Licence

BEFORE YOU CLICK ON THE DOWNLOAD BUTTON AND DOWNLOAD THE SOFTWARE, CAREFULLY READ THE TERMS AND CONDITIONS OF THIS LICENCE. BY CLICKING ON THE DOWNLOAD BUTTON AND BY DOWNLOADING THE SOFTWARE YOU ARE CONSENTING TO BE BOUND BY AND BECOMING THE LICENSEE TO THIS LICENCE. IF YOU DO NOT AGREE TO ALL OF THE TERMS OF THIS LICENCE, CLICK THE ‘DO NOT ACCEPT BUTTON’ AND DO NOT DOWNLOAD OR USE THE SOFTWARE.

When you click the ‘I accept’ button, StatsDirect Limited ("the Licensor") grants to you ("the Licensee") a non-exclusive, non-transferable Licence for the accompanying StatsDirect statistical software (version 2.0.0 or later) ("the Software"). The Licence permits you, and the people at the purchasing institution covered by the terms of this Licence to "Use" (as hereinafter defined) the Software on a System (as hereinafter defined) for single use or by the maximum number of concurrent users specified on the sale receipt for your purchase of this version of the Software upon the terms and subject to the conditions contained herein. If the number of users is not stated then the Licence is for one user. Unless otherwise agreed, the Software may not be transferred electronically from one computer to another nor used over a network.

The Licensor is authorised by the Software owner to grant this Licence and to support the Software.

1 In this Licence:-

1.1 "System" means a single computer system; and

1.2 "use" shall mean and include utilisation of the Software by copying, transmitting or loading the same into permanent memory (e.g. hard disk, CD ROM, or other storage device) of the System for the processing of the System instructions or statements contained in such Software; and copying the Software which is in machine readable form for use by the Licensee on the System for the purposes only of understanding the contents of such machine-readable material. One copy of the Software may be made for back-up and one for disaster recovery provided they contain the same copyright information as the original. ;and

2 The Licence fees for use of the Software are set out in the Schedule to this Licence. Licence fees are payable by credit card, or by bank transfer, or by cheque made payable to StatsDirect Limited.

3 Upon accepting this Licence you undertake:-

3.1 not to copy, install or distribute the Software in any way other than for use within the purchasing institution for the users covered by this Licence (unless having first obtained the prior written consent of the Licensor) ;

3.2 not to (except as otherwise permitted  by law) reverse engineer, decompile or disassemble the Software;

3.3 not to translate (into any language or computer language), transmit, transcribe, store in any retrieval system, modify, rent,  lease, loan, redistribute, sub-lease, sub-licence or create derivative works from the Software or any of its parts;

3.4 not to copy or distribute any part of the on-line help documentation provided by the Licensor in connection with the Software without the prior written consent of the Licensor (except where such copying is for personal use;

3.5 to maintain accurate and up-to-date records of the number and location of all copies of the Software in your possession or otherwise under your control;

3.6 to supervise Use of the Software in accordance with the terms of this Licence;

3.7 to ensure that your employees, agents and other parties who will use the Software are notified of this Licence and the terms hereof prior to such employee, agent, or party using the same;

3.8 to reproduce and include the copyright notice of the Licensor as it appears in or on the Software on all copies;

3.9 not to provide or otherwise make available the Software to any person other than your employees or as specified herein without the prior written consent of the Licensor;

3.10 not to display the Software on a public bulletin board, public website, chat room or by any other unauthorised means;

3.11 not to use the Software for immoral, illegal or for any other purpose which may be determined threatening, abusive or harmful including but not limited to the creation or transmission of any virus, worm, trojan horse, cancelbot or any other destructive or contaminating program;

3.12 within 14 days after the termination or discontinuance of this Licence for whatever reason, to destroy the Software and all upgrades or copies; and

3.13  that you will not use the Software in any way not specified above without the prior written consent of the Licensor.

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4.1 The Licensee may contact the Licensor for advice and assistance in relation to the Software ("Support"). To obtain such Support, the Licensee may contact the Licensor by:-

4.1.1 e-mail at support@statsdirect.com; or

4.1.2 facsimile number given at  http://www.statsdirect.com/Contact.aspx.

4.2 When requesting Support, the Licensee should supply all available material and information available to it in relation to the Software to enable the Licensor to address the problem encountered by the Licensee.

4.3 The Licensor shall make all reasonable efforts to solve problems addressed to it pursuant to this clause as quickly as possible, subject to any and all constraints which the Licensor may experience from time to time.

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5.1 Once downloaded, the Licensee shall be entitled to use the Software free of charge for a period of 10 days ("the Trial Period"). Such use of the Software shall not be for the purpose of its trade or business, but shall be solely for the purpose of assessing whether the same meets its requirements.

5.2 If, during the Trial Period, the Licensee shall decide the Software does not meet its requirements then the Licensee shall be entitled to terminate this Agreement. Upon such termination, the Licensee shall destroy all copies of the Software in its possession and the Licensee (where the Licensee is an individual) or an authorised signatory (where the Licensee is a body corporate) shall certify in writing to the Licensor that it has complied with its obligation as aforesaid.

