End User License Agreement
For Use of the Deep Sea Electronics Limited Software

This End User License Agreement (“Agreement”) governs the access to and use of the Deep Sea Electronics Limited software, services and mobile applications (the “Software”). You agree that by accepting the terms of this Agreement and the Deep Sea Electronics’ Privacy Policy, which is hereby incorporated by reference, and using the software you are entering into a legally binding agreement between yourself and Deep Sea Electronics Limited (“Deep Sea Electronics”), company number: 01319649, Highfield House, Hunmanby Industrial Estate, Hunmanby, North Yorkshire, YO14 0PH. Your access to and use of the Software is conditioned on your acceptance of and compliance with the Agreement and Privacy Policy.

You may use the Software only if you can form a binding contract with Deep Sea Electronics and are not a person barred from accessing the Software under the laws of England or other applicable jurisdiction. If you are under 18 years of age you may not access or use the Software for any reason. Please contact Deep Sea Electronics if you are aware that a person under 18 is using the Software. You may use the Software only as expressly permitted in this Agreement and in compliance with all applicable local, state, national, and international laws, rules and regulations. In doing so, you must comply with any technical limitations in the Software that only allows you to use the Software for its intended purpose. Subject to, and provided that you comply with, all of the terms and conditions of this Agreement, Deep Sea Electronics grants you a revocable, non-exclusive, non-transferable, limited license to download, install and use the Software.

The Software may include components that enable you to link to and use certain services, software and/or products provided by third parties (“Third Party Offerings”). Your use of the third party offerings is subject to your agreement with the applicable third party provider.

Deep Sea Electronics shall not be responsible for supplying any hardware, additional software, or other equipment to you under this Agreement.

You acknowledge that you are responsible for your use of the software and for any consequences thereof.

You acknowledge that Deep Sea Electronics reserves the right to charge for any portion of the software and to change its fees (if any) from time to time in its discretion. If Deep Sea Electronics terminates your access to the software because you have breached the agreement, you shall not be entitled to the refund of any unused portion of fees or payments (if any).

You hereby agree that any failure by the software to perform as expected shall be excused in all cases including but not limited to a failure of a third party wireless or telecommunications provider serving a particular area, power failure, national emergency, interference by any governmental agency, acts of god, strikes, other labor disturbance, severe weather conditions, fire, terrorism, riots, war, earthquakes, disease outbreaks, or any other causes beyond the affected party’s reasonable control.

You acknowledge that Deep Sea Electronics does not guarantee your receipt of any alert through the software program or the site.

You acknowledge that it is your sole responsibility to operate any and all products (including, but not limited to Deep Sea Electronics branded products) associated with your use of the software in accordance with all product instructions and warnings. You acknowledge and agree that the software is not a substitute for following product instructions and warnings and that Deep Sea Electronics has no liability for any failure of you to operate the product according to instructions and/or warnings.

You hereby acknowledge and agree that to transmit data, the software uses a cellular or other wireless service and that communication with the software involves and/or utilizes other wireless technologies, including Wi-Fi and/or Bluetooth® technology (“Wireless Service”). The wireless service involves radio technologies and is subject to transmission and service area limitations, interruptions and dropped calls caused by atmospheric, topographical or environmental conditions, cell site availability, equipment or its installation, governmental regulations, system limitations, maintenance or other conditions or activities affecting wireless service operation. Wireless service and/or features may not be available in all areas. Wireless service is only available within each applicable calling plan coverage area, within the operating range of the wireless systems, and with equipment that is authorized to operate on the wireless network.

YOU EXPRESSLY UNDERSTAND AND AGREE THAT YOU HAVE NO CONTRACTUAL RELATIONSHIP WHATSOEVER WITH THE UNDERLYING WIRELESS SERVICE PROVIDER OR ITS AFFILIATES OR CONTRACTORS WITH RESPECT TO THE SOFTWARE AND THAT YOU ARE NOT A THIRD-PARTY BENEFICIARY OF ANY AGREEMENT BETWEEN DEEP SEA ELECTRONICS AND THE UNDERLYING CARRIER. IN ADDITION, YOU ACKNOWLEDGE AND AGREE THAT THE UNDERLYING CARRIER AND ITS AFFILIATES AND CONTRACTORS SHALL HAVE NO LEGAL, EQUITABLE, OR OTHER LIABILITY OF ANY KIND TO YOU, AND YOU HEREBY WAIVE ANY AND ALL CLAIMS OR DEMANDS THEREFOR.

