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Product Licence Terms


We are Best Practice Technology Ltd. A company registered in England, number 09621269.


Our address is 2nd Floor, Lowry Mill Lees Street, Swinton, Manchester, England, M27 6DB.


VAT Registration Number: 238981953


You are: Anyone who buys a Licence from us.


These are the agreed terms


These Product Licence Terms are supplemental and additional to the above terms and conditions (the “T&C”) relating to the use of Our Website.


By buying or using any Licensed Product, you agree to be bound by them.


1.      Definitions


In this agreement, the following words shall have the following meanings, unless the context requires otherwise:


“Copy or Publish”       with reference to a Licensed Product, means reproducing or publishing in whole or in part, using any

means, in any medium. It includes breaking up, changing, cropping or any other change or use as part of some other created work.


“Restrictions on Use” means first, the restrictions set out in this agreement and second, all restrictions or limitations arising

from choices you made at the time of purchase. These may relate to limitations on use, territory, duration, or an other choice which defines the Licensed Product.


“Third Party Owner”   means an owner of a Licensed Product which is not owned by us.


“Licence”                       means a licence granted by us to you in the terms of this agreement for use of a Licensed Product.


"Licensed Product”     means any product, material or thing offered for Licence by us on Our Website, whether or not bought

by you. A reference to "Product" shall be a reference to all or part of a Product or to a Product changed by you in any way.


"Derivative Works”     means works that are based on or include parts of the templates included in the Licenced Product.


“Our Website”             means the entire computing hardware and software installation that is or supports our website including

any communication or peripheral system. It includes any website of ours, and all web pages controlled by us.


2.      Interpretation


The interpretation and definition provisions of the T&C apply also to this agreement.


3.      The Licence


3.1.   You confirm that you have authority to enter into this agreement and have obtained all necessary approvals to do so.


3.2.   In entering into this contract you have not relied on any representation or information from any source except that on

Our Website.


3.3.   We do not offer the Licensed Products in all countries. We may refuse a Licence if you live in a country we do not serve.


3.4.   If any information you give us is inaccurate, your Licence is automatically terminated and no refund of money will be due

to you.


3.5.   Subject to the terms of this agreement, we grant to you a Licence to use a Licensed Product.


3.6.   This Licence is limited by the Restrictions on Use. You agree to comply with all Restrictions on Use no matter how

communicated to you.


3.7.    No express or implied licence of the Licensed Product or any other material is granted to you other than the express

Licence granted in this agreement.


4.     The Licence Fees


4.1.   You will pay Best Practice Technologies Limited the applicable licence fees for the Licenced Product.


5.      Limitations and permissions on Licences


5.1.   You must not sell, distribute, sub-licence, lease, hire out, share use of, rent or transmit  or sub-license a License



5.2.   You agree to limit the use of the Licensed Product to the number of devices for which you have purchased Licences.


5.3.   You may not transfer a Licenced Product to another device without the prior written consent of Best Practice

Technologies Limited.


5.4.   You must not Copy or Publish a Licensed Product except as specifically allowed in this agreement.


5.5.   You may not allow any other person to use a Licensed Product except in the situation or context for which you have

bought it.


5.6.   You may not represent or give the impression that you are the owner or originator of any Licensed Product.


5.7.   You may not remove any identification or reference number or other information which may be embedded in any file

of a  Licensed Product.


5.8.   Every publication or appearance of a Licensed Product on a website must be protected as far as the law allows by

separate, specific or general provisions against copying or publishing. We allow you to use the definition of “Copy or Publish” used in this agreement.


5.9.   You may not use a Licensed Product:


    5.9.1       to represent that you are accredited by, or have any type of affiliation or relationship with or Best Practice Technologies Limited, other than as a licencee of the Licenced

Product unless you have entered into the relevant partner program or reseller agreement with Best Practice Limited;


   5.9.2       ship, send, transport or export the Licenced Product into any country, or otherwise use the Licenced Product,

         in a manner prohibited by any government agency or any export laws, restrictions or regulations; or


   5.9.3        use the Licenced Product in any manner that violates the rights of any person.


   5.9.4        except for the use specified at the time of purchase;


   5.9.5        in a context which is pornographic;


   5.9.6       containing a human model in any way which might degrade that person in the eyes of a reasonable viewer;


   5.9.7       in part or as a whole, as a logo or otherwise to incorporate it in any intellectual property of yours;


   5.9.8       in an application for mobile/cell phone use, except as part of a marketing programme based on a website;


   5.9.9       for secondary use, for example on social networks;


5.10.    You shall not sell, distribute, sub-licence, lease, hire out, share use of, rent or transmit the Licenced Product.


6.     Freedom to use


Despite the above limitations, you may copy a Licensed Product:


6.1.   once for the purpose of system maintenance or to show or share with some other person who has a business interest

in it;


6.2.   to a contractor of yours whose contract is to work on the project or purpose for which you have bought the Licensed

Product. In this case the Licence extends only to that project or purpose. If this happens, you remain liable to us in every way for the acts and omissions of your contractor. We advise you to obtain an appropriate agreement from your contractor to protect you in this regard.


7.     Creating Derivative Works


If you wish to create a Derivative Work:


7.1.   you must remove the brands from the part of the Licenced Product;


7.2.   you must not remove the copyright notices from the Licenced Product;


7.3.   you may then develop copy and distribute the Derivative Works.


8.     Copyright and other Intellectual Property


8.1.   you agree that at all times you will:


8.1.1 not cause or permit anything which may damage or endanger our title to any Licensed Product or other Intellectual

          Property or the title of any Third Party Owner whose work has been made available to us as a Licensed Product;


8.1.2 notify us of any suspected infringement of the Intellectual Property.


8.2.   If you use a Licensed Product in a way not allowed by this agreement we may take legal action anywhere in the World. If

          loss to or any other person results from your wrongful action, you will be liable to pay.


8.3.   If we terminate the Licence on account of your breach, you agree that you will:


8.3.1 immediately stop using the Licensed Product;


8.3.2 destroy all copies of the Licensed Product in your possession or control;


8.3.3.destroy any work of yours derived from a Licensed Product.


8.4    To give us assurance that you are using the Licensed Product in accordance with the terms of the Licence, you agree that

you will give us copies of your works and materials containing or using a Licensed Product. We will give you 14 days notice of this requirement. You agree also to provide access to relevant pages which have restricted access or are fire-walled.


8.5    If we reasonably believe that you are using a Licensed Product outside the scope of this Licence, you agree to provide

written confirmation of your compliance, in a form to be drawn by us.


9.     Assignment


9.1.   You may not assign, delegate, sub-contract, mortgage, charge or otherwise transfer any or all of its rights and obligations

under this agreement without our prior written consent, except that:


9.2.   You may assign and transfer all your rights and obligations under this agreement to any person to which you transfer all

of your business, provided that the assignee undertakes in writing to the other party to be bound by your obligations under this agreement.


10.     Miscellaneous matters


10.1. At any time if we decide in our absolute discretion that you have failed to comply with any of the terms of this

agreement, we reserve the right to terminate this agreement without refunding to you any payment made.


10.2. In some jurisdictions you may not use a human image without the consent of that person. That may apply to any person

or only to a model. The permission is generally known as a “release”. You alone are responsible for obtaining any necessary release and for paying any fees due.


10.3. Our Licensed Products are marked on Our Website with a notation as to whether a release may be necessary. If not

marked, you may take it that the Licensed Product in question has not been released.

10.4. You give us permission to use your company name and logo on our licenced customer list.

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