END USER LICENCE AGREEMENT FOR THE USE OF THE SCREENZA DESKTOP APPLICATION, PROPERTY OF LATERAL SYNCING LIMITED
ONCE YOU HAVE ACCEPTED THE TERMS AND CONDITIONS OF THIS AGREEMENT (Agreement) YOU WILL BE LICENSED TO ACCESS THE IMAGES AND MEDIA TO WHICH YOU HAVE SUBSCRIBED AS PROVIDED BY OUR PARTNERS (Media). TO ACCESS THE CHANNELS TO WHICH YOU HAVE SUBSCRIBED YOU WILL FIRST HAVE TO INSTALL THE SCREENZA SOFTWARE (Screenza). TOGETHER THE SOFTWARE AND THE MEDIA ARE DEFINED AS THE CHANNELS (Channels).THE COPYRIGHT, DATABASE RIGHTS AND ANY OTHER INTELLECTUAL PROPERTY RIGHTS SUBSISTING IN SCREENZA ARE AND REMAIN THE PROPERTY OF LATERAL SYNCING LIMITED (Us/We).
THE COPYRIGHT, INTELLECTUAL PROPERTY RIGHTS SUBSISTING IN THE MEDIA ARE AND REMAIN THE PROPERTY OF OUR PARTNERS AND OTHER THIRD PARTIES AS APPLICABLE.
AGREEMENT ACCEPTANCE PROCEDURE
ON ACCEPTING THE TERMS OF THIS AGREEMENT YOU WILL BE BOUND BY THIS AGREEMENT INCLUDING BUT NOT LIMITED TO THE WARRANTY AND LIMITATION OF LIABILITY CLAUSES. PLEASE TICK THE BOX MARKED "I ACCEPT THE TERMS & CONDITIONS" AT THE END OF THIS AGREEMENT. IF YOU DO NOT ACCEPT THE TERMS OF THIS AGREEMENT, YOU WILL NOT BE ABLE TO USE OR ACCESS THE CHANNELS OR ANY OTHER PRODUCTS OR SERVICES (Products).
1. INFORMATION ABOUT LICENSOR
1.1 www.screenza.com is a website (Website) operated by Lateral Syncing Limited, a company registered in England and Wales under company number 05025272 and whose registered office is at Fairfax House, 15 Fulwood Place, London, WC1 6AY. VAT number: GB 870 1835 25.
2. SERVICE AVAILABILITY
2.1 Some restrictions are placed on the extent to which we will accept applications for subscriptions to Products from specific countries. These restrictions can be found on our Serviced Countries page. Please review our Serviced Countries page before subscribing to the Products.
3. YOUR STATUS
3.1 By placing an application for subscription to Products you warrant that:
3.1.1 You are legally capable of entering into binding contracts; and
3.1.2 The information you have provided on the registration pages is correct and accurate.
3.2 If you are under 18, you must ask your parents or guardians before you accept the terms of this Agreement. By continuing to use this Website, downloading the Screenza and placing orders for the Channels or other Products, you are confirming that you have received the consent of your parent or guardian. PLEASE NOTE: We recommend that you discuss the terms and conditions of this Agreement with a parent or guardian prior to completing the registration process and before you click your acceptance. You can save a copy of this Agreement for reference.
4. AGREEMENT
4.1 Provided that you have paid any applicable subscription fee, (please note: some Channels may be accessed free of charge as detailed on the Website) and completed the subscription process (Subscription) in full we shall grant you a limited, terminable, non-exclusive licence to access the Channels (subject at all times to our right to early termination in accordance with the provisions of this Licence) and/or otherwise access or use other Products that you have subscribed to.
4.2 Once you have subscribed you may have the right to send images to your mobile and to friends and other contacts by SMS or on a postcard or otherwise have access to other Products. If these services are available for Channel/s you have subscribed to, any charges relating to such Products will be set out on the pages listing those Products and on the relevant pages when you order the Products.
4.3 Nothing in this Agreement gives you or any other party any rights in the intellectual property or data in Screenza, the Channels or other Products as applicable whether that intellectual property is wholly owned by us or owned by a third party that has granted us the right to sub-licence use of such intellectual property and/or data under the terms of this Agreement.
4.4 You may not translate, reverse engineer, decompile, disassemble, modify or create derivative works based on the materials, except as permitted by the laws of this Agreement.
4.6 You may not vary, delete or obscure any notices of proprietary rights or restrictions on or in any materials Screenza, the Channels or any other Products.
4.7 Screenza and the Channels are licensed ONLY to you. You may not rent, lease, sublicense, sell, assign, pledge, transfer or otherwise dispose of Screenza, the Channels or the Products, on a temporary or permanent basis, without our prior written consent.
4.8 We reserve the right at any time to withdraw from Screenza, the Channels and Products and any component included in them:
4.8.1 if we no longer retain the right to publish such component;
4.8.2 if at our sole discretion we believe that there is a likelihood or reasonable chance that publication of a component would infringe the intellectual property rights of a third party, could be defamatory or may constitute another unlawful act.