By utilizing or accessing the software, You hereby agree to be bound by the then current Deep Sea Electronics’ privacy policy, acknowledge your awareness of the privacy policy, and consent to the collection, sharing, and use (as set forth in the privacy policy) of our data, including the transfer of this information to England and/or other countries for storage, processing and use by Deep Sea Electronics. your data means data, files, or information, including personal and technical data, accessed, used, communicated, processed, stored, or submitted by you in connection with your use of the software.

Your technical data and related information—including but not limited to technical information about your device, system and application software, and peripherals—is gathered periodically to facilitate the provision of software updates, product support, and other services to you (if any) related to the software. Deep Sea Electronics may use this information, to operate, provide, improve, and develop its products, services and technologies, to prevent or investigate fraudulent or inappropriate use of its products, services, and technologies, for research and development, and for the other purposes described in this agreement (and the Privacy Policy).

For further information on Deep Sea Electronics’ collection, use and disclosure of data, including any personal information, in connection with your use of the software, please refer to the Deep Sea Electronics’ Privacy Policy, available online at: www.deepseaelectronics.com/policies. The privacy policy is subject to change at the sole discretion of Deep Sea Electronics.

Although you are entitled to opt out of any advertising or marketing, you agree that Deep Sea Electronics may contact you or provide you with any required notices, agreements, or other information concerning the availability or use of the software by e-mail or other electronic means. You also agree that Deep Sea Electronics may send automated e-mails with alerts regarding severe problems with the software that may impact the timeliness of notices provided. As part of providing you the software, Deep Sea Electronics may need to provide you with certain communications, such as service announcements and administrative messages. You acknowledge and agree that these communications are considered an essential part of the software and your registered Deep Sea Electronics registration (“Account”) service, which you may not be able to opt-out from receiving, and they are not considered advertising or marketing.

You acknowledge and agree that you are solely responsible for safeguarding the password or credentials that you use to access the software and for any activities or actions under your account. Deep Sea Electronics encourages you to use “strong” passwords (passwords that use a combination of upper- and lower-case letters, numbers and symbols) with your account and with other accounts that you may connect to your Deep Sea Electronics’ account. Deep Sea Electronics cannot and will not be liable for any loss or damage arising from your failure to comply with the above requirements. You agree to notify us immediately upon becoming aware of any breach of security or unauthorized use of your account.

All right, title, and interest in and to the software and any content available on the software is and will remain the exclusive property of Deep Sea Electronics and its licensors. The software and its content are protected by copyright, trademark, and other laws of both England and foreign countries. Deep Sea Electronics reserves all rights not expressly granted in this agreement. You acknowledge and agree that any feedback, comments, or suggestions you may provide regarding Deep Sea Electronics, or the software is entirely voluntary, and Deep Sea Electronics will be free to use such feedback, comments or suggestions as it sees fit and without any obligation to you.

Deep Sea Electronics reserves the right to at all times (but will not have an obligation) to modify, suspend or discontinue the software (or any features within the software) or any service to which it connects, or to suspend and or terminate users or reclaims usernames, temporarily or permanently, with or without notice and without liability to you.

Deep Sea Electronics also retains the right to create limits on use and storage at its sole discretion at any time without prior notice to you.

You may not work around any technical limitations in the software, reverse engineer, decompile or disassemble the software except and only to the extent that applicable law expressly permits, reproduce or copy the software, in whole or in part, or publish the software for others to copy, rent, lease or lend, or use the software for commercial software hosting services.

You may not do any of the following while accessing or using the software: (i) access, tamper with, or use non-public areas of the software, Deep Sea Electronics’ computer systems, or the technical delivery systems of Deep Sea Electronics’ providers; (ii) probe, scan, or test the vulnerability of any system or network or breach or circumvent any security or authentication measures; (iii) access or search or attempt to access or search the software by any means (automated or otherwise) other than through the currently available, published interfaces that are provided by Deep Sea Electronics (and only pursuant to those terms and conditions), unless you have been specifically allowed to do so in a separate agreement with Deep Sea Electronics (NOTE: scrapping the software without the prior consent of Deep Sea Electronics is expressly prohibited); (iv) forge any TCP/IP packet header or any part of the header information in any email or posting, or in any way use the software to send altered, deceptive or false source-identifying information; or (v) interfere with, or disrupt, (or attempt to do so), the access of any user, host or network, including, without limitation, sending a virus, overloading, flooding, spamming, mail-bombing the software, or by scripting the creation of content in such a manner as to interfere with or create an undue burden on the software.

Deep Sea Electronics may from time to time provide enhancements or improvements to the features/functionality of the software, which may include patches, bug fixes, updates, upgrades and other modifications. Updates may modify or delete certain features and/or functionalities of the software. Notwithstanding the foregoing, Deep Sea Electronics shall be under no obligation to provide any updates, enhancements, modifications, revisions, or additions to the software, or to continue to provide or enable any particular features and/or functionalities of the software to you.

