THIS PAGE (TOGETHER WITH ANY DOCUMENTS REFERRED TO ON IT) SETS OUT THE TERMS AND CONDITIONS (“TERMS”) ON WHICH CLARK TAYLOR LIMITED (“WE”; “US”; “EMAILBEE”) SUPPLIES THE EMAILBEE SOFTWARE (THE “SOFTWARE”) DESCRIBED ON AND AVAILABLE AT WWW.EMAILBEE.COM (THE “WEBSITE”) TO YOU.
PLEASE READ THESE TERMS CAREFULLY AND ENSURE THAT YOU UNDERSTAND THEM BEFORE USING THE SOFTWARE. YOU ACKNOWLEDGE THAT BY APPLYING TO BE A REGISTERED USER OF THE SOFTWARE YOU AGREE TO USE THE SOFTWARE IN ACCORDANCE WITH THESE TERMS UNLESS ADDITIONAL OR SEPARATE TERMS ARE OFFERED BY YOU AND ACCEPTED IN WRITING BY US. IF YOU DO NOT ACCEPT THESE TERMS, YOU SHOULD NOT USE THE SOFTWARE.
IF YOU ARE USING THE SOFTWARE ON BEHALF OF A COMPANY OR ORGANISATION, YOU HEREBY WARRANT AND REPRESENT THAT YOU HAVE THE FULL CAPACITY AND AUTHORITY TO AGREE TO THESE TERMS ON BEHALF OF THE COMPANY OR ORGANISATION. THE COMPANY OR ORGANISATION WILL BE BOUND BY THESE TERMS.
YOU ARE ADVISED TO PRINT AND RETAIN A COPY OF THESE TERMS FOR YOUR FUTURE REFERENCE.
IMPORTANT NOTICE: YOU ARE ACTING AS A CONSUMER IF YOU USE THE SOFTWARE FOR DOMESTIC AND PRIVATE MEANS AND NOT FOR ANY COMMERCIAL PURPOSES. YOU ARE ACTING AS A BUSINESS IF YOU USE THE SOFTWARE ON BEHALF OF A COMPANY OR ORGANISATION OR IN THE COURSE OF BUSINESS FOR ANY COMMERCIAL PURPOSES.
1. ABOUT US
1.1 The Software and the Website are owned and operated by EmailBee. All information supplied through the Software and the Website is managed by EmailBee.
1.2 EmailBee can be contacted by writing to EmailBee c/o Clark Taylor Limited, 276 High Street, Guildford, GU1 3JL, UK or by sending an email to firstname.lastname@example.org.
2. PRELIMINARY INFORMATION
2.1 By applying to use the Software, you warrant that:
2.1.1 you are legally capable of entering into binding contracts;
2.1.2 you are 18 years old or above; and
2.1.3 you are not in any way prohibited by the applicable law in the jurisdiction which you are currently located to enter into these Terms.
2.2 In order to access the Software, you will need to complete the online registration form and set up an EmailBee account (“EmailBee Account”).
2.3 You hereby warrant that the information provided by you to EmailBee is true, accurate and correct. You further warrant that you shall promptly notify EmailBee in the event of any changes to such information.
2.4 By registering with EmailBee, you consent to Us conducting verification and security procedures in respect of the information provided by you during the registration process or at any time during the course of your use of the Software.
2.5 Upon the completion and submission of the online registration form on the Website, you shall be sent a verification email (“Verification Email”) to the email address you provided on the registration form. This Verification Email will contain details of how to activate your EmailBee Account. Your EmailBee Account will not be accessible until you have activated it in accordance with the instructions in the Verification Email.
2.6 Notwithstanding any of the foregoing, We reserve the right to accept or reject your application to register to use the Software and refuse you access to the Software.
3. ACCESS TO THE SOFTWARE
3.1 In consideration for compliance with these Terms, EmailBee hereby grants you a non-exclusive, non-transferable, temporary licence to use the Software, providing always that such use is in accordance with these Terms.