5. SUBSCRIPTION AND SUBSCRIPTION FEE
5.1 When you place an order for a subscription for Channels or Products, having completed the registration details and accepted the terms of this Agreement, you will receive an acknowledgement email from us advising that we have received your order. Please note: this does not mean that your order has been accepted. Your order constitutes an offer to subscribe to the Products listed in your order. All offers are subject to acceptance by us, and we will confirm such acceptance to you by sending you a confirmation e-mail to advise that the subscription has been granted (Subscription Confirmation). The Agreement between us and you will only be formed when we send you the Subscription Confirmation.
5.2 The Agreement will relate only to the Subscription(s) that has/have been confirmed in the Subscription Confirmation(s). We will not be obliged to provide access to other services or products, which may have been part of your order until the subscription of those services or products have been confirmed in a separate Subscription Confirmation.
5.3 The subscription fees for the Products will be as quoted on the Screenza.com Website from time to time, except in cases of obvious error. The Subscription Fee quoted will be for the period as detailed on the Website (Subscription Period).
5.4 Where applicable, the Subscription Fee will include value added tax (or other similar or applicable sales taxes, charges, duties or levies) at the prevailing rate.
5.5 Subscription Fees may change from time to time, but changes will not affect orders in respect of which we have already sent you a Subscription Confirmation.
5.6 Payment for subscriptions must be by credit or debit card. We accept payment with Visa, Mastercard, Paypal, Maestro, Switch. Once we have received authorisation from the credit or debit card you have provided, we will activate and confirm your Subscription.
5.7 Before your Subscription expires we will contact you with information about renewal. Your Subscription will automatically renew for a further Subscription Period unless you inform us that you wish to terminate the Agreement. Notice of termination of a Agreement can be processed using your secure ‘myscreenza’ pages on the screenza.com Website.
6. THIRD PARTY LINKS
6.1 We may provide links on the Website to the websites of other companies, whether affiliated with us or not. We are not responsible for the content of any websites to or from our Website. We cannot give any undertaking, that products or services you purchase from companies to whose websites we have provided a link, will be of satisfactory quality, and any such warranties are DISCLAIMED by us absolutely. This DISCLAIMER does not affect your statutory rights against the third party seller. We recommend that you read carefully the terms and conditions and privacy policies on other websites that you visit.
7. CONSUMER RIGHTS
7.1 If you are contracting as a consumer, you may cancel the Agreement at any time within seven (7) working days, beginning on the day after you received access to the Product/s. In this case, you will receive a full refund of the Subscription Fee accordance with our refunds policy (as set out at clause 9 below).
7.2 To cancel the Agreement, you must visit ‘myscreenza/channels’ Select the channel and the ‘unsubscribe’ button. Once confirmed, your access to the Channels and Product/s you have elected to unsubscribe to, will be disconnected within ten (10 ) working days.
7.3 Details of this statutory right to cancel the Agreement, and an explanation of how to exercise it, are provided in the Subscription Confirmation. This provision does not affect your statutory rights.
7.4 If you elect to cancel after the initial 7 working days of your Subscription we shall be entitled to retain your Subscription Fee. During any remaining Subscription period we will continue to provide your access to the Channels and Product/s under this Agreement. At the end of the Subscription Period we will not automatically renew your Subscription for a further Subscription Period.
8. AVAILABILITY AND DELIVERY
8.1 Your access to Products will be activated by the delivery date set out in the Subscription Confirmation or, if no delivery date is specified, then within [5] days of the date of the Subscription Confirmation, unless there are exceptional circumstances
9. REFUNDS POLICY
9.1 When you notify us by accessing ‘my screenza’ as detailed above that you wish to cancel your Agreement with us or you have notified us in accordance with clause [18 change of policy] that you do not agree to any change in the terms of this Agreement or in any of our policies, or because you claim that any Product is defective, we will notify you via e-mail within a reasonable period of time of your refund, which will normally be calculated in accordance with clause 7.4 above.
9.2 We will usually refund any money received from you using the same method originally used by you to pay for your purchase. We will process the refund due to you as soon as possible and, in any case, within 30 days of the day we receive your cancellation or the day we confirm to you via e-mail that you are entitled to a refund for the defective Product.
10. OUR LIABILITY
10.1 We warrant to you that the Products subscribed to on our Website will be of satisfactory quality.
10.2 Our liability in connection with any Product purchased on the Website is strictly limited to the purchase price of that Product.
10.3 This does not include or limit in any way our liability:
(a) for death or personal injury caused by our negligence;
(b) under section 2(3) of the Consumer Protection Act 1987;
(c) for fraud or fraudulent misrepresentation; or
(d) for any matter for which it would be illegal for us to exclude, or attempt to exclude, our liability.
10.4 We accept no liability for any loss of income or revenue, loss of business, loss of profits or contracts, loss of anticipated savings, loss of data, waste of management or office time or for any indirect or consequential loss or damage of any kind however arising and whether caused by tort (including negligence), breach of contract or otherwise, even if foreseeable.
