This Website User Licence Agreement (“Agreement”) is between you (both the individual accessing the Website and the Training Programme and any legal entity by which you are employed) (“You” or “Your”) and Box Soccer Training Limited (Company Number 485112) whose registered office is at 12 Cecil Street, Stirling, Scotland, FK7 7PH (“Box Soccer”).
BY TAKING ANY STEP TO ACCESS THE WEBSITE AND THE TRAINING PROGRAMME MEANS THAT YOU ACCEPT ALL OF THE TERMS OF THIS LICENCE AGREEMENT SO PLEASE ENSURE THAT YOU READ THE TERMS AND CONDITIONS IN FULL BEFORE ACCESSING AND VIEWING THE WEBSITE AND THE TRAINING PROGRAMME.
PERMISSION TO USE THE WEBSITE IS EXPRESSLY CONDITIONAL UPON YOUR ACCEPTANCE OF THE FOLLOWING TERMS AND CONDITIONS.
IF YOU DO NOT AGREE TO ALL OF THE TERMS AND CONDITIONS OF THIS AGREEMENT, YOU ARE NOT AUTHORISED TO USE THE WEBSITE AND THE TRAINING PROGRAMME AND MUST STOP ACCESSING AND VIEWING BOTH THE WEBSITE AND THE TRAINING PROGRAMME IMMEDIATELY.
1.1 “Confidential Information” means the Website, the Documentation, any and all know-how, techniques, ideas and, concepts underlying the Website and any trade secrets related to it, the terms of this Agreement, any and all information relating to the Training Programme, whether designated in writing by Box Soccer marked as “confidential” or not, any information which if disclosed orally, or which is identified at the time of disclosure as confidential and which is reduced to writing and sent to You.
1.2 “Documentation” means and written documentation, specifications and any help content made generally available by Box Soccer to aid in relation to the Training Programme and/or usage of the Website.
1.3 “Training Programme” means the football related training programme developed by Box Soccer (including, but without limitation any drawings, diagrams, slides, video clips and audio clips which are licensed, sold or franchised under the Box Soccer trading name and which is made available to You via the Website and the Documentation.
1.3 “Website” means the Box Soccer Website http://www.boxsoccertraining.co.uk and any updates or upgrades issued to You by Box Soccer under this Agreement
2. WEBSITE LICENCE AND RESTRICTIONS
2.1 Subject to the terms of this Agreement, Box Soccer grants to You a limited, non-exclusive, non-transferable, royalty-free licence (without the right to sublicense) to:
2.1.1 access the Training Programme via the Website on Your equipment (“Authorised Use”); and
2.1.2 to use the Documentation in support of Your Authorised Use.
2.2 You will not copy or use the Website or the Training Programme or the Documentation except as expressly permitted by this Agreement or for any reason other than the Authorised Use.
2.3 You will not transfer, sublicense, rent, lease or lend the Website to any third party or modify the Website or the Documentation or the content of the Training Programme, or remove any trademark, logo, name, identifying number or coding from any of the Website. You will not Yourself or through any third party modify, reverse engineer, disassemble or decompile the Website.
2.4 Box Soccer retains all right, title and interest in and to all copyright, trademark, trade secret and other intellectual property rights in relation to the Training Programme, the Website and the Documentation, and any derivative works thereof. You shall not not acquire any other rights, express or implied, in relation to such intellectual property rights beyond the limited licence set to view the Website and access the Training Programme as set out in this Agreement.
2.5 Box Soccer has no obligation to provide support, maintenance, upgrades, modifications or new releases for the Training Programme, the Website or the Documentation under this Agreement.
2.6 No maintenance and support services whatsoever will be provided under the terms of the Agreement, including but without limitation, any training or installation of the Website or assistance with the Documentation or Training Programme unless otherwise agreed in writing by Box Soccer.
3. WARRANTY DISCLAIMER
THE WEBSITE, TRAINING PROGRAMME AND DOCUMENTATION ARE PROVIDED “AS IS” WITHOUT ANY REPRESENTATIONS OR WARRANTIES, AND YOU AGREE TO USE THEM AT YOUR SOLE RISK. TO THE FULLEST EXTENT PERMISSIBLE BY LAW, BOX SOCCER EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND WITH RESPECT TO THE TRAINING PROGRAMME, THE WEBSITE AND DOCUMENTATION, WHETHER EXPRESS, IMPLIED, STATUTORY, OR ARISING OUT OF COURSE OF PERFORMANCE, COURSE OF DEALING OR USAGE OF TRADE, INCLUDING ANY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, SATISFACTORY QUALITY, ACCURACY, TITLE OR NON-INFRINGEMENT.
