PLEASE READ THIS AGREEMENT CAREFULLY
All copyright, database rights, patents, trademarks and all other intellectual property rights whatever (together the "Intellectual Property Rights") in this software and its associated documentation and materials (including, without limitation, the installation instructions and all user and technical documentation, all preparatory designs and all data and databases) whether in hard copy or electronic form (together the "Software") and the Feesable Service (the "Service") are owned by The International Group of P&I Clubs. The term "Software" also shall include any upgrades, modified versions or updates of the Software.
For the purposes of this Agreement The International Group of P&I Clubs is referred to as "IG".
By clicking on the button marked "I agree" below, you will be signifying your agreement with the IG to be bound by the terms of this Agreement which will govern your use of the Software and the Service. If you do not accept the terms of this Agreement you must not use the Software or the Service and you should permanently destroy all copies of the Software and the supplied media.
IG grants to you a revocable, non-exclusive, non-transferable license to use the Service and the Software only in connection with the Service in object code form only on the terms set out in this Agreement.
You may:
1. Install a single copy of the Software on a hard disk or other storage device;
2. Install and use the Software on a file server for use over a network; and
3. Make backup copies of the Software
PROVIDED that, all such use, installation and backing-up is solely to enable you to use the Service and PROVIDED FURTHER that (unless otherwise expressly agreed to in advance in writing by IG), data shall only be transmitted directly to the Service for further use in accordance with this Agreement. If for any reason you no longer wish to use the Service, please provide seven days notification after which your license to use the Software under this Agreement shall be terminated and all copies of the Software and any supplied media must be permanently destroyed by you.
Except as expressly permitted by this Agreement and save to the extent and in the circumstances expressly permitted by law, you may NOT rent, lease, sub-license, transfer, loan, copy, modify, adapt, merge, translate, reverse engineer, decompile, disassemble or create derivative works based on the whole or any part of the Software or the Service or use, reproduce or deal with the Software or the Service or any part thereof in any way.
IG reserves the right to modify, enhance or replace or change the Software or the Service in any manner in which it sees fit.
You acknowledge and agree that the Software and the Service are being provided to you free of charge on an "as is" basis and that the IG gives no express or implied warranties or undertakings as to the quality, functionality, performance or suitability of the Software or the Service for any particular purpose and that except as set out herein, all warranties or other terms whether express or implied, written or oral, statutory or otherwise, with respect to the Software and/or the Service are excluded. You acknowledge and agree that if you use the Software and/or the Service you do so at your own risk and that IG will not be responsible for any loss, damage, delay, liability, cost or expense, direct or consequential, arising out of the use of the Software or Service.
The IG shall have no liability if the Software or the Service is unavailable for any period of time, contains errors or otherwise does not perform or function properly or at all. You acknowledge that you will not rely upon the Service and that you may at any time submit invoices using standard non-electronic means, for example, by letter post.
Notwithstanding anything else contained in this Agreement, the IG shall not be liable to you or any third party for any indirect or consequential loss, loss of contracts, losses suffered by third parties, loss of goodwill, loss of anticipated savings, loss of business, loss of turnover, loss of profits, loss of use of or value of any equipment or software, wasted management time, and loss resulting from loss, corruption or unavailability of data.
Except in respect of injury to or death of any person caused by the IG’s negligence (for which no limit applies) the maximum aggregate liability of IG under or in connection with this Agreement shall not exceed £10,000.
Title in the Software and the Service and all associated Intellectual Property Rights will remain at all times with IG [or its licensors]. You agree to indemnify the IG and keep the IG fully and effectively indemnified and hold the IG harmless in respect of any claim, loss, damage, harm, liability, cost or expense including legal costs and expenses, or fines or other liabilities incurred or suffered by the IG arising out of any use, dissemination or reproduction of the Software or the Service by you which is unlawful, illegal or in breach of the terms of this Agreement.
All rights not expressly granted to you by this Agreement are reserved by the IG. Without prejudice to any other right or remedy which the IG may have under this Agreement, at law, equity or otherwise, the IG may by giving you notice immediately terminate your licence to use the Software and the Service granted hereunder this Agreement if you do not abide by the terms and conditions contained herein. The IG may also terminate the licence granted hereunder at any time by giving you seven days notice. Upon termination of the licence granted hereunder, you must immediately permanently destroy all copies of the Software.
The IG may suspend your licence to use the Software or the Service at any time for any reason without prior notice. You will then be contacted by the IG or one of the CLUBS concerning the suspension.
If any part of these terms and conditions is determined by due legal process to be invalid, such invalidity shall affect only the relevant term(s) or condition(s), and all other terms and conditions will remain valid and in full effect. No variation of or additional to this Agreement is permissible or valid unless agreed and confirmed in writing by the IG.
The IG may assign, subcontract or otherwise transfer you any of its rights or obligations under this Agreement. You shall not assign any of your rights or obligations under this Agreement without the prior written consent of the IG.
The parties do not intend that any terms of this Agreement shall be enforced solely by virtue of the Contracts (Rights of Third Parties) Act 1999 by any person who is not a party to this Agreement. All notices which are required to be given hereunder shall be in writing and shall be sent to:
The Executive Officer
The International Group of P&I Clubs
Peek House
20 Eastcheap
London
EC3M 1EB
United Kingdom
Telephone +44 (0) 207 929 3544
Fax +44 (0) 207 621 0675
E-Mail [email protected]
Any such notice may be delivered personally or by first class pre-paid letter, facsimile transmission or electronic mail and shall be deemed to have been served if by hand when delivered, if by first class post 48 hours after posting, if by facsimile transmission when despatched or via electronic mail when sent.
This Agreement and all aspects of the use of the Software and the Service shall be governed by and construed in accordance with the laws of England. Any dispute arising out of or in connection with this Agreement or the Software or the Service, shall be determined by the English Courts and the parties hereby submit to the exclusive jurisdiction of the English Courts for such purpose. |