5.3 If the Licensee does not terminate this Licence pursuant to clause 5.2 above or if during the Trial Period it shall use the Software for the purpose of its trade or business then (in either case) with effect from the day next following the expiration of the Trial Period, the Licensee  shall be deemed to have accepted the Software.

6 You acknowledge and accept the following:-

6.1 the Licensor warrants only that testing by the developers to reproduce the results of the examples provided in the electronic documentation has been applied to this Software, including calculations.  Other than as aforesaid, the Software is provided "as is" without any other warranty of any kind, either expressed or implied.  For the avoidance of doubt, the Licensor does not warrant that:-

6.1.1 the Software will be error free or that such errors will be corrected. The Licensee is solely responsible for all costs and expenses associated with rectification, repair or damage caused by such errors; and

6.1.2 the Software shall be free from all viruses (although the Licensor has used all reasonable efforts to check for the most commonly known viruses prior to delivery). The Licensee is accordingly solely responsible for virus-scanning the Software;

6.2 the Licensor may create new versions of the Software ("upgrades") which, inter alia, may correct such errors and although the Licensor has no obligation to notify existing Licensees of such upgrades, the same will be made available at the same Internet site from which you downloaded the Software accompanying this Licence, at such cost as shall be indicated;

6.3 the Licensor shall  not be liable for any loss or damage whatsoever or howsoever caused arising directly or indirectly in connection with this Licence, the Software, its Use or otherwise, in particular but without prejudice to the foregoing generality as a result of installation or reliance upon the Software or the results of Use of the Software;

6.4 notwithstanding the generality of clause 6.3 above, the Licensor expressly excludes liability for indirect, special, incidental or consequential loss or damage which may arise in respect of the Software howsoever caused even if advised of the possibility of such damages; and

6.5 in the event the Licensor incurs any liability whatsoever, such liability is limited to the licence fee paid by the Licensee for the Software (except for death or personal injury arising from the Licensor’s negligence).

7 All copyright, trade marks and other intellectual property rights subsisting in or used in connection with the Software (including but not limited to all images, animations, audio and other identifiable material relating to the Software) are and remain (as between the Licensor and the Licensee) the sole property of the Licensor.

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8.1 This Licence shall continue for a period of three years from the date of your acceptance of these terms and and shall continue in force thereafter unless and until terminated by either party giving three months' notice to the other party.

8.2 If at any time control (as defined in section 840 of the Income and Corporation Taxes Act 1988) of the Licensee is acquired by any person or group of connected persons (as defined in section 839 of that Act) not having control of the Licensee at the date of this Licence, the Licensee shall forthwith give written notice to the Licensor identifying that person or group of connected persons and the Licensor shall be entitled, by giving written notice to the Licensee within 30 days after the notice from the Licensee was given, to terminate this Licence.

8.3 Either party shall be entitled forthwith to terminate this Licence by written notice to the other if that other party commits any repudiatory breach of any of the provisions of this Licence and, in the case of a breach capable of remedy, fails to remedy the same within 30 days after receipt of a written notice giving full particulars of the breach and requiring it to be remedied.

8.4 Either party shall be entitled to terminate this Licence forthwith by written notice to the other if:-

8.4.1 that other party commits a material breach of this Licence (not being a repudiatory breach of this Licence);

8.4.2 an encumbrancer takes possession or a receiver is appointed over any of the property or assets of that other party;

8.4.3 that other party makes any voluntary arrangement with its creditors or becomes subject to an administration order;

8.4.4 that other party goes into liquidation (except for the purposes of amalgamation or reconstruction and in such manner that the company resulting therefrom effectively agrees to be bound by or assume the obligations imposed on that other party under this Licence);

8.4.5 anything which, under the law of any jurisdiction is analogous to any of the acts or events specified in clauses 8.4.2, 8.4.3 and 8.4.4;

8.4.6 that other party ceases, or threatens to cease, to carry on business. 

8.5 For the purposes of clause 8.3, a breach shall be considered capable of remedy if the party in breach can comply with the provision in question in all respects other than as to the time of performance (provided that time of performance is not of the essence).

8.6 In the event that this Licence is terminated for any reason, the Licensee hereby undertakes to destroy all copies of the Software held by him and must, within 14 days of termination, notify the Licensor accordingly.

8.7 Any waiver by either party of a breach of any provision of this Licence shall not be considered as a waiver of any subsequent breach of the same or any other provision of this Licence.

8.8 The rights to terminate this Licence given by this clause shall be without prejudice to any other right or remedy of either party in respect of the breach concerned (if any) or any other breach.

8.9 For the avoidance of doubt, in the event that the Licence is terminated under this clause, the Licence fee is not refundable.

9 This Licence shall be construed in accordance with the laws of England.

10 The Licensee shall not assign or otherwise transfer all or part of the Software or this Licence without the prior written consent of the Licensor.

SCHEDULE

Licence Fees

Academic, National Health Service and charity users

Commercial and other non-academic users

Students or based in the developing world (as defined by The World Bank)

Where the number of Licences which you intend to purchase has not been specified above, please e-mail sales@statsdirect.com for confirmation of the relevant Licence fee.