3.2 We may make available the Software to you in the following ways:
3.2.1 elements of the Software may be used by you free of charge, such elements of the Software will be as outlined on the Website as available for use free of charge and are subject to change at our sole discretion from time to time (“Free Service”);
3.2.2 additional elements of the Software may be made available by Us for use by you for a monthly subscription charge which will be as outlined on the Website, and which are subject to change at our sole discretion from time to time. Any such Software which is subject to a monthly subscription charge will be hereinafter referred to as the “Paid Services”.
3.3 Access to the Software is permitted on a temporary basis, and EmailBee reserve the right to withdraw or amend the Software without notice to you (see below). Furthermore, We cannot guarantee that access to the Software will be uninterrupted or error free.
3.4 We may suspend your access to the Software, whether wholly or partly, at any time without notice to you if any of the following events occur:
3.4.1 the third party services and network providers cease to make the third party service or network available to Us;
3.4.2 We are undertaking repairs, planned maintenance or upgrades to the Software or the Website;
3.4.3 We believe that you or someone using your registration details for the Software, including your username and password ("Login Details") has failed to comply with one or more of these Terms;
3.4.4 We believe that there has been fraudulent use, misuse or abuse of features or functionalities of the Software (in whole or in part);
3.4.5 We believe that you have provided Us with any false, inaccurate or misleading information;
3.4.6 if you are acting as a consumer, We believe that you are not acting in a personal capacity; or
3.4.7 if you are acting as a business, We believe that you do not have full capacity and authority to act on behalf of the company or organisation;
and We shall not be liable to you for any such suspension of your access to the Software or the Website.
3.5 We will use reasonable endeavours to ensure that access to the Paid Services is available at all times, however you acknowledge and agree that you may not be able to access the Paid Services from time to time. Wherever possible all scheduled Paid Service interruptions shall take place outside of office hours and EmailBee shall use reasonable endeavours to provide you with notice of such scheduled Paid Service interruptions.
3.6 We reserve the right to make any changes to the Software including without limitation the removal, modification and/or variation of any elements, features and functionalities of the Software.
4. USING EMAILBEE
4.1 When you use the Software with your EmailBee Account, EmailBee shall provide you with the relevant functionality and services for either the Free Service or Paid Services, dependant on which package of the Software you chose to use, as described on the Website (hereinafter referred to as the “Services”).
4.2 In the event that you experience difficulty accessing or using the Software or the Services, you should report such problems to EmailBee by email at email@example.com. EmailBee will attempt to resolve any issues reported as soon as reasonably practicable however you acknowledge and agree that EmailBee will not be liable if for any reason the Software, the Services of any part thereof are unavailable at any time or for any period.
5. YOUR OBLIGATIONS
5.1 You agree that you are solely responsible and liable for all activities carried out using your Login Details.
5.2 You warrant that you shall not submit, through your use of the Services, or on or via the Software or the Website any information, comments, images, third party URL links or other material whatsoever in any format (“User Submissions”), whether on your EmailBee Account or elsewhere on the Software or the Website, that may reasonably be deemed to be offensive, illegal, inappropriate or that in any way may:
5.2.1 promote racism, bigotry, hatred or physical harm of any kind against any group or individual;
5.2.2 harass or advocate harassment of another person;
5.2.3 display pornographic or sexually explicit material;
5.2.4 promote any conduct that is abusive, threatening, obscene, defamatory or libellous;
5.2.5 promote any illegal activities;
5.2.6 provide instructional information about illegal activities, including violating someone else’s privacy or providing or creating computer viruses;
5.2.7 promote or contain information that you know or believe to be inaccurate, false or misleading;
5.2.8 be private or confidential in nature or otherwise unsuitable for distribution to third parties; or
5.2.9 infringe any rights of any third party;
and you hereby indemnify us for any breach by you of this clause 5.2. If you are using the Software or the Website as a consumer, this means that you will be responsible for any loss or damage EmailBee suffers as a result of your breach of this warranty.
5.3 You warrant and represent that you own or are licensed to use any and all patents, trade marks (whether registrable or non-registrable), designs, rights in database, rights in software (including without limitation the source and object code), copyright and all proprietary rights (“Intellectual Property Rights”) in all User Submissions that you make to the Website and the Software.
