terms and conditions

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terms & conditions

THE SurfSafe Parental Control SERVICE IS A SERVICE PROVIDED BY FAIRBRIDGE COMMUNICATIONS LIMITED UNDER LICENCE FROM SECURITY DESIGNERS LIMITED & SURFCONTROL PLC

FAIRBRIDGE COMMUNICATIONS LIMITED

SUBSCRIPTION SERVICE AND SOFTWARE LICENCE AGREEMENT

PLEASE READ THIS CAREFULLY BEFORE YOU INSTALL THE SOFTWARE.

YOUR RIGHT TO USE THE FAIRBRIDGE SOFTWARE AND SERVICE (THE "SOFTWARE" AND "SERVICE") IS SUBJECT TO THE TERMS AND CONDITIONS SET OUT IN THIS LICENCE AGREEMENT ("LICENCE"). BY REGISTERING WITH THIS SERVICE YOU ARE CONSENTING TO BE BOUND BY THE FOLLOWING TERMS AND CONDITIONS OF THIS LICENCE.

This is a legal agreement between you and FAIRBRIDGE COMMUNICATIONS Ltd (registered in England no. 3224322) Unit 30, Freemans Way, Harrogate Business Park, North Yorkshire, HG3 1DH ("FAIRBRIDGE").

  1. YOU AGREE TO PAY THE LICENCE FEES TO USE THE SOFTWARE AND SERVICE IN ACCORDANCE WITH THE TERMS AND CONDITIONS OF THIS LICENCE. SECTION 14 ALLOWS FAIRBRIDGE TO AUTOMATICALLY BILL YOU FOR THE APPLICABLE LICENCE FEES USING THE BANK OR CREDIT CARD INFORMATION YOU SUPPLY TO FAIRBRIDGE. PLEASE READ SECTION 14 CAREFULLY BEFORE CLICKING ON THE "I ACCEPT" BUTTON.

  2. GRANT OF LICENCE. In consideration of payment of the LICENCE fees and your agreement to abide by the terms and conditions of this LICENCE, FAIRBRIDGE grants to you a non-exclusive, non-transferable right to use this copy of the Software in conjunction with the Service only on a single computer device or workstation (a "Device") solely during the term of this LICENCE and so long as you comply with the terms and conditions of this LICENCE. The Software may include electronic documentation. The Software is "in use" on a computer when it is loaded into the temporary memory (e.g., RAM or cache) or installed into permanent memory (e.g., hard disk, CD-ROM drive, or other storage device) of the applicable Device. You may not use the Software on or over a network as a gateway, service bureau or to otherwise provide time-sharing or other access to multiple Devices.

  3. OWNERSHIP AND RESTRICTIONS. This LICENCE is not a sale of the Software or any copy of the Software. An express condition of this LICENCE is that FAIRBRIDGE and its licensors retain all worldwide ownership of and rights, title and interest in and to the Software, and all copies and portions thereof, including without limitation, all copyrights, moral rights, trademark rights, trade secret rights and other proprietary rights therein and thereto, regardless of the form or media in or on which the Software or copies may exist.

    The Software will contain on the date of delivery access to a version of databases of categorised Internet websites, in accordance with your subscription options, for use with the Software, including, without limitation, URL Category Lists or other lists that may be contained in the Software, (the "Subscription Lists"), and such Subscription Lists (and all updates thereto, if any) is deemed incorporated into and forms a part of the Service, and are subject to the terms and conditions of this LICENCE.

    You may make one (1) copy of the Software solely for backup purposes. You must reproduce and include the copyright, trademark and proprietary notices on the backup copy. FAIRBRIDGE reserves all rights not expressly granted to you. This Software is LICENCEd only to you and may not be transferred to anyone without the prior written consent of FAIRBRIDGE. Any authorized transferee of the Software shall agree in writing to be bound by the terms and conditions of this LICENCE. In no event may you loan, rent, time-share, subLICENCE, assign, transfer lease, sell or otherwise dispose of the Software or usage of the Service on a temporary or permanent basis except as expressly provided herein. This LICENCE shall benefit FAIRBRIDGE and its successors and assigns. You may not modify, adapt, translate, reverse engineer, decompile, disassemble or create derivative works from the Software or Service. All logos and product names appearing on or in connection with the Software, and any other materials provided with the Software, if any, are proprietary to FAIRBRIDGE or its licensors and/or suppliers. You agree never to remove any proprietary notices or product identification labels from the Software and any accompanying media, if applicable.