10.5 When you buy any product from a third party seller, where a link has been provided through our Website, the seller's individual liability will be set out in the seller's terms and conditions.
11. WRITTEN COMMUNICATIONS
11.1 Applicable laws require that some of the information or communications we send to you be in writing. When using the Website, you accept that communication with us will be electronic. We will contact you by e-mail or provide you with information by posting notices on our Website. For contractual purposes, you agree to this electronic means of communication and you acknowledge that all contracts, notices, information and other communications that we provide to you electronically comply with any legal requirement that such communications be in writing. This condition does not affect your statutory rights.
12. NOTICES
12.1 All notices given by you to us must be given to Lateral Syncing Limited at Fairfax House, 15 Fulwood Place, London, WC1 6AY OR info@screenza.com. We may give notice to you at either the e-mail or postal address you provide to us when placing an order. Notice will be deemed received and properly served 24 hours after an e-mail is sent, or three days after the date of posting of any letter. In proving the service of any notice, it will be sufficient to prove, in the case of a letter, that such letter was properly addressed, stamped and placed in the post and, in the case of an e-mail, that such e-mail was sent to the specified e-mail address of the addressee.
13. TRANSFER OF RIGHTS AND OBLIGATIONS
13.1 The Agreement between you and us is binding on you and us and on our respective successors and assigns.
13.2 You may not transfer, assign, charge or otherwise dispose of the Agreement, or any of your rights or obligations arising under it, without our prior written consent.
13.3 We may transfer, assign, charge, sub-contract or otherwise dispose of the Agreement, or any of our rights or obligations arising under it, at any time during the term of the Agreement
14. EVENTS OUTSIDE LICENSOR’S CONTROL
14.1 We will not be liable or responsible for any failure to perform, or delay in performance of, any of its obligations under an Agreement that is caused by events outside our reasonable control (Force Majeure Event).
14.2 A Force Majeure Event includes any act, event, non-happening, omission or accident beyond our reasonable control and includes in particular (without limitation) strikes, lock-outs or other industrial action; civil commotion, riot, invasion, terrorist attack or threat of terrorist attack, war (whether declared or not) or threat or preparation for war; fire, explosion, storm, flood, earthquake, subsidence, epidemic or other natural disaster; impossibility of the use of railways, shipping, aircraft, motor transport or other means of public or private transport; impossibility of the use of public or private telecommunications networks; or the acts, decrees, legislation, regulations or restrictions of any government.
14.3 Our performance under the Agreement is deemed to be suspended for the period that the Force Majeure Event continues, and we will have an extension of time for performance for the duration of that period. We will use reasonable endeavours to bring the Force Majeure Event to a close or to find a solution by which our obligations under the Agreement may be performed despite the Force Majeure Event.
15. WAIVER
15.1 If we fail, at any time during the term of the Agreement, to insist upon strict performance of any of your obligations under the Agreement or any of these terms, or if we fail to exercise any of the rights or remedies to which we are entitled under the Agreement, this shall not constitute a waiver of such rights or remedies and shall not relieve you from compliance with such obligations.
15.2 A waiver by us of any default shall not constitute a waiver of any subsequent default.
15.3 No waiver by us of any of these terms shall be effective unless it is expressly stated to be a waiver and is communicated to you in writing in accordance with clause [12] above.
16. SEVERABILITY
16.1 If any terms or provisions of this Agreement are determined by any competent authority to be invalid, unlawful or unenforceable to any extent, such term, condition or provision will to that extent be severed from the remaining terms, conditions and provisions which will continue to be valid to the fullest extent permitted by law.
17. ENTIRE AGREEMENT
17.1 The terms of this Agreement and any document expressly referred to in it represent the entire agreement between you and us in relation to the subject matter of the Agreement and supersede any prior agreement, understanding or arrangement between you and us, whether oral or in writing.
17.2 You and us each acknowledge that, in entering into the Agreement, neither party has relied on any representation, undertaking or promise given by the other or be implied from anything said or written in negotiations between you and us prior to such Agreement except as expressly stated in these terms.
17.3 Neither you nor us shall have any remedy in respect of any untrue statement made by the other, whether orally or in writing, prior to the date of any Agreement (unless such untrue statement was made fraudulently) and the other party’s only remedy shall be for breach of contract as provided in these terms and conditions.
18. LICENSOR’S RIGHT TO VARY THESE TERMS
18.1 We have the right to revise and amend the terms of this Agreement from time to time.
18.2 You will be subject to the policies and terms in force at the time that you subscribe to a Channels and/or Product from us, unless any change to those policies or this Agreement is required to be made by law or governmental authority (in which case it will apply to orders previously placed by you), or if we notify you of the change to those policies or this Agreement before we send you the Dispatch Confirmation (in which case we have the right to assume that you have accepted the change to the terms and conditions, unless you notify us to the contrary within seven working days of receipt by you of the Channel or Product).
19. LAW AND JURISDICTION
19.1 This Agreement will be governed by English law. Any dispute arising from, or related to, this Agreement shall be subject to the exclusive jurisdiction of the courts of England and Wales.
Last updated: October 18, 2006
