 UK’s address, or by email at support@gs1uk.org or as notified to the Member from time to time.

21. Data protection

21.1 Data protection officer: Personal data obtained by GS1 UK in relation to individuals is processed in accordance with the Data Protection Act 1998 as updated, extended and modified from time to time (“the Act”). GS1 UK’s data protection officer is the  Service Team Manager and can be contacted at GS1 UK, Hasilwood House, 60 Bishopsgate, London EC2N 4AW. Tel: +44 (0)20 7092 3500 or email support@gs1uk.org. Details of GS1 UK’s data protection policy are available from the Service Team Manager on request.

21.2 Use of personal data: GS1 UK uses data obtained from Members for general administration purposes, including but not limited to, building up a database of Members and invoicing Members. From time to time, unless a Member or an individual representative of a Member indicates that they would not like to receive such information, GS1 UK may use the contact details of such individuals to contact them by post, fax, email or telephone to brief them about GS1 UK activities and developments relevant to their membership of GS1 UK.

21.3 Access to personal data: Pursuant to the Act, individuals have the right, subject to certain exceptions, to receive a copy of any information GS1 UK holds about them on payment of a fee. Individuals seeking such information should apply to GS1 UK’s data protection officer.

21.4 Consent: the Member confirms that it has obtained the necessary consents of any person whose personal data is made available to GS1 UK by the Member in connection with these Terms and Conditions, for such person’s personal data to be used by GS1 UK in accordance with this condition 21. 
21.5  Use of contact details for Sourcing:  By entering product data for the TrueSource Sourcing tool, the member agrees to have the contact details of the Sourcing Contact (or Main Contact where no Sourcing Contact is given) shared with potential customers.

22. General legal provisions

22.1 Governing Law: The Terms and Conditions are governed by the law of England and Wales and GS1 UK and Member submit to the exclusive jurisdiction of the courts of England and Wales.

22.2 Waiver: A waiver by either party to these Terms and Conditions of any breach by the other party of any of these Terms and Conditions or the acquiescence of such party in any act which but for such acquiescence would be a breach as aforesaid, will not operate as a waiver of any rights or the exercise thereof, unless such waiver is in writing and signed by the relevant party providing it.

22.3 Severance: If any provision contained in these Terms and Conditions is agreed by the parties to be illegal, void, invalid or unenforceable, or if any court or arbitrator of competent jurisdiction in a final decision so determines, it will be severable and will be deemed to be deleted from these Terms and Conditions with effect from the date of such agreement or as declared by a decision of the said court or arbitrator or such earlier date as the parties may agree and will not affect the validity or enforceability of other provisions in these Terms and Conditions.

22.4 Entire agreement: These Terms and Conditions (and any amendments or variation thereto in accordance with condition 11) constitute the entire agreement between GS1 UK and the Member and supersedes any previous agreement between the parties in relation to the subject matters of these Terms and Conditions.
GS1 UK Online Service Description (May 2012)

GS1 UK Online Service Overview

GS1 UK’s online service combines a suite of tools with a knowledge centre with the aim of supporting you to maximise the benefits from your GS1 UK subscription. The core features include; intuitive self service, number management, check digit calculator, barcode image creation, knowledge resource centre, discussion forum, TrueSource, as well as industry news. This service will be available to you 24 hours a day 365 days a year** and is complementary to your membership service team who are available during business hours.

GS1 UK Online Services detail

Self service 
Manage your own user list, build and view your trading history, transact online and access to the a suite of services including: 

Number management  
Using the My Numberbank functionality you can access the numbers which have been licensed to your company and record the allocation of these numbers to specific products and locations.

Check Digit Calculator
Use this tool if you need to check or create a check digit for a GS1 data string, you note that this is automatically produced in My Numberbank.

Barcode Image Creation
Once you have allocated you GS1 number to a product you will have the ability to produce an artwork ready GS1 compliant barcode image.

Discussion Forum
A member networking tool to share experiences, learn from others plus much more 
Knowledge resource centre
Access a wealth of knowledge through this resource centre to gain the insight into working with GS1 standards.

Industry News
Keep up to date with the latest news from your industry and GS1 UK with this rich content.

TrueSource
TrueSource helps ensure product data is accurate, up-to-date and can be trusted. Allowing you to easily manage and share product data that complies with GS1 industry standards.

TrueSource Premium
Enter, manage, store master product data in one place and send direct to trading partners. With embedded data pool functionality, it is also your route into publishing and synchronisation (GDSN) worldwide.

TrueSource Sourcing 
A service whereby a subset of the Member's product data can be referenced by potential buyers using this sourcing tool.

TrueSource Data Quality 
A weighing, measuring and imaging service that helps brand owners get their products ready to trade quickly and easily.  Using the physical product, the service collects some of the key data essential to trading partners and verifies the bar code to ensure it has a high likelihood of scanning through your customers systems.

TrueSource Premium Users 
TrueSource Premium users have 7 days (calendar days) to cancel their subscription from their Commencement Date.  This is provided they have not been on-boarded onto the system. Once on-boarding has commenced, it is not possible to cancel and subsequently receive a refund for any fees paid.  Members are also bound by a minimum of a full Subscription Year (12 months) contract.

TrueSource Product Data 
At all times the accuracy and completeness of the product data remains the responsibility of the Information Provider, unless the Information Provider has documented authorisation from the Brand Owner to automatically convey updated product data on their behalf, whereby this becomes the responsibility of the Brand Owner.

TrueSource Renewals
Members are to advise GS1 UK prior to renewal if they wish to cancel their subscription.  After a period of 45 calendar days post the renewal date, if the member has not renewed (paid their invoice), their account will be de-activated.

All members that use GDSN based services are subject to the GS1 GDSN, INC. Terms of Participation Agreement for Non U.S. Trading Partners. Accepting the GS1 UK Terms and Conditions automatically enrols members to these terms. 

A full copy of the agreement can be found from the following link:
GS1 GDSN, INC. Terms of Participation Agreement for Non U.S. Trading Partners.

System criteria
Operating System
Windows XP or more recent
Mac OS or more recent

Browsers
Internet Explorer 7 or more recent
Firefox 3.5 or more recent
Google Chrome 4.0 or more recent
Safari S4 or more recent

Virus Protection
to use such virus protection software as it considers appropriate to prevent the spread of any virus to any computer used by the User in relation to the User’s access to the Service pursuant to and in accordance with the Conditions. 

** (subject to scheduled maintenance windows and unforeseen interruption.)