Terms of Use including Software Agreement
Terms of Use Definitions
These Terms of Use (including the ‘Software Agreement’) apply to anyone who visits the Flume website or uses any of our products or services. Your use of our website, products or services constitutes your acceptance of these Terms of Use. In these Terms of Use and generally on the Flume website.
“we”, “our” or “us” means Sunday Holdings Limited which is a company incorporated in the UK.
“you” means you, the person using our Services;
“Intellectual Property Rights” includes without limitation any copyright, patents, trade marks, design rights or database rights, whether registrable or not, and whether registered or not, and also includes any other proprietary rights, trade secrets or rights of publicity, privacy or confidentiality;
“Licence” means the permission we give to you to use our Software and which is given under the terms of the Software Agreement;
“Services” means all products, goods or services we provide to you including our Website;
“Software” means the software we provide to you as part of our products and means for example the Flume ecommerce management software;
“Software Agreement” means the relevant licence agreement under which any of our Software products are purchased and comprises the terms and conditions contained in these Terms of Use which are expressly or by implication intended to apply to the licence of the Software;
“Website” means the Flume website;
“User” means a person setup to use the Services and is a person who can have all available or limited privileges in using the Software. It is possible to create a User who will never access the system, the functions of such a user will be performed by a user with a higher degree of security privileges.
Any reference to an enactment includes reference to that enactment as amended or replaced from time to time and to any subordinate legislation or bylaw made under that enactment.
The headings to the clauses of these Terms of Use are for convenience only and do not affect its interpretation.
In addition to these ‘Terms of Use’ other contractual terms may apply to some Services. It is important that you are familiar with all of the terms applying to your use of our Services.
Licence
We distribute our Software under ‘commercial’ licences. The User may operate
the Software by logging in under the User’s account only once at any given time
and on only one server at a time (a ‘per user’ licence). Each licence is
non-exclusive, non-transferable, temporary (for the period specified) and
revocable.
Transferring Licences / Upgrades
Licences cannot be transferred to other parties. This applies to both general
software and upgrades. Upgrade packages are applicable only to the company who
purchased the original software. Any upgrades are supplied subject to the
same terms and conditions as the original software.
Distribution
We house all software on our owned/rented servers. Unauthorized distribution
without prior consent is strictly prohibited.
Warranty/Refunds
These Terms of Use replace any previous Terms of Use. We accept no
responsibility for problems arising from the use or abuse of any of our
Services. No refunds will be made in any circumstances. Our Services are
provided on an ‘as is’ basis. Any warranties whether express or implied
including but not limited to warranties as to ownership, merchantability and
fitness for purpose are hereby excluded to the maximum extent permissible by
law. In no event shall we be liable for any direct, indirect, incidental,
special, exemplary or consequential damages, (including but not limited to procurement
of substitute goods or services, loss of use, data, revenue, profits,
contracts, business, anticipated savings, business interruption, loss of
goodwill or reputation) however arising, including negligence, relating to
these Terms of Use or the use of our Services.
In the event that we are held liable to you, our maximum total liability will be the total amount of the licence fee paid by you to us in the continuous 1 month period immediately prior to the bringing of such claim or £100 whichever is the greater.
Indemnity
You agree to indemnify and hold us and (as applicable) our parent,
subsidiaries, affiliates, officers, directors, agents, and employees, harmless
from any claim or demand, including reasonable legal fees, made by any third
party due to or arising out of your use of our Services or your breach of these
Terms of Use, any applicable law or the rights of a third party.
Password and Security
You must maintain the confidentiality of any passwords in respect of your
account and are fully responsible for all activities that occur under your
password or account. You agree to notify us immediately of any disclosure or
unauthorized use of your password or account or any other breach of security
and to ensure that you exit from your account at the end of each session.
Ownership
You acknowledge that we or our suppliers own any Intellectual Property Rights
which subsist in any aspect of our Website, products, goods or services.
Restrictions on Use of Software
You may not copy, publish, de-compile, or reverse engineer the Software or use
the Software other than either (a) as is strictly necessary to facilitate the
provision of the Services to you or (b) in accordance with any statutory rights
you may have to do so.
Accuracy of Information, etc.
Your activities on our Website and any information provided by you to us
including but not limited to any information provided in your registration
details must not:
- be false or misleading and you agree to keep us updated with any changes to that information;
- be offensive, defamatory, indecent or in breach of any applicable laws or regulations;
- infringe any third party’s rights including but not limited to any third party Intellectual Property Rights;
- create liability for us or cause us to lose (in whole or in part) the services of our ISPs or other suppliers;
- contain any computer viruses, macro viruses, trojan horses, worms or anything else designed to interfere with, interrupt or disrupt the normal operating procedures of a computer or to surreptitiously intercept, access without authority or expropriate any system, data or personal information;
- cause the Website or any other Services to be impaired, interrupted, damaged or rendered less efficient or less effective.