5.4 You further agree that at all times, you shall:
5.4.1 comply with, and use the Software and Services only in accordance with, all applicable laws, codes and guidelines, including but not limited to all legislation, regulations, codes and guidelines relating to data protection, e-commerce, electronic messages (including SMS text and electronic mail)and marketing;
5.4.2 keep your Login Details confidential and secure;
5.4.3 not use your Login Details with the intent of impersonating another person;
5.4.4 not allow any other person to use your Login Details;
5.4.5 promptly notify Us in the event there is a breach of security or any unauthorised use of your Login Details. We may be contacted by email at firstname.lastname@example.org;
5.4.6 not use the information presented on or obtained using the Software or the Website for any purposes other than those expressly set out in these Terms;
5.4.7 not do anything likely to impair, interfere with or damage or cause harm or distress to any persons using the Software or the Website or in respect of the network;
5.4.8 not use the Software, the Website, the content therein and/or do anything that will infringe the Intellectual Property Rights or other rights of any third parties;
5.4.9 comply with all instructions and policies We may provide to you from time to time in respect of the Software and the Website;
5.4.10 co-operate with any reasonable security or other checks or requests for information made by Us from time to time; and
5.4.11 use the information made available to you on the Website at your own risk.
5.5 In the event that We, in our sole and absolute discretion, consider that you have breached any of the terms set out in clauses 5.1, 5.2, 5.3 or 5.4, We reserve the right to take any action that We deem to be necessary, including without limitation, disabling your Login Details, suspending your access to the Software and the Website (in whole or in part) or terminating your use of and access to the Software and the Website, and in the case of illegal use, the instigation of legal proceedings as appropriate.
6. CHARGES AND PAYMENT
6.1 Use of the Free Service is provided to you free of charge.
6.2 In consideration for the provision of the Paid Services, you shall pay the applicable monthly subscription fee, as set out in the ‘Pricing’ section of the Website and which is subject to change at our sole discretion from time to time (the “Charges”).
6.3 The Charges shall be payable monthly in advance on the date you subscribe for the Paid Services and each month thereafter (“Payment Date”). Payment shall be made by either credit or debit card and payment shall be taken on the Payment Date from the credit or debit card you submit to Us via the Website.
6.4 It shall be your sole responsibility to ensure we hold your correct, current card details and to update EmailBee if your card details are incorrect or change for any reason, including without limitation if the card expires or is cancelled.
6.5 All payments made or to be made under these Terms shall be made in full, without any deduction, withholding, set-off or counterclaim on account of any taxes or otherwise.
6.6 In the event that any payment is not successful, EmailBee reserves the right to suspend access to and use of the Paid Services until payment has been received by EmailBee.
6.7 All charges are exclusive of any applicable value added tax (or any successor tax) and any other applicable tax of any nature whatsoever, which shall be payable by you in accordance with the law applicable from time to time against the relevant charges.
6.8 The Charges may be increased from time to time and We will give you at least 60 days prior notice of any proposed increase. If the increase is not acceptable to you, you may terminate the Paid Services by either giving written notice to EmailBee, such notice to be given as soon as reasonably practicable and to take effect on your next Payment Date or by cancelling your account in the ‘Settings’ section within the EmailBee web application (“App”).
7. TERM AND TERMINATION
7.1 These Terms will remain in full force and effect while you use or access the Software or the Website.
7.2 Subject to clause 7.3, you may terminate these Terms at any time by ceasing all use of the Software and the Website, cancelling your account on the EmailBee App, and uninstalling your Microsoft Outlook add-in.
7.3 You may terminate the Paid Services at any time by giving written notice to EmailBee, such notice to take effect on your next Payment Date or by cancelling your account in Settings within the EmailBee App.
7.4 In the event that We, in our sole and absolute discretion, consider that you have breached any of these Terms, We may terminate these Terms with you and deny you access to the Software and the Website. In the event of termination of these Terms, you must not attempt to use the Software or the Website.
7.5 Clauses 5, 7.4 and 8 to 14 inclusive shall survive termination of these Terms for any reason, and shall be valid and enforceable against you.
8. RELIANCE ON WEBSITE INFORMATION & LINKS
8.1 We do not verify and do not have any control in respect of any User Submission or other information made available to you through your use of the Software. Consequently, We do not warrant or guarantee the accuracy, correctness, reliability, suitability in respect of any User Submission or any other information made available to you through your use of the Software. We advise you not to rely on it to assist in making or refraining from making a decision, or to assist in deciding on a course or specific cause of action. If you so intend to use and/or rely upon any User Submission or any other information made available to you through your use of the Software, you do so at your own risk and liability.
