Terms for Downloading Digital Content

What these terms cover. These are the terms and conditions on which we supply digital content to you (we refer to this digital content in these terms as a “Product”). The Product is provided free of charge and in consideration of us agreeing to provide the Product to you, you are agreeing to abide by these terms. Part A applies where you are acting as a consumer. Part B contains amendments and additional terms that apply if you are using the Product in the course of scientific or academic research purposes. The Product is not supplied for business or other commercial uses.
Why you should read them. Please read these terms carefully before you submit your order to us i.e., request to download the Product. These terms tell you who we are, how we will provide the digital content to you, how you and we may change or end the contract, what to do if there is a problem and other important information.
Part A: Consumers
1.1 Who we are. We are Humane Technologies Ltd., a company registered in England and Wales. Our company registration number is 11143927 and our registered office is at The Venture Centre, University of Warwick Science Park, Sir William Lyons Road, Coventry, United Kingdom, CV4 7EZ.
1.2 How to contact us. You can contact us by writing to us at contact@humanetechnologies.co.uk or Humane Technologies Limited, The Venture Centre, University of Warwick Science Park, Sir William Lyons Road, Coventry, United Kingdom, CV4 7EZ.
1.3 How we may contact you. If we have to contact you, we will do so by telephone or by writing to you at the email address or postal address you provided to us in your order.
1.4 “Writing” includes emails. When we use the words “writing” or “written” in these terms, this includes emails.
2.1 How we will accept your order. Our acceptance of your order will take place when we email you to accept it, at which point a contract will come into existence between you and us.
2.2 If we cannot accept your order. If we are unable to accept your order, we will inform you of this. As the product is provided free of charge we have no obligation to accept your order.
2.3 Customers outside the UK. We reserve the right not to accept orders from outside the UK, if you are based outside the UK and we do accept your order then nothing in these terms will affect your consumer rights applicable in your country to the extent that they cannot be limited or excluded by these terms.
3.1 Products may vary slightly from their description. The images of the products on our website are for illustrative purposes only. Although we have made every effort to display the product accurately, your product may vary slightly from those images.
4.1 Minor changes to the products. We may change the product:
a. to reflect changes in relevant laws and regulatory requirements; and
b. to implement minor technical adjustments and improvements. These changes will not affect your use of the product.
c. other updates to digital content provided that the digital content shall always match the description of it that we provided to you before you bought it.
5.1 We will make the digital content available for download by you as soon as we accept your order.
5.2 We are not responsible for delays outside our control. If our supply of the products is delayed by an event outside our control then we will contact you as soon as possible to let you know and we will take steps to minimise the effect of the delay. We will not be liable for delays caused by the event.
5.3 When you become responsible for the product. You are responsible for keeping the product secure and for backing-up your copy of the digital content.
6.1 We retain all ownership in the products, and we give you a right to use them in accordance with these terms.
7.1 Grant of licence. We hereby grant to you a personal, non-transferable, non-exclusive, non-sub licensable, revocable, royalty-free licence to use the Product on a perpetual basis solely and strictly limited to your own use as a consumer provided that you observe the following restrictions:
a. You shall not use the Product for business or commercial purposes;
b. You shall not grant sub-licences, in whole or in part, of any of the rights granted under these terms without our express written consent.
c. You may change, amend or develop the Product provided that you provide us with a perpetual, non-exclusive, royalty free, world-wide, sub-licensable, transferrable licence to any such changes, amendments or developments that you make.
d. You shall comply with all applicable laws in using the Product and exercising your rights under these terms.
e. You shall ensure that the Product is kept secure and prevent unauthorised access, copying, modification, storage, reproduction, display or distribution of the Product.
7.2 Misuse. If you become aware of any misuse of the Product you should notify us as soon as possible.
8.1 Tell us you want to end the contract. To end the contract with us, please let us know by doing one of the following:
a. Email. Email us at contact@humanetechnologies.co.uk.
b. Online. Complete the contact form on our website.
c. By post. Write to us at the above address.
8.2 Deleting products after ending the contract. If you end the contract for any reason after the product has been downloaded you must not continue to use the product and you must delete it from your computer, including any copies you have made.
9.1 We may end the contract if you break it. We may end the contract for a product at any time by writing to you if:
a. you do not, within a reasonable time of us asking for it, provide us with information that is necessary for us to provide the products;
b. you do not, within a reasonable time, allow us to deliver the products; or
c. you break any of the licence terms set out Section 7.2 and where it is possible for you to correct that you do not correct it within 30 days of us asking you to.
10.1 How to tell us about problems. If you have any questions or complaints about the product, please contact us. You can write to us at contact@humanetechnologies.co.uk or Humane Technologies Limited, The Venture Centre, University of Warwick Science Park, Sir William Lyons Road, Coventry, United Kingdom, CV4 7EZ.
10.2 Summary of your legal rights. See the underlined text below for a summary of your key legal rights in relation to the product. Nothing in these terms will affect your legal rights.
Summary of your key legal rights
This is a summary of your key legal rights. These are subject to certain exceptions. For detailed information please visit the Citizens Advice website www.adviceguide.org.uk or call 03454 04 05 06.