4.1 You shall at all times keep confidential the Confidential Information.
4.2 Subject to the provisions of clause 4.4, You will not without the prior written consent of Box Soccer publish or disclose the Confidential Information to any third party or make any use of the Confidential Information.
4.3 You shall maintain in confidence the Confidential Information and apply security measures no less stringent than the measures which You would apply to protect Your own like confidential information (but in any event no less than a reasonable degree of care) to prevent unauthorised disclosure and use of the Confidential Information.
4.4 Information shall not be regarded as Confidential Information and You shall have no obligation with respect to any information which You can demonstrate:
(i) is already known or in Your possession prior to its receipt;
(ii) is disclosed by You in compliance with the legal requirements of a competent legal or other regulatory authority, provided Box Soccer have been notified by You prior to disclosure to such competent legal or other regulatory authority.
5. DAMAGES AND REMEDIES FOR BREACH
You agree that any breach of this Agreement’s restrictions would cause Box Soccer irreparable harm for which damages alone would be inadequate. In addition to damages and any other remedies to which Box Soccer may be entitled, You agree that Box Soccer may obtain injunctive relief to prevent the actual, threatened or continued breach of this Agreement including, but without limitation, for any unauthorised use, copying, transfer or sale of the Training Programme or the Documentation.
6.1 This Agreement is effective until terminated by Box Soccer. Box Soccer may terminate this Agreement at any time with immediate effect upon Your breach of any provision of this Agreement or upon 24 hours’ notice unless You have entered into a licence agreement with Box Soccer for the Training Programme which specified a particular fixed term.
6.2 If this Agreement is terminated, You will stop using the Training Programme, the Documentation and the Website, permanently delete it from the equipment on which You are using it, and immediately destroy all copies of the Documentation in Your possession.
7.1 Subject to the provisions of clause 7.2 Box Soccer will not be liable to You in contract, tort, or otherwise for any economic loss of any kind (including but without limitation, loss of profit, loss of anticipated profit, loss of contracts, loss of operation time, loss or corruption of data, loss of use of equipment, loss of business, overhead recovery or anticipated savings) any product recall or business interruption, or any other special, indirect or consequential loss or damage (even if Box Soccer has been advised of such loss or damage) arising out of or in connection with Your use of the Website and the Documentation.
7.2 Nothing in this Agreement shall exclude or limit the liability of Box Soccer for fraudulent misrepresentation or for any death or any personal injury caused by the negligence of Box Soccer
7.3 The provisions of this clause 7 shall survive the termination or expiry (for whatever reason) of this Agreement.
8. GENERAL TERMS
8.1. If any provision of this Agreement is held to be illegal, invalid or otherwise unenforceable, that provision will be enforced to the extent possible or, if incapable of enforcement, deemed to be severed and deleted from this Agreement, and the remainder will continue in full force and effect.
8.2 The waiver by either party of any default or breach of this Agreement will not waive any other or subsequent default or breach.
8.3 No variation of this Agreement or amendment to this Agreement shall be valid unless agreed in writing and signed by Box Soccer.
8.4 You may not assign, sell, transfer, delegate or otherwise dispose of this Agreement or any rights or obligations under it, whether voluntarily or involuntarily, by operation of law or otherwise, without Box Soccer’ prior written consent. Any purported assignment, transfer or delegation by You will be null and void. Subject to the foregoing, this Agreement will be binding upon and will inure to the benefit of the parties and their respective successors and assigns.
8.5 This Agreement constitutes the entire agreement between the parties and supersedes all prior or contemporaneous agreements or representations, whether written or oral, concerning its subject matter. This Agreement may not be modified or amended without Box Soccer’ prior and express written consent, and no other act, document, usage or custom will be deemed to amend or modify this Agreement.
This Agreement shall be governed by and construed in accordance in all respects with English law and each Party submits to the exclusive jurisdiction of the English Courts.