(a) “Client” means the person or entity who purchases a licence to use the Software Package;
(b) “Content” means any information or data that you convey to us;
(c) “Intellectual Property Rights” means all intellectual property rights wherever in the world, whether registrable or unregistrable, registered or unregistered, including any application or right of application for such rights (and these “intellectual property rights” include copyright and related rights, database rights, confidential information, trade secrets, know-how, systems and the source code for those systems, business names, trade names, trade marks, service marks, passing off rights, unfair competition rights, patents, petty patents, utility models, semi-conductor topography rights and rights in designs);
(d) “Provider” means FoxyUtils ehf;
(e) “Service” means the licence of the Software Package and any other services provided by the Provider;
(f) “Software” means the software source codes/document library located on the Website and any other software owned or licensed by Provider;
(g) “Software Package” means the Software licenced to you by the Provider;
(h) “Term” means the period of 12 months from the date the Service is purchased;
(i) “us” means Provider and ‘we’ or ‘our’ shall be interpreted accordingly;
(j) “Website” means the website located at unidoc.io;
(k) “you” means the person or entity that accesses the Software Package and ‘your’ shall be interpreted accordingly.
(c) The Software Package is available only to, and may only be used by, individuals who can form legally binding contracts under their applicable law. Without limiting the foregoing, our services are not available to and may not be used by persons under 18 years of age. If you do not qualify, please do not use our services.
(d) In order to use this Software Package, you require the equipment and connections necessary to access the World Wide Web. Without limitation, you are responsible for:
(i) the provision of any such connection or access to the World Wide Web;
(ii) the payment of any fees associated with such connection or access (such as those charged by an internet service provider or other online service); and
(iii) the provision of all equipment necessary for you to make any such connection to the World Wide Web, including a computer and a modem.
(a) On purchasing a licence to access a Software Package, we hereby grant to you a perpetual non-exclusive royalty free licence to access the Software Package and to use the Software Package for all commercial purposes (subject to clause 3(b)).
(b) The Software Package or any part of it may not be used by you or any of your related entities, nor can you allow the Software Package or any part of it to be used by any other entity, in any way connected to any business/products which directly or indirectly could be considered to be competing with the Company’s business/products to any extent, or otherwise in any way that the Company considers to be detrimental to it acting reasonably.
(c) During the Term, you shall have access to all updated versions of the Software Package, however following conclusion of the Term you will only be able to access the Software Package as it existed during the Term. You will not have access to any further updates, unless you purchase a further licence.
(a) This registration clause is only applicable if Provider requires you to register use the Services from time to time.
(i) You must not use false or misleading information in registering or using the Service and you must update your details should they have changed from the last time you used the Service. We are not responsible for any loss or damage (including misdirected deliveries or notifications) which may occur because you have not provided us with up to date, accurate or complete information.
(ii) You must choose a username and password when registering your Account. You are responsible for the security of your username and password and we will assume that anyone using your Account is authorised by you. Under no circumstances will unauthorised access and use of your Account reduce your liability in connection with the Service. This includes your obligation to purchase Services which may result from use of your username and password.
(iii) You must notify us immediately if you become aware of any unauthorised use of your Account or other security breach which we may consider relevant.
(iv) You permit us to send you notifications by email including marketing related materials.
(v) We accept no liability for any loss or damage incurred if you do not receive any notifications by us to you, for whatever reason.
(vi) You may request that your account be closed by emailing us. Your account will be closed if you have paid everything you owe to us in cleared funds and all transactions have been completed.
(b) Transmissions to Website * (i) You are solely responsible for transmissions to our Website when using your account or when the Software Package is accessed by someone using your Account.
5. System Integrity & User Conduct
(a) You must not use the Software Package to:
(i) input, upload, post, disclose or transmit any material which is subject to Intellectual Property Rights of Provider or any third party or breaches any duty of confidence or contractual obligation owed to Provider or any third party;
(ii) input, upload, post, disclose or transmit any material that is unlawful or violates any law;
(iii) upload any files that contain viruses, Trojan horses, worms, time bombs, corrupted files or any other similar software or programs that may damage the operation of the Software Package or another’s computer or property of another;
(iv) sub-license, rent, lease, transfer or attempt to assign the rights in the Software Package or the Software to any other person and any dealing in contravention of this sub-clause shall be ineffective;
(v) falsify or delete any attributions, legends, or other proprietary designations of origin or source of any content of the Software Package;
(vi) interfere with or disrupt the Software Package or servers or networks connected to the Software Package, or disobey any requirements, procedures, policies, or regulations of networks connected to the Software Package;
(vii) attempt to gain unauthorised access to the Software Package or computer systems or networks connected to the Software Package through any means;
(viii) breach any privacy legislation.
(b) You acknowledge and agree that you must not:
(i) use the Software Package for any purpose other than the purpose for which it was designed and intended;
(ii) use the Software Package for any purpose other than for the purposes of your business;
(iii) commit or permit any act which may interfere with the use of the Software Package by any other user;
(iv) tamper with, hinder the operation of or make unauthorised modifications to the Software Package or any part thereof;
(v) damage or modify the Software or the Software Package or any part thereof;
(vi) reverse engineer, decompile or disassemble the Software or the Software Package or any part thereof;
(vii) conduct any systematic or automated data scraping, data mining, data extraction or data harvesting, or other systematic or automated data collection activity, by means of or in relation to the Services.
6. Links & Advertising
(a) Neither Provider nor its officers, directors, employees, agents, or related bodies corporate recommend or endorse the content or advertisements of any third parties which may be linked to or from the Website.
