Terms and Conditions of Sale and Use

Effective Date: 21-May-2025

1. Introduction

These Terms and Conditions (“Terms”) govern the sale and use of the Soil Acoustics Meter (“SAM”) and access to Soil Acoustics Ltd’s data upload, storage, and analysis platform (the “Platform”). By purchasing SAM or using the Platform, you (“Customer” or “User”) agree to be bound by these Terms.

These Terms are a legal agreement between you and Soil Acoustics Ltd, a company registered in England and Wales (Company No: 15493769), with its registered office at Cromford Station, Cromford Bridge, Matlock, DE4 5JJ (“Soil Acoustics”, “we”, “us” or “our”).

2. Products and Services

2.1 SAM Device – The Soil Acoustics Meter (SAM) is a proprietary electronic recording device used for capturing in-soil acoustic data.

2.2 Data Platform Services – The Soil Acoustics Data Platform allows users to upload, store, process, and analyse data recorded via their SAM. Access to the Platform is granted on a subscription or licensed basis, subject to these Terms.

3. Intellectual Property

3.1 Ownership of Data – All audio recordings, metadata, and derived datasets uploaded via SAM to the Platform are the exclusive property of Soil Acoustics Ltd. Soil Acoustics Ltd retains perpetual rights to use, analyse, modify, reproduce, and commercially exploit these data.

3.2 User Rights to Data – Users are granted a non-exclusive, royalty-free licence to retain and use copies of their own recorded data and metadata for non-commercial and internal research or educational purposes only.

3.3 Restrictions on Use – Users may not:

  • Resell or redistribute access to the Platform or services based on the SAM device.
  • Use the Soil Acoustics Quality Index (SAQI) or any derived metrics, scores, algorithms or systems without our prior written consent.
  • Use our products or services in violation of applicable law.

3.4 Trademark and Patent Protection –

  • The phrase “A Healthy Soil, Is a Noisy Soil” is a registered UK trademark owned by Soil Acoustics Ltd. You may not reproduce, use, or adapt this phrase without our express written consent.
  • The SAM device is protected under UK Patent No: GB2623382. Any unauthorised copying, reverse-engineering, or modification is strictly prohibited.

4. Terms of Sale

4.1 All prices are exclusive of VAT unless otherwise stated.

4.2 Delivery dates are estimates only. Soil Acoustics Ltd shall not be liable for any delay in delivery.

4.3 Title and risk in SAM transfers to the customer upon delivery. However, access to the Platform remains licensed and subject to ongoing compliance with these Terms.

5. Licence and Access to Data Platform

5.1 Subject to these Terms, Soil Acoustics Ltd grants the User a non-transferable, non-exclusive, revocable licence to access and use the Platform, for as long as they maintain a valid subscription.

5.2 Users are responsible for maintaining the security and confidentiality of their account credentials.

5.3 Sharing SAM devices and access to the Data Platform with other businesses is expressly prohibited.

6. Acceptable Use

6.1 Users must not:

  • Upload unlawful, offensive or harmful data.
  • Attempt to interfere with or disrupt the operation of the Platform.
  • Use automated systems to extract or scrape data from the Platform.

7. Professional Services and Consultancy Advice

7.1 Where relevant, the Company undertakes to maintain appropriate insurance coverage for its consultancy services, including Public Liability, Employers’ Liability, and Professional Indemnity Insurance, where available at commercially affordable rates.

7.2 The Client agrees to indemnify the Company against all liabilities resulting from the publication or use of any materials approved by the Client.

7.3 The Company accepts no liability for modifications to documents or reports made by the Client or third parties without the Company’s express written consent.

7.4 The copyright in all consultancy reports and documents remains with the Company. Upon payment, the Client is granted an irrevocable, royalty-free licence to use the documents for the purpose for which they were supplied.

7.5 The Company reserves the right to suspend or terminate professional services in cases of non-payment, or where continuing the contract might result in a legal or statutory breach.

7.6 Payment terms for consultancy work are 30 days from the invoice date. The Company reserves the right to charge 5% compound interest every month for any overdue amounts.

7.8 The Company may charge for disbursements (e.g. travel, materials, third party data) plus a 10% administration fee.

7.9 The Company reserves the right to revise the fee in cases of manifest error or where the Client’s requirements or scope of works change after commissioning.

7.10 The Client agrees to pay the Company for consultancy services at a rate or fee specified in the correspondence. Any work beyond the original scope will be billed on a timecharge-basis, at our prevailing hourly rates, plus expenses.

7.11 A commission is deemed to be in place when confirmed in writing (including email), or when the Client requests the Company to provide a service verbally or in writing.

7.12 Any consultancy or professional services provided by Soil Acoustics Ltd (“the Company”) will be governed by these Terms and any specific written agreement with the Client.

8. Limitation of Liability

To the maximum extent permitted by law:

8.1 Soil Acoustics Ltd’s total liability (whether in contract, tort or otherwise) arising out of or in connection with the supply or use of the SAM device and Platform shall not exceed the lesser of:

  • Ten (10) times the value of the transaction giving rise to the claim; or
  • £1,000,000 (One Million Pounds Sterling).

8.2 Soil Acoustics Ltd shall not be liable for any indirect, incidental, special or consequential loss or damage, including but not limited to loss of profits, loss of business, or loss of data.

9. Data Privacy

9.1 Personal data collected in the course of providing our services is processed in accordance with our Privacy Policy (https://soilacoustics.com/legal/).

10. Termination

10.1 We may suspend or terminate access to the Platform without notice if the User breaches these Terms or engages in conduct that may harm Soil Acoustics Ltd, it’s platform or its other customers.

10.2 Upon termination, all licences granted under these Terms will cease immediately.


11. General

11.1 These Terms are governed by and construed in accordance with the laws of England and Wales.

11.2 Any disputes arising under or in connection with these Terms shall be subject to the exclusive jurisdiction of the courts of England and Wales.

11.3 No waiver of any right or remedy shall be effective unless in writing.

11.4 If any provision is held to be invalid, illegal or unenforceable, the remaining provisions shall remain in full force and effect.


Contact Us

If you have any questions about these Terms, please contact:
Soil Acoustics Ltd
Cromford Station, Cromford Bridge, Matlock, DE4 5JJ
Email: info@soilacoustics.com
Phone: +44 (0)1629 593 958