    You may not disclose, modify, adapt, translate, reverse engineer, disassemble, decompile or create derivative works from the Software or any portion of the Software or Service, including, without limitation, any databases that comprise the Software, the organization of such databases and the Subscription Lists, User Interfaces if any, except to the extent expressly authorized by applicable law. You may not permit third parties to benefit from the use or functionality of the Software via a service bureau or other arrangement. You may not copy the Software except as expressly permitted in this Section 3.

    You agree that the use of the Software may be restricted by applicable laws and regulations, including without limitation, privacy laws. You represent and warrant that your use of the Software shall be in compliance with any applicable laws and regulations, including without limitation, privacy laws, and that FAIRBRIDGE shall have no duty to and shall not investigate your use of the Software or right to use the Software. You agree to indemnify FAIRBRIDGE against any claims that your use of the Software violates the rights of any third party or any applicable laws and/or regulations of any jurisdictions, except to the extent the Software infringes any patent, copyright or trade secret of a third party.

  4. SUBSCRIPTION SERVICE. Access to the Software and Service, including any Subscription Lists, is provided to you for a limited subscription period during the term of this LICENCE, as described in Section 13 below. FAIRBRIDGE agrees to provide you with access to the Service, as described in Section 3 above, along with any updates in accordance with the specific terms of the subscription options ("Subscription Options") that you select at the time you subscribe to the FAIRBRIDGE subscription Service. Subscription Options may include, without limitation, periodic updates to the client software, user interfaces or central subscription lists. FAIRBRIDGE will provide access to the Service only during the term of this LICENCE. Your use of the Software, including access to the Service will terminate upon termination of this LICENCE in accordance with Section 13.

  5. PRODUCT SUPPORT. FAIRBRIDGE will provide limited on-line product support for the Software, available by email at support@surfsafe.co.uk ("On-Line Support"). On-Line Support is available to assist end users with limited inquiries related to product installation and operation. On-Line Support is provided to you free of charge and FAIRBRIDGE makes no warranties or representations regarding the availability, accuracy or response time of such On-Line Support. Additional product information is available on-line at www.surfsafe.co.uk. Product support is also available to end users via telephone access for an additional fee from FAIRBRIDGE ("Paid Telephone Support"). Information regarding the Paid Telephone Support services is available at www.surfsafe.co.uk. ON-LINE SUPPORT IS NOT AVAILABLE TO RESPOND TO PASSWORD INQUIRIES. Support for inquiries related to passwords is only available through the Paid Telephone Support and the applicable support fees will apply.

  6. LIMITED WARRANTY. FAIRBRIDGE WARRANTS THAT FOR A PERIOD OF THIRTY (30) DAYS FROM INSTALLATION, THE SOFTWARE, WHEN USED PROPERLY, WILL SUBSTANTIALLY CONFORM WITH THE SPECIFICATION DESCRIBED IN THE USER DOCUMENTATION AND IN ANY WRITTEN OPERATION GUIDE TO THE SOFTWARE GENERALLY MADE AVAILABLE BY FAIRBRIDGE. EXCEPT FOR THE LIMITED WARRANTY STATED IN THE PRIOR SENTENCE, THE SOFTWARE, INCLUDING THE SERVICE, IF ANY, ANY USER DOCUMENTATION AND/OR OPERATION GUIDES, ARE PROVIDED "AS IS" WITHOUT ADDITIONAL WARRANTY OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO THE AVAILABILITY OF FAIRBRIDGE"S SITE ON THE WORLDWIDE WEB, OR THE IMPLIED WARRANTIES OF NON-INFRINGEMENT OF THIRD PARTY RIGHTS, MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. NO ORAL OR WRITTEN INFORMATION OR ADVICE GIVEN BY FAIRBRIDGE, ITS DEALERS, DISTRIBUTORS, AGENTS OR EMPLOYEES SHALL CREATE A WARRANTY OR IN ANY WAY INCREASE THE SCOPE OF THIS WARRANTY AND YOU MAY NOT RELY ON ANY SUCH INFORMATION OR ADVICE. THIS WARRANTY IS VOID IF FAILURE OF THE SOFTWARE HAS RESULTED FROM ACCIDENT, ABUSE OR MISREPRESENTATION.