You further agree that all updates or any other modifications will be (i) deemed to constitute an integral part of the software, and (ii) subject to the terms and conditions of this agreement.

You shall comply with all domestic and international technology control and/or export laws and regulations that apply to the software. These laws include restrictions on destinations, end users and end use. You accept any additional delays caused by the export licensing process and delays to comply with conditions of the individual export license.

You shall not yourself, or permit any other person to, export, re-export or release, directly or indirectly the software or other technical data to any country, jurisdiction, or person to which the export, re-export, or release thereof is prohibited by applicable law. Without limiting the foregoing, you agree that: (i) You are not acting on behalf of any person who is a citizen, national, or resident of, or who is controlled by the government of any country to which England and Wales, the European Union or other applicable government body has prohibited export transactions; (ii) You are not acting on behalf of any person or entity listed on a relevant list of persons to whom export is prohibited and (iii) You will not use the software for any purpose prohibited by law.

This agreement will continue to apply until terminated by either you or Deep Sea Electronics. You may end your legal agreement with Deep Sea Electronics at any time for any reason by deactivating your account, discontinuing your use of the software, and deleting or uninstalling the software. To deactivate your account, please email marketing@deepseaelectronics.com with the subject line: “Please Delete DSE Website User Account” and provide the email address linked to your account along with your full name and company name (if applicable*) in the body of the email. Accounts will be deleted within seventy-two (72) working hours. An email confirmation will be provided upon successful deactivation.

Deep Sea Electronics may suspend or terminate your account(s) or cease providing you with all or part of the software at any time for any reason, including, but not limited to, if it reasonably believes: (i) You have violated this agreement, (ii) You create risk or possible legal exposure for Deep Sea Electronics; (iii) You have failed to maintain your account in good standing, including, but not limited to, entering current and correct information within your account profile, or you are using the software in a prohibited country or geographic area; or (iv) its provision of the software to you is no longer commercially viable. Deep Sea Electronics will make reasonable efforts to notify you by the email address associated with your account or through the software the next time you attempt to access your account.

Your account will automatically be deleted by Deep Sea Electronics if inactive for one hundred and eighty (180) consecutive days. An automated email alerting you that your account will be deleted in thirty (30) days if no activity is detected will be sent by Deep Sea Electronics to the email address associated with your account following one hundred and fifty (150) days of inactivity.

Upon termination for any reason: (a) all rights granted to you under this agreement shall cease; (b) You must immediately cease all activities authorized by this agreement; and (c) You must immediately and permanently delete or remove the software from all computer equipment or other electronic devices in your possession, custody or control.

Notwithstanding the foregoing, the following provisions of this agreement shall survive and continue to have effect (in accordance with their express terms or otherwise indefinitely): Section 1 (Basic Terms), Section 2 (Acknowledgements), Section 3 (Privacy & Deep Sea Electronics’ right to Use Data), Section 6 (Deep Sea Electronics’ Rights), Section 7 (Restrictions on Use of The Software), Section 9 (Software Export Controls), Section 11 (Disclaimers, Limitations of Liability and Indemnity), and Section 12 (Intellectual Property).

Nothing in this section shall affect Deep Sea Electronics’ right to change, limit or stop the provision of the software without prior notice, as provided above.

Please read this section carefully since it limits the liability of Deep Sea Electronics and its parents, subsidiaries, affiliates, related companies, officers, directors, employees, agents, representatives, partners, and licensors (collectively, the “Deep Sea Electronics Entities”). Each of the subsections below only applies up to the maximum extent permitted under applicable law. Some jurisdictions do not allow the disclaimer of implied warranties or the limitation of liability in contracts, and as a result the contents of this section may not apply to you. Nothing in this section is intended to limit any rights you may have which may not be lawfully limited.

A. The Software is Available “AS-IS”

Your access to and use of the software is at your own risk. You understand and agree that the software is provided to you on an “AS IS” and “AS AVAILABLE” basis. Without limiting the foregoing, THE DEEP SEA ELECTRONICS ENTITIES DISCLAIM ALL WARRANTIES AND CONDITIONS, WHETHER EXPRESS OR IMPLIED, OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NONINFRINGEMENT.