Privacy:
We respect your privacy, the privacy of your data and the privacy of all users
and visitors. All information and data entered by you into the system is
treated as confidential. We will not sell, rent, lease, or give away your data,
our user list, email addresses or any other personal information unless
required by law to do so. We will not contact you unless you opt-in to a
user email list or have requested to be notified of bug-fixes or new features.
We may, from time to time, gather specific data from user browsers as they enter and exit the site. This information is standard, and contains data such as referring URL, pages viewed, and amount of time spent on the site. This data is used for internal calculations of traffic, platform, and download counts.
Any information collected may be used to investigate any possible breach of these Terms of Use or illegality.
We will endeavour to keep your information safe and secure. Unfortunately, due to the very nature and environment of the internet, we cannot ensure that all communications and personally identifiable information will never be disclosed.
Termination
Your Licence will terminate automatically on the expiry of the period for the
applicable licence fee or in the case of failure to pay any required licence
fee. We may terminate your Licence immediately and without notice in the event
of any breach of these Terms of Use by you or on the occurrence of any external
event requiring us to cease provision of the Services. Those clauses which are
either expressly or by implication intended to survive termination shall
survive termination including without limitation those clauses headed
Indemnity, Ownership, Severance, Proper Law and Jurisdiction, Set-Off and
Waiver. Termination shall not affect any rights which have accrued prior
to termination.
Notices
Any notice required to be given by us to you shall be sent to the e-mail
address provided by you in your registration details or as updated by you from
time to time in accordance with proper use of our Website. Any such
notice shall be deemed (a) to be notice in writing and (b) to have been
received 24 hours after being sent. Any notice required to be given by
you to us under this Agreement shall be sent to the postal address provided
under our contact details on our Website and as updated from time to time.
Force Majeure
We shall not be liable for any delay or failure in performing these Terms of
Use which results from circumstances outside our reasonable control.
Third Parties
These Terms of Use are intended to confer a benefit on our proper assigns and
successors but are not intended to confer any rights on any other third parties.
Severance
Any term or condition of these Terms of Use which is found to be unlawful, void
or unenforceable shall to the extent required be severed and be rendered
ineffective as far as possible without modifying the remaining terms and
conditions.
Proper Law and Jurisdiction
This Agreement is governed by the laws of the United Kingdom and You hereby
submit to the exclusive jurisdiction of the courts of the United Kingdom for
all disputes arising out of or in connection with this Agreement.
Set-Off
Where you have incurred any liability to us, whether under these Terms of Use
or otherwise, we reserve the right to set-off the amount of such liability
against any sum that would otherwise be due to you in relation to these Terms
of Use.
Waiver
Any delay or failure by us in enforcing any right under these Terms of Use is
not a waiver of that right and will not prevent that right or any other right
or remedy from being exercised or enforced.
Offer Details – Definitions
Information regarding auto-renewal, cancellation, pricing and other terms
Auto-renewal
Your Flume subscription will automatically renew, and your card will be automatically charged the then current fees for the Flume subscription type or service(s) you’ve selected on a recurring basis until you cancel or delete your Flume subscription.
Cancellation
To cancel your Flume subscription, you must provide one month’s notice. You can do so by going into the My Flume tab in your account or contact support for help. If you cancel your Flume subscription, you will still be charged for the notice period.
Pricing and other terms
Promotional pricing and free trials cannot be combined with other offers. Any promotional offers are available for a limited time only. Pricing, terms, features and support are subject to change by Flume at any time. See the terms of use for additional terms.
Free trials
If you have elected to buy a paid subscription, you are not eligible for a free trial. If you have elected a free trial subscription, your trial will expire after 14 days, or earlier if you elect to buy a subscription before then.
To continue using Flume after your free trial expires, you will need to purchase a subscription and enter your credit card information in Flume for processing. Features in the free trial edition are limited.
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Offer details
Definitions
Information regarding auto-renewal, cancellation, pricing and other terms
Auto-renewal
Your Flume subscription will automatically renew, and your card will be automatically charged the then current fees for the Flume subscription type or service(s) you’ve selected on a recurring basis until you cancel or delete your Flume subscription.
Cancellation
To cancel your Flume subscription, you must provide one month’s notice. You can do so by going into the My Flume tab in your account or contact support for help. If you cancel your Flume subscription, you will still be charged for the notice period.
Pricing and other terms
Promotional pricing and free trials cannot be combined with other offers. Any promotional offers are available for a limited time only. Pricing, terms, features and support are subject to change by Flume at any time. See the terms of use for additional terms.
Free trials
If you have elected to buy a paid subscription, you are not eligible for a free trial. If you have elected a free trial subscription, your trial will expire after 14 days, or earlier if you elect to buy a subscription before then.
To continue using Flume after your free trial expires, you will need to purchase a subscription and enter your credit card information in Flume for processing. Features in the free trial edition may be limited.