8.2 We do not participate in any way, nor will We be liable in any way, for any communication, transaction, meet-ups, set-ups or any relationship between you and other Website users. We recommend that you take all safety precautions when contacting, socialising, and engaging in any business transactions or business or social gatherings and meetings with other Website or Software users.
9.1 EmailBee cannot guarantee and does not warrant or represent that any specific results will be produced by the Software or the Services. Any regulatory compliance information provided through the Software or the Services are for your informational purposes only and does not constitute legal advice, you acknowledge that your use of the Software or the Services is at your own risk.
9.2 We accept and do not limit Our liability to you for the following categories:
9.2.1 death or personal injury;
9.2.2 fraud or fraudulent misrepresentation; or
9.2.3 any breach of the obligations implied by section 2 of the Supply of Goods and Services Act 1982.
9A APPLIES IF YOU USE THE SOFTWARE AS A BUSINESS OR OTHER ORGANISATION
9A.1 To the maximum extent permitted by law, We expressly exclude all conditions, warranties and other terms which might otherwise be implied by statute, common law or the law of equity.
9A.2 Subject to clause 9A.3, EmailBee’s maximum aggregate liability under, arising from or in connection with these Terms, whether arising in contract, tort (including negligence) or otherwise:
9A.2.1 in relation to the Paid Services, shall not exceed in aggregate the Charges paid by you to EmailBee in the 12 months prior to the month in which the event or series of events giving rise to the claim first arose; and
9A.2.2 in relation to anything other aspect of the Software, shall not exceed £100.
9A.3 Subject to clause 9.2, EmailBee shall not be responsible for any:
9A.3.1 loss of profits, loss of data, loss of business or business benefit, or the cost of procurement of substitute products or services by you, business interruption, loss of management time, loss of use, loss of contracts, loss of opportunity, loss of goodwill;
9A.3.2 special, indirect, incidental or consequential losses of any nature whatsoever; or
9A.3.3 any failure by you to comply with applicable laws, even if such failure was caused by a failure of the Software or Services;
whether or not caused by or resulting from its negligence or a breach of its statutory duties or a breach of its obligations hereunder, howsoever caused even if it is advised of the possibility of such loss.
9B APPLIES IF YOU USE THE SOFTWARE FOR DOMESTIC AND PRIVATE USE ONLY
9B.1 If EmailBee fail to comply with these Terms, We are responsible for loss or damage you suffer that is a foreseeable result of Our breach of the Terms or Our negligence, but We are not responsible for any loss or damage that is not foreseeable. Loss or damage is foreseeable if they were an obvious consequence of our breach or if they were contemplated by you and EmailBee at the time We entered into these Terms.
9B.2 EmailBee only supply the Software, the Services and the Paid Services (if applicable) to you for domestic and private use. You agree not to use the Software, the Services or the Paid Services for any commercial, business or re-sale purpose, and We have no liability to you for any loss of profit, loss of business, business interruption, or loss of business opportunity.
9B.3 In addition to the provisions of clause 9.2, EmailBee accept and do not limit Our liability to you for the following categories:
9B.3.1 breach of the terms implied by sections 3, 4 and 5 of the Supply of Goods and Services Act 1982 (description, satisfactory quality, fitness for purpose and samples); and
9B.3.2 defective products under the Consumer Protection Act 1987.
10. INTELLECTUAL PROPERTY
10.1 EmailBee has sole and exclusive ownership (or licence to use) all right, title, and interest in and to the Software and the Website including all copyright and any other Intellectual Property Rights therein. Subject to the limited licences granted in these Terms, nothing in these Terms will serve to transfer from EmailBee to you any of the Software or the Website, and all right, title and interest in and to the Software and the Website will remain exclusively with EmailBee and our licensors. All rights in and to the Software and the Website not expressly granted to you are reserved by EmailBee and the relevant third party licensors.
10.2 If you are a consumer, you must not use any part of the Software or the Website, including without limitation the User Submissions of other users of the Software or the Website and all materials displayed on the Website, for commercial purposes.