7. Intellectual Property Rights
(a) The Software and the Software Package are protected by Intellectual Property Rights. You acknowledge that Provider is the owner of these rights, with our affiliates or other third party licensors. (b) The Provider logo and name are owned by us, and may not be used as part of your business or in connection with any goods or services without the prior written consent of Provider which shall be given, given with conditions or withheld at Provider’s absolute discretion.
8. Information Provided and Privacy
(a) You authorise us to use, store or otherwise process any information including personal information which relates to and/or identifies you, including, but not limited to, your name, company or business name, email address and postal address, all details of your use of the Services such as your access times (‘the Personal Information’), for all purposes we consider necessary in our discretion, including research and marketing purposes. You grant us an irrevocable royalty free non-exclusive licence to use your Personal Information in accordance with this clause.
(a) Provider does not warrant that:
(i) The Software or the Software Package will provide any function for which it is not specifically designed;
(ii) The Software or the Software Package will provide any minimum level of performance;
(iii) The Software or the Software Package will be virus free or free of performance anomalies or be operational without interruption.
(b) You warrant to us that at the time of entering the Software Package, you were not relying on any representation made by us.
(c) Except as expressly provided to the contrary, and to the extent permitted by law, we make no representations or warranties of any kind, express or implied as to the operation of your access to or the results of your access to the Software or the Software Package (including any related or linked Software Packages) or the correctness, accuracy, timeliness, or completeness or reliability of the information, content, materials or Services included on the Software Package.
10. Disclaimer and Limitation of Liability
(a) To the extent permitted by law, the Software Package is provided by Provider on an “as is” basis without any express or implied warranty of any kind. You acknowledge and agree that any claim you may have in relation to the Software Package is a claim against the Client, not us.
(b) The Software or the Software Package may contain inaccuracies or typographical errors.
(c) The World Wide Web exists across open public networks that are neither secure nor private. Accordingly, you acknowledge and accept the risk that any communication to or from the Software Package may be intercepted, used or modified by third parties.
(d) Provider may change any of the material on the Software Package at any time without notice.
(e) Provider makes no commitment to update any material on the Software Package.
(f) You are responsible for assessing the reliability, accuracy, completeness, timeliness, suitability, quality, physical state or for a particular purpose of the material on or accessible through the Software Package.
(g) You accept all risks and responsibility for all loss, damage, costs and other consequences resulting from your use of the Software Package or the material on or accessible through the Software Package.
(i) You release Provider and its officers, directors, employees, agents or related bodies corporate from its liability for any loss or damage including without limitation, losses or damages for loss of profits, business interruption, loss of information, indirect, special, punitive or consequential losses or damages arising out of the use or inability to use or reliance on the material or information available on or accessible through the Software Package, even if Provider has been advised of the likelihood of such damages and whether or not caused by any negligent act or omission.
(j) Without limiting the aforementioned clause you release us from any loss or damage (including indirect, special or consequential loss or damage) arising from the use of, or reliance on, the Software or the Software Package, whether or not caused by any negligent act or omission including but not limited to:-
(i) loss of use, data or profits on any theory of liability arising out of or in connection with the use of or the inability to use the Software or the Software Package;
(ii) your reliance on the Software or the Software Package;
(iii) the statements or actions of any employee or agent of the Provider;
(iv) any unauthorised access to or alteration of your transmissions or data;
(v) any information that is sent or received or not sent or received;
(vi) any failure to store or loss of data or files or other content;
(vii) your fraudulent, negligent or otherwise unlawful behaviour;
(viii) any delay or interruption of the Software or the Software Package;
(ix) any loss incurred as a result of a third party obtaining your access details, either with or without your knowledge;
(x) any loss or damages in relation to the supply of services on or in relation to this Software Package and any advertisement placed on the Software Package or information made available on the Software Package.
(b) Provider reserves the right to discontinue any internet based services provided to you or made available to you through the use of the Software and the Software Package at any time.
13. Breach and Termination
(a) Provider reserves the right to deny you access to, or use of, all or part of the Software Package, without prior notice, if you engage in any conduct that Provider believes, in its sole discretion:
(ii) violates the rights of Provider or any third party; or
(iii) is otherwise inappropriate for continued access and use of the Software Package.
(b) Provider may terminate your right to access to, or use of, all or part of the Software Package, immediately on written notice to you if you:
(iv) are the subject of a bankruptcy order, or become insolvent, or make any arrangement or composition with or assignment for the benefit of your creditors, or if you go into voluntary (otherwise than for reconstruction or amalgamation) or compulsory liquidation, or a receiver or administrator is appointed over your assets.
(c) On termination of this Agreement your right to use the Software Package shall cease.
(c) No oral explanation or information provided by a party to another affects the meaning or interpretation of this Agreement or constitutes any collateral agreement, warranty or understanding.
(f) No waiver by a party of a provision of this Agreement is binding unless made in writing.
(h) Provider operates the Software Package in Iceland. Information contained on the Software Package may not be appropriate or available for use in other locations. If you access the Software Package from other locations, you do so at your own initiative and you are solely responsible for compliance with local laws.
(i) Where possible, the obligations of the parties under this Agreement will indefinitely survive the finalisation or discontinuance of this Agreement.
(j) This Agreement shall be for the benefit of and binding upon the parties and their heirs, executors, successors and permitted assigns.
(k) The parties must execute and deliver all documents and must do all things as are necessary for the complete performance of their respective obligations under this Agreement.
(l) The rights and remedies of a party to this Agreement are in addition to the rights or remedies conferred on the party at law or in equity.
(m) Rules of construction will not apply to disadvantage a party whether that party put the clause forward, was responsible for drafting all or part of it or would otherwise benefit from it.