• If you can show the fault has damaged your device or other digital content and we haven’t used reasonable care and skill, you may be entitled to a repair or compensation
10.3 No other warranties. Other than as described in Section 10.2, taking into account that the Product is provided free of charge, the Product is provided “as is” without any other warranty to the extent permitted by applicable law.
11.1 The product is provided to you free of charge.
12.1 We do not exclude or limit in any way our liability to you where it would be unlawful to do so. This includes liability for death or personal injury caused by our negligence or the negligence of our employees, agents or subcontractors; for fraud or fraudulent misrepresentation; for breach of your legal rights in relation to the products as summarised at Section 10.2; and for defective products under the Consumer Protection Act 1987
12.2 Damage to your other digital content or devices.
If defective digital content which we have supplied damages a device or digital content belonging to you and this is caused by our failure to use reasonable care and skill we will either repair the damage or pay you reasonable compensation up to a maximum of £250. However, we will not be liable for damage which you could have avoided by following our advice to apply an update offered to you free of charge or for damage which was caused by you failing to correctly follow installation instructions or to have in place the minimum system requirements advised by us.
12.3 We are not liable for business or similar losses. We are supplying these products to you for domestic and private use. If you use the products for any commercial, business or re-sale purpose we will have no liability to you for any loss of profit, loss of business, business interruption, or loss of business opportunity.
12.4 Our liability for other losses. Except as set out in Sections 12.1 and 12.2, taking into account the Product is provided free of charge, we shall not be liable in any circumstances for any losses (whether they were a foreseeable or unforeseeable result of our breaking this contract or our failing to use reasonable care and skill or any other losses however they arise).
13.1 We will only use your personal information as set out in our https://humanetechnologies.co.uk/privacy-policy.
14.1 We may transfer this agreement to someone else. We may transfer our rights and obligations under these terms to another organisation. We will always tell you in writing if this happens and we will ensure that the transfer will not affect your rights under the contract.
14.2 You need our consent to transfer your rights to someone else (except that you can always transfer our guarantee). You may only transfer your rights or your obligations under these terms to another person if we agree to this in writing. We may not agree if that person would have otherwise been required to pay for the digital content.
14.3 Nobody else has any rights under this contract (except someone you pass your guarantee on to). This contract is between you and us. No other person shall have any rights to enforce any of its terms.
14.4 If a court finds part of this contract illegal, the rest will continue in force. Each of the paragraphs of these terms operates separately. If any court or relevant authority decides that any of them are unlawful, the remaining paragraphs will remain in full force and effect.
14.5 Even if we delay in enforcing this contract, we can still enforce it later. If we do not insist immediately that you do anything you are required to do under these terms, or if we delay in taking steps against you in respect of your breaking this contract, that will not mean that you do not have to do those things and it will not prevent us taking steps against you at a later date.
14.6 Which laws apply to this contract and where you may bring legal proceedings. These terms are governed by English law and you can bring legal proceedings in respect of the products in the English courts. If you live in Scotland, you can bring legal proceedings in respect of the products in either the Scottish or the English courts. If you live in Northern Ireland, you can bring legal proceedings in respect of the products in either the Northern Irish or the English courts.
14.7 These terms contain the entire agreement between us and supersedes and replaces all other written and oral communications between us relating to the Product. Each of us hereby confirms that we have not relied upon any representations, communications or other matters which have not been expressly stated in these terms, whether as an inducement to enter into these terms or otherwise. Notwithstanding any provision to the contrary, nothing in these terms limits or excludes either party’s liability for fraudulent misrepresentations.
Part B: Scientific and Academic Users
Where you intend to use the Product for scientific or academic purposes, for example in the context of your employment at a scientific or academic institution then Part A of these terms shall apply except to the extent amended by this Part B. If there is a conflict between Part A and Part B then this Part B shall take priority.
1. The licence contained in Section 7 shall extend to scientific and academic use solely for the benefit of the academic or scientific institution you are employed by.
2. The provisions of Section 10.2 shall not apply and will be replaced by the following:
a. The product is provided “as is” without any warranty 
3. The provisions of Section 12 shall not apply and will be replaced by the following:
12.1 Notwithstanding any provision to the contrary, nothing in these terms shall limit or exclude any liability for: death; personal injury; fraud; fraudulent misrepresentation; and any liability which may not be lawfully limited or excluded.
12.2 Subject to Section 12.1, taking into account that the Product is provided free of charge, we shall not be liable in any circumstances for any direct losses, consequential, special, incidental or indirect losses, or the following losses whether direct, consequential, special, incidental or indirect losses: loss of profits; loss of revenue; economic loss; loss of business or contracts; loss of anticipated savings or goodwill; loss of data; (or any losses arising from a claim by a third party for any of the above losses); whether arising under contract, statute, tort (including without limitation, negligence), or otherwise. 
4. Either us or you shall be entitled to terminate the contract if the other party presents a petition or have a bona fide petition presented by a creditor for its winding up, or shall convene a meeting to pass a resolution for voluntary winding up, or shall enter into any liquidation (other than for the purposes of a bona fide reconstruction or amalgamation), shall call a meeting of its creditors, or shall have a receiver of all or any of its undertakings or assets appointed, or shall be deemed by virtue of the relevant statutory provisions under the applicable law to be unable to pay its debts.
The “Terms for Downloading Digital Content” was last updated on 2018 September 03
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