    EXCEPT AS PROVIDED ABOVE, FAIRBRIDGE DOES NOT WARRANT, GUARANTEE OR MAKE ANY REPRESENTATIONS REGARDING THE USE, OR THE RESULTS OF USE OF THE SOFTWARE, SERVICE OR WRITTEN MATERIALS IN TERMS OF CORRECTNESS, ACCURACY, COMPLETENESS, RELIABILITY, CURRENTNESS OR OTHERWISE. FAIRBRIDGE DOES NOT WARRANT THAT THE SOFTWARE OR SUBSCRIPTION LISTS WILL PREVENT ACCESS TO OFFENSIVE OR OBSCENE MATERIAL. YOU ASSUME THE ENTIRE RISK AS TO THE RESULTS AND PERFORMANCE OF THE SOFTWARE AND SERVICE.

  7. REMEDIES. FAIRBRIDGE's ENTIRE LIABILITY AND YOUR EXCLUSIVE REMEDY FOR ANY BREACH OF THE WARRANTY STATED IN SECTION 6 SHALL BE, AT FAIRBRIDGE's OPTION, EITHER TO REPAIR OR REPLACE THE SOFTWARE WHICH DOES NOT CONFORM WITH THE WARRANTY. THIS REMEDY IS SUBJECT TO YOUR FULL COMPLIANCE WITH THE TERMS AND CONDITIONS OF THIS LICENCE. YOU MUST NOTIFY FAIRBRIDGE WITHIN THIRTY (30) DAYS OF INSTALLING THE SOFTWARE OF ANY DEFECT IN ORDER TO RECEIVE THE REMEDIES STATED ABOVE. THESE REMEDIES ARE YOUR SOLE AND EXCLUSIVE REMEDIES FOR BREACH OF THE LIMITED WARRANTY.

  8. LIMITATION OF LIABILITY. IN NO EVENT WILL FAIRBRIDGE OR ITS AFFILIATES, SUPPLIERS, AND/OR LICENSORS BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, ECONOMIC, COVER, OR CONSEQUENTIAL DAMAGES ARISING OUT OF THE USE OF OR INABILITY TO USE THE SOFTWARE, SUBSCRIPTION LISTS, SOFTWARE DOCUMENTATION, OR RELATED TECHNICAL SUPPORT, INCLUDING, WITHOUT LIMITATION, DAMAGES OR COSTS RELATING TO THE LOSS OF PROFITS, BUSINESS, GOODWILL, DATA, OR COMPUTER PROGRAMS, OR ANY DAMAGES RELATED TO ACCESS OR EXPOSURE TO OFFENSIVE OR OBSCENE MATERIAL, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT WILL THE TOTAL LIABILITY OF FAIRBRIDGE AND ITS AFFILIATES, SUPPLIERS, AND/OR LICENSORS EXCEED THE AMOUNT PAID BY YOU FOR THE SERVICE. THESE LIMITATIONS APPLY TO ALL CAUSES OF ACTION IN THE AGGREGATE, INCLUDING, WITHOUT LIMITATION, BREACH OF CONTRACT, BREACH OF WARRANTY, FAIRBRIDGE"s NEGLIGENCE, STRICT LIABILITY, MISREPRESENTATION AND OTHER TORTS. BECAUSE SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, THE ABOVE LIMITATION MAY NOT APPLY TO YOU.