10.3 You are expressly prohibited from removing, modifying, altering or using any registered or unregistered marks/logos owned by Us, and doing anything which may be seen to take unfair advantage of our reputation and goodwill or could be considered an infringement of any of the Intellectual Property Rights owned and/or licensed to Us, without first obtaining our written permission.
10.4 It is your sole responsibility to procure all third party Intellectual Property Rights, equipment and services you require to enable you to use the Software, including without limitation a licence to use Microsoft Outlook and access to the internet. EmailBee shall not be liable for any loss, expenses, costs or damages resulting from your delay or failure to procure such third party Intellectual Property Rights, equipment and services.
11. VIRUSES, HACKING AND OTHER OFFENCES
11.1 You must not misuse the Software by knowingly introducing viruses, trojans, worms, logic bombs or other material which is malicious or technologically harmful. You must not attempt to gain unauthorised access to the Software or the Website, the server on which the Software is stored or any server, computer or database connected to the Website. You must not attack the Software via a denial-of-service attack or a distributed denial-of service attack.
11.2 By breaching any provision of this clause 11, you would commit a criminal offence under the Computer Misuse Act 1990. We will report any such breach to the relevant law enforcement authorities and We will co-operate with those authorities by disclosing your identity to them. In the event of such a breach, your right to use the Software and the Website will cease immediately.
11.3 We will not be liable for any loss or damage caused by a distributed denial-of-service attack, viruses or other technologically harmful material that may infect your computer equipment, computer programs, data or other proprietary material due to your use of the Software or the Website or to your downloading of any material posted on it, or on any website linked to it.
12.1 We are committed to protecting (i) your privacy; and (ii) the confidentiality of the information provided by you through use of the Software and the Website.
If you have reason to believe that any of the terms herein have been breached or you have a complaint to make, please e-mail Us at: email@example.com or write to: EmailBee c/o Clark Taylor Ltd, 276 High Street, Guildford, GU1 3JL, UK. All notification and communication to Us should be sent to the contact details provided herein.
14.1 You may print and keep a copy of these Terms, which form the entire agreement between you and Us and supersede any other communications or advertising with respect to the Website, Software or Services.
14.2 We may update or revise these Terms from time to time by amending this page. You are expected to check this page from time to time to take notice of any changes We make, as they are binding on you. Your continued use of the Software and the Website (whether wholly or partly) shall be deemed your acceptance of such change(s) in respect of the updated or revised Terms.
14.3 You shall comply with all foreign and local laws and regulations which apply to your Use of the Software and the Website in whatever country you are physically located, including without limitation, consumer law, export control laws and regulations.
14.4 If any provision of these Terms is declared void, illegal, or unenforceable, the remainder of these Terms will be valid and enforceable to the extent permitted by applicable law. In such event, the parties agree to use their best efforts to replace the invalid or unenforceable provision by a provision that, to the extent permitted by the applicable law, achieves the purposes intended under the invalid or unenforceable provision.
14.5 Any failure by any party to these Terms to enforce at any time any term or condition under these Terms will not be considered a waiver of that party's right thereafter to enforce each and every term and condition of these Terms.
14.6 Neither party will be responsible for delays resulting from circumstances beyond the reasonable control of such party, provided that the nonperforming party uses reasonable efforts to avoid or remove such causes of non-performance and continues performance hereunder with reasonable dispatch whenever such causes are removed.
14.7 Nothing in these Terms shall give, directly or indirectly, any third party any enforceable benefit or any right of action against Us and such third parties shall not be entitled to enforce any term of these Terms against Us.
14.8 These Terms are governed by and construed in accordance with English law. The Courts of England shall have non-exclusive jurisdiction over any disputes arising out of these Terms. If you live outside the United Kingdom, English law shall apply only to the extent that English law shall not deprive you of any legal protection accorded in accordance with the law of the place where you are habitually resident (“Local Law”). In the event English law deprives you of any legal protection which is accorded to you under Local Law, then these terms shall be governed by Local Law and any dispute or claim arising out of or in connection with these Terms shall be subject to the non-exclusive jurisdiction of the courts where you are habitually resident.