PLEASE READ THIS CONTRACT CAREFULLY. BY DOWNLOADING AND/OR VIEWING ALL OR ANY PORTION OF THE MATERIALS (AS DEFINED HEREIN), YOU ACCEPT ALL THE TERMS AND CONDITIONS OF THIS AGREEMENT, INCLUDING IN PARTICULAR, THE LIMITATIONS ON: USE CONTAINED IN SECTIONS 2-4; TRANSFERABILITY IN SECTIONS 2-4; WARRANTY IN SECTION 5; INDEMNIFICATION IN SECTION 7; AND LIMITATION OF LIABILITY IN SECTION 8. YOU AGREE THAT THIS AGREEMENT IS ENFORCEABLE LIKE ANY WRITTEN NEGOTIATED AGREEMENT SIGNED BY YOU. THIS AGREEMENT IS ENFORCEABLE AGAINST YOU AND ANY LEGAL ENTITY THAT OBTAINED THE MATERIALS AND ON WHOSE BEHALF THEY ARE DOWNLOADED OR USED, OR WHO UTILISED OR BENEFITED DIRECTLY FROM THE MATERIALS. IF YOU DO NOT AGREE, DO NOT DOWNLOAD, VIEW OR USE THE MATERIALS.
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The materials contained on this website (the "Materials") are protected by copyright.
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2.
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You are hereby granted a personal, non-exclusive, non-sublicensable, non-transferable, limited license to download, view and use the Materials only for your personal use. The Materials shall not be used in any other manner or for any other purpose. You may not provide or make the Materials or any part thereof available to any other person.
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With respect to the Materials, all rights are reserved. No part of the Materials may be copied, modified, adapted, translated, reproduced, transferred or distributed, in any form or by any means, and no derivative works may be made based on the Materials without the prior permission of the respective copyright owner. You may not alter, remove or suppress in any manner any copyright, trademark or other notices displayed by the Materials. You may not license, rent, sell, loan, lease, pledge, offer as security, transfer or assign the Materials, or any of the rights granted to you hereunder to any other person.
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The Materials and all of the intellectual property rights therein shall at all times remain the exclusive property of Inkwrx Limited, or its respective licensors and your interest therein is only that of having possession of and the right to download, view and use the Materials pursuant to Section 2 herein during the continuance of this Agreement. You agree that you own no right, title or interest in or to the Materials or any of the intellectual property rights therein. You shall have no rights hereunder other than the license as provided for above in Section 2. No right, license or interest to any trademark, trade name, service mark or other branding ("Marks") of Inkwrx Limited or its respective licensors is granted hereunder, and you agree that you shall not assert any such right, license or interest with respect thereto.
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The Materials are provided "AS IS." INKWRX LIMITED MAKES NO WARRANTY OR REPRESENTATION OF ANY KIND TO YOU OR ANY THIRD PARTY, EXPRESS, IMPLIED OR STATUTORY, WITH RESPECT TO THE MATERIALS OR THE ACCURACY OF ANY INFORMATION CONTAINED IN THE MATERIALS, INCLUDING, WITHOUT LIMITATION, ANY IMPLIED WARRANTY OF MERCHANTABILITY, ACCURACY, SATISFACTORY QUALITY, FITNESS FOR A PARTICULAR PURPOSE, USABILITY, INTEGRATION OR NON-INFRINGEMENT AND ALL SUCH WARRANTIES ARE HEREBY EXCLUDED BY INKWRX LIMITED AND WAIVED BY YOU.
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Inkwrx Limited shall have the right to terminate this Agreement immediately upon breach of this Agreement by you.
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You shall indemnify, defend and hold harmless Inkwrx Limited and its respective directors, officers, agents and employees, from and against any actual or threatened claims, demands, causes of action or proceedings arising from any breach of this Agreement by you.
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8.
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IN NO EVENT WILL INKWRX LIMITED BE LIABLE TO YOU OR ANY OTHER PARTY OR ANY OTHER PERSON OR ENTITY FOR ANY SPECIAL, CONSEQUENTIAL, INCIDENTAL, INDIRECT, EXEMPLARY OR PUNITIVE DAMAGES, HOWEVER CAUSED, ARISING OUT OF OR IN CONNECTION WITH THE DOWNLOADING, PROVISIONING, VIEWING OR USE OF THE MATERIALS REGARDLESS OF THE FORM OF ACTION, WHETHER FOR BREACH OF CONTRACT, BREACH OF WARRANTY, TORT, NEGLIGENCE, INFRINGEMENT OR OTHERWISE (INCLUDING, WITHOUT LIMITATION, DAMAGES BASED ON LOSS OF PROFITS, DATA, FILES, USE, BUSINESS OPPORTUNITY OR CLAIMS OF THIRD PARTIES), AND WHETHER OR NOT THE PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THIS LIMITATION SHALL APPLY NOTWITHSTANDING ANY FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY PROVIDED HEREIN.
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9.
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Should any provision of this Agreement be held by a court of competent jurisdiction to be illegal, invalid, or unenforceable, that provision shall be deemed amended to achieve as nearly as possible the same economic effect as the original provision, and the legality, validity and enforceability of the remaining provisions of this Agreement shall not be affected or impaired thereby.
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10.
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The failure of either party to enforce any term or condition of this Agreement shall not constitute a waiver of either party's right to enforce each and every term and condition of this Agreement. No breach under this agreement shall be deemed waived or excused by either party unless such waiver or consent is in writing signed by the party granting such waiver or consent. The waiver by or consent of a party to a breach of any provision of this Agreement shall not operate or be construed as a waiver of or consent to any other or subsequent breach by such other party.
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11.
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This Agreement may not be assigned (including by operation of law or otherwise) by you without the prior written consent of Inkwrx Limited.
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This Agreement forms the entire agreement between the parties with respect to its subject matter and (in the absence of fraud) supersedes all prior agreements and representations of the parties, oral or written. This Agreement shall be binding upon and inure to the benefit of the parties' successors, legal representatives, and authorised assigns
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This Agreement shall be governed, construed and shall take effect in accordance with the laws of England and Wales and except as otherwise provided herein, shall be subject to the exclusive jurisdiction of the English Courts.
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BY CLICKING ON THE "I ACCEPT" BUTTON, YOU ACKNOWLEDGE THAT YOU HAVE READ AND FULLY UNDERSTAND EACH OF THE SECTIONS OF AND PROVISIONS SET FORTH IN THIS AGREEMENT AND THAT YOU ARE IN AGREEMENT WITH AND ARE WILLING TO ACCEPT ALL OF THE OBLIGATIONS INCUMBENT UPON YOU AS SET FORTH