    THE FOREGOING LIMITATION OF LIABILITY DOES NOT EXCLUDE OR LIMIT LIABILITY FOR DEATH OR PERSONAL INJURY RESULTING FROM ANY ACT OR NEGLIGENCE OF FAIRBRIDGE. YOU ACKNOWLEDGE THAT THE ALLOCATION OF RISK IN THIS LICENCE REFLECTS THE PRICE PAID FOR THE SOFTWARE AND SERVICE AND ALSO THE FACT THAT IT IS NOT WITHIN FAIRBRIDGE"s CONTROL HOW OR FOR WHAT PURPOSES THE SOFTWARE IS USED. NO STATEMENT CONTAINED HEREIN SHALL AFFECT THE STATUTORY RIGHTS OF CONSUMERS.

    THE SECTIONS ON LIMITATION OF LIABILITY, WARRANTIES AND DISCLAIMER OF WARRANTIES ALLOCATE THE RISKS OF THIS LICENCE BETWEEN THE PARTIES. THIS ALLOCATION IS REFLECTED IN THE PRICING OF THE SOFTWARE AND SERVICE AND IS AN ESSENTIAL ELEMENT OF THE BASIS OF THE BARGAIN BETWEEN THE PARTIES AND SHALL APPLY NOTWITHSTANDING ANY FAILURE OF ESSENTIAL PURPOSE OF THIS LICENCE OR ANY REMEDY HEREUNDER.

  9. U.S. GOVERNMENT RESTRICTED RIGHTS. If you are an agency of the U.S. Government, then the Software, Service and related documentation provided shall be "commercial computer software" and "commercial computer software documentation," respectively, as such terms are used in 48 C.F.R. 12.212 of the Federal Acquisition Regulations ("FAR") and its successors and 48 C.F.R. 227.7202 of the Department of Defense FAR Supplement ("DFARS") and its successors. In accordance with FAR 12.212 or DFARS 227.7202, as applicable, the Software and related documentation are provided to all U.S. Government end users with only those rights set forth in this LICENCE.

  10. INDEMNITY. You shall indemnify FAIRBRIDGE, its employees and agents from and against all costs, claims, demands, expenses, fines, penalties and liabilities whatsoever which may be made against, sustained, paid or incurred by FAIRBRIDGE, its employees or agents as a direct or indirect result of your breach of contract, negligence, breach of statutory duty or other act or omission.

  11. IMPORT/EXPORT. You acknowledge that the Software may be governed by laws, rules and/or regulations, including, without limitation, the laws and regulations of the United Kingdom, which restrict the import, export and re-export of certain software, technical data and other materials. You agree that you will not, directly or indirectly, violate any local, state or federal law or regulation of the country or countries in which you use the Software, or the export laws of any country which may regulate the import or export of the Software.

  12. HIGH RISK ACTIVITIES. The Software and Service are not fault-tolerant and are not designed or intended for use in hazardous environments requiring fail-safe performance, including without limitation, in the operation of nuclear facilities, aircraft navigation or communication systems, air traffic control, weapons systems, direct life-support machines, or any other application in which the failure of the Software could lead directly to death, personal injury, or severe physical or property damage (collectively, "High Risk Activities"). FAIRBRIDGE expressly disclaims any express or implied warranty of fitness for High Risk Activities.

  13. TERM AND TERMINATION. This LICENCE is effective on the date you subscribe for the service and register the Software and continues in effect for the duration of the initial LICENCE term that you have selected and paid for (the "Initial Term"). Upon expiration of the Initial Term and any successive terms, this LICENCE shall automatically renew for a term equal in duration to the Initial Term (each a "Renewal Term"). You will be charged for the LICENCE fees for the applicable Renewal Term as described in Section 14 below. You may elect not to renew this LICENCE for any Renewal Term by providing written notice to FAIRBRIDGE at least thirty (30) days prior to the expiration of the then-current term.

