Thank you for choosing FSI.
We grant access to our software and its related
documentation to you on the basis of the following terms which must be entered
into for our, and our licensors’, protection. Please note that by clicking on
the "accept" button below you agree to the terms of this licence. If
you do not agree to the terms of this licence you should speak to your
employer/appointor immediately.
This licence agreement (Licence)
is a legal agreement between you (Licensee or you) and FSI (FM Solutions) Limited, a company
incorporated and registered in England and Wales with company number 04468712
whose registered office is at Exchange House,
180-182 St Marys Lane, Upminster, Essex RM14 3BT, United Kingdom (Licensor, us or we) for:
·
all of the computer software accessible on the system (System)
following your log-on, the data supplied with the software and the associated
media (Software); and
·
any online or electronic documentation (Documentation).
You should print a copy of this Licence for future reference.
1.1
In consideration of you agreeing to abide by the terms of this
Licence, the Licensor hereby grants to you a non-exclusive, non-transferable
licence to use the Software and the Documentation on the System on the terms of
this Licence.
(a)
use the Software for your internal business purposes at work for
your employer (or appointor if you are self-employed and are duly authorised by
your appointer to use the system) on only one computer at any one time; and
(b)
use any Documentation in support of the use permitted under
condition 1.2 but you are not permitted to copy the Documentation (one copy
will be supplied by your employer/appointer pursuant to its licence).
1.3
You will:
(a) keep
a secure password for your use of the System and the Documentation, that such
password shall be changed no less frequently than monthly and that you will
keep your password confidential; and
(b) not
allow or suffer your username and password to be used by any other person,
and if it is revealed that your
password has been provided to any other individual then, without prejudice to our
other rights, we may disable your password and access to the System.
2.
Restrictions
2.1
Except as expressly set out in this Licence or as permitted by
any local law, you undertake:
(a)
not to use the System, the Software and Documentation for your
own personal, commercial, business or other purposes;
(b)
not to copy the Software or Documentation except where such
copying is incidental to normal use of the Software;
(c)
not to rent, lease, sub-license, loan, translate, merge, adapt,
vary or modify the Software or Documentation;
(d)
not to make alterations to, or modifications of, the whole or any
part of the Software nor permit the Software or any part of it to be combined
with, or become incorporated in, any other programs;
(e)
not to disassemble, de-compile, reverse engineer or create
derivative works based on the whole or any part of the Software nor attempt to
do any such things except to the extent that (by virtue of section 296A of the
Copyright, Designs and Patents Act 1988) such actions cannot be prohibited
because they are essential for the purpose of achieving inter-operability of
the Software with another software program, and provided that the information obtained
by you during such activities:
(i)
is used only for the purpose of achieving inter-operability of
the Software with another software program;
(ii)
is not disclosed or communicated without the Licensor\'s prior
written consent to any third party to whom it is not necessary to disclose or
communicate it; and
(iii)
is not used to create any software which is substantially similar
to the Software; and
(f)
not to provide, or otherwise make available, the Software in any
form, in whole or in part (including, but not limited to, program listings,
object and source program listings, object code and source code) to any person
without prior written consent from us.
2.2
You shall not access, store, distribute or transmit any viruses,
or any material through the System that:
(a)
is unlawful, harmful, threatening, defamatory, obscene,
infringing, harassing or racially or ethnically offensive;
(b)
facilitates illegal activity;
(c)
depicts sexually explicit images;
(d)
promotes unlawful violence;
(e)
is discriminatory based on race, gender, colour, religious
belief, sexual orientation, disability, or any other illegal activity; or
(f)
causes damage or injury to any person or property;
and we reserve the right, without liability to you or your
employer/appointor, to disable your access to any part of the System.
3.1
You acknowledge that all intellectual property rights in the System,
the Software and the Documentation throughout the world belong to us or our
licensors, that rights in the System and the Software are licensed (not sold)
to you, and that you have no rights in, or to, the System, the Software or the
Documentation other than the right to use them in accordance with the terms of
this Licence.
3.2
You acknowledge that you have no right to have access to the
Software in source code form or in unlocked coding or with comments.
3.3
The integrity of the Software may be protected by technical
protection measures (TPM) so that the intellectual property rights,
including copyright, in the Software are not misappropriated. You must not
attempt in any way to remove or circumvent any such TPM, nor to apply,
manufacture for sale, hire, import, distribute, sell, nor let, offer, advertise
or expose for sale or hire, nor have in your possession for private or
commercial purposes, any means whose sole intended purpose is to facilitate the
unauthorised removal or circumvention of such TPM.
4.1
You are only licensed to use the System at your work. You agree
not to use the System, the Software and Documentation for your own commercial,
business or other purposes, and we have no liability to you for any loss of
profit, loss of business, business interruption, or loss of business
opportunity.
4.2
We are only responsible for loss or damage you suffer that is a
foreseeable result of our breach of this Licence or our negligence up to the
amount specified in condition 4.3. Loss or damage is foreseeable if they were
an obvious consequence of our breach or if they were contemplated by you and us
at the time we granted you the Licence.
(a)
death or personal injury resulting from our negligence;
(b)
fraud or fraudulent misrepresentation;
(c)
any other liability that cannot be excluded or limited by English
law.
5.1
We may terminate this Licence immediately by written notice to
you if you commit a material or persistent breach of this Licence which you
fail to remedy (if remediable) within 14 days after the service of written
notice requiring you to do so.
5.2
Upon termination for any reason:
(a)
all rights granted to you under this Licence shall cease;
(b)
you must cease all activities authorised by this Licence.
6.1
If you wish to contact us, you should do so via your
employer/appointor.
6.2
If we have to contact you or give you notice in writing, we will
do so by e-mail or by pre-paid post to the address your employer/appointor
provides to us.
7.1
We may transfer our rights and obligations under this Licence to
another organisation, but this will not affect your rights or our obligations
under this Licence.
7.2
You may only transfer your rights or your obligations under this
Licence to another person if we agree in writing.
7.3
If we fail to insist that you perform any of your obligations
under this Licence, or if we do not enforce our rights against you, or if we
delay in doing so, that will not mean that we have waived our rights against
you and will not mean that you do not have to comply with those obligations. If
we do waive a default by you, we will only do so in writing, and that will not
mean that we will automatically waive any later default by you.
7.4
Each of the conditions of this Licence operates separately. If
any court or competent authority decides that any of them are unlawful or
unenforceable, the remaining conditions will remain in full force and effect.
7.5
Please note that this Licence, its subject matter and its
formation, are governed by English law.