    This LICENCE will terminate automatically without notice from FAIRBRIDGE if you fail to comply with any provision of this LICENCE or if you become bankrupt, go into liquidation, suffer or make any winding up petition, make an arrangement with your creditors, have an administrator, or receiver appointed or suffer or file any similar action in consequence of debt. You may terminate this LICENCE by destroying all copies of the Software. Upon termination for any reason, you agree to destroy all copies of the Software, including modified copies, if any. Upon termination there will be no refund of any monies or other consideration paid by you. The following Sections shall survive termination of this LICENCE for any reason: 3, 6, 7, 8, 9, 10, 11, 12, 13, 14 and 15.

  14. BILLING AND PAYMENT. Upon each automatic Renewal Term, FAIRBRIDGE will automatically charge your account for the applicable LICENCE fee at the then-current LICENCE fee rate, using the credit card information that you previously provided to FAIRBRIDGE. If you received your initial FAIRBRIDGE subscription through a third party purchasing or promotional arrangement, you will need to provide FAIRBRIDGE with valid credit card billing information before your subscription to FAIRBRIDGE can be renewed. You may provide your billing information by accessing the "my account" section of the FAIRBRIDGE website available at www.surfsafe.co.uk. FAIRBRIDGE will attempt to notify you prior to renewal by email, using the email address provided by you to FAIRBRIDGE, of the renewal date and applicable subscription fee. FAIRBRIDGE is not responsible for any failure of such renewal notification to be delivered to or received by you. In addition, you may obtain the current LICENCE fee rates at www.surfsafe.co.uk . If FAIRBRIDGE does not receive payment from your credit card issuer or its agent, this LICENCE shall automatically terminate effective as of the last date of the term for which payment has been received by FAIRBRIDGE. FAIRBRIDGE reserves the right, at any time, to change its billing methods, effective thirty (30) days after FAIRBRIDGE posts such changes at www.surfsafe.co.uk. If any such change is unacceptable to you, you may terminate this LICENCE by providing written notice to FAIRBRIDGE.

  15. CHOICE OF LAW. This LICENCE shall be governed and construed in accordance with the laws of England and Wales as applied to agreements entered into and to be performed entirely within the UK between UK residents.

    The parties expressly disclaim application of the United Nations Convention on Contracts for the International Sale of Goods.

  16. MISCELLANEOUS. You acknowledge that you have read this LICENCE, understand it and agree to be bound by its terms and conditions. You also agree that the LICENCE is the complete and exclusive statement of agreement between the parties and supersedes all proposals or prior or contemporaneous oral or written agreements and any other communications between the parties relating to the subject matter of the LICENCE. It is the intent of the parties that this LICENCE will prevail over the terms and conditions of any purchase order, acknowledgment form or other instrument. Any terms and conditions of any purchase order which are in addition to or inconsistent with the terms and conditions of this LICENCE will be deemed stricken from such purchase order, notwithstanding acknowledgment or acceptance of such purchase order. No waiver of any right under this LICENCE shall be deemed effective unless contained in writing and signed by a duly authorized representative of FAIRBRIDGE, and no waiver of any past or pre sent right arising from any breach or failure to perform shall be deemed to be a waiver of any future right arising under this LICENCE. If any provision in this LICENCE is invalid or unenforceable, that provision shall be reformed to the maximum extent allowed by law to reflect the same economic effect as the invalid or unenforceable provision, and the other provisions of this LICENCE shall remain in full force and effect. Except for the obligation to pay LICENCE fees, a party's performance under this LICENCE is excused if that party is unable to perform under this LICENCE due to an event beyond its reasonable control, including without limitation, natural disasters, labour unrest, governmental restrictions, contractual failures and the like. You shall be responsible for payment of all taxes and duties due pursuant to this LICENCE. The section headings appearing in this LICENCE are for the convenience of the parties and do not define or limit the scope or intent of such sections. No modification of this LICENCE shall be binding unless it is in writing and signed by authorized representatives of both parties. The English language will be the controlling language of this LICENCE. All communications and notices given pursuant to this LICENCE will be in the English language. Should you have any questions concerning this LICENCE, please contact FAIRBRIDGE in writing at the address given above.

FAIRBRIDGE LICENCE Agreement - Aug 12 2003