Deep Sea Electronics has no obligation to provide any support, including customer support, for any computer equipment or other electronic device associated with your use of Deep Sea Electronics software, including but not limited to troubleshooting any negative impacts the same may have on such equipment or device. If Deep Sea Electronics provides information or assistance regarding the use of the software or otherwise, Deep Sea Electronics is not assuming the role of engineering consultant. The Deep Sea Electronics entities make no warranty and disclaim all responsibility and liability for: (i) any actions of Deep Sea Electronics’ users or contributors; (ii) the completeness, accuracy, availability, timeliness, security or reliability of the software; (iii) any harm to your computer system, loss of data, or other harm that results from your access to or use of the software, or any content; (iv) the deletion of, or the failure to store or to transmit, any content and other communications maintained by the software; (v) whether the software will meet your requirements or be available on an uninterrupted, secure, or error-free basis; (vi) any advice or information you receive through the software; and (vii) any injuries or harm you or a third party incurs as a result of information or advice received through the software. No advice or information, whether oral or written, obtained from the Deep Sea Electronics entities or through the software, will create any warranty not expressly made herein.

B. Links

The software may contain links to third-party software or resources (including data, information, applications and other products services). You acknowledge and agree that Deep Sea Electronics is not responsible or liable for: (i) the availability or accuracy of such software or resources; or (ii) the content, products, or software on or available from such software or resources. Links to such software or resources are provided merely as a convenience and the inclusion of such links does not imply any endorsement by the Deep Sea Electronics Entities of such software or resources or the content, products, or software available from such software or resources. You acknowledge sole responsibility for and assume all risk arising from your use of any such software or resources.

C. Limitation of Liability

SUBJECT TO THE EXCLUSIONS LISTED IN THE FOLLOWING PARAGRAPH OF THIS SECTION 10(C), DEEP SEA ELECTRONICS SHALL NOT IN ANY CIRCUMSTANCES BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES, OR ANY LOSS OF PROFITS OR REVENUES, WHETHER INCURRED DIRECTLY OR INDIRECTLY, OR ANY LOSS OR CORRUPTION OF DATA, USE, GOOD-WILL, REPUTATION, OR OTHER INTANGIBLE LOSSES, RESULTING FROM (i) YOUR ACCESS TO OR USE OF OR INABILITY TO ACCESS OR USE THE SOFTWARE; (ii) ANY CONDUCT OR CONTENT OF ANY THIRD PARTY ON THE SOFTWARE, INCLUDING WITHOUT LIMITATION, ANY DEFAMATORY, OFFENSIVE OR ILLEGAL CONDUCT OF OTHER USERS OR THIRD PARTIES; (iii) ANY CONTENT OBTAINED FROM THE SOFTWARE; OR (iv) UNAUTHORIZED ACCESS, USE OR ALTERATION OF YOUR TRANSMISSIONS OR CONTENT

NOTHING IN THIS AGREEMENT SHALL LIMIT OR EXCLUDE ANY LIABILITY WHICH CANNOT LEGALLY BE LIMITED, INCLUDING LIABILITY FOR: (A) DEATH OR PERSONAL INJURY CAUSED BY THE NEGLIGENCE; (B) FRAUD OR FRAUDULENT MISREPRESENTATION; OR (C) ANY OTHER LIABILITY THAT CANNOT BE EXCLUDED OR LIMITED BY ENGLISH LAW.

EXCEPT FOR THOSE EXCLUSIONS LISTED ABOVE, DEEP SEA ELECTRONICS’ MAXIMUM AGGREGATE LIABILITY UNDER OR IN CONNECTION WITH THIS AGREEMENT, WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE) OR OTHERWISE, SHALL IN ALL CIRCUMSTANCES BE LIMITED TO £50,000.

THE LIMITATIONS OF THIS SUBSECTION SHALL APPLY TO ANY THEORY OF LIABILITY, WHETHER BASED ON WARRANTY, CONTRACT, STATUTE, TORT (INCLUDING NEGLIGENCE) OR OTHERWISE, AND WHETHER OR NOT THE DEEP SEA ELECTRONICS ENTITIES HAVE BEEN INFORMED OF THE POSSIBILITY OF ANY SUCH DAMAGE, AND EVEN IF A REMEDY SET FORTH HEREIN IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE.

D. Indemnification

To the extent not prohibited by law, you expressly agree to indemnify and hold harmless the Deep Sea Electronics entities from and against any and all liabilities, expenses, damages and costs, including, but not limited to, reasonable attorneys’ fees and costs, related to all third party claims, charges and investigations related to (1) Your failure to comply with the terms of this Agreement; (2) Your interactions with any other Deep Sea Electronics user; and (3) Any activity in which you engage on or through the software.

Everything you see or read in the software shall be considered Deep Sea Electronics’ intellectual property and is protected unless otherwise noted and may not be used except as provided in the terms and conditions of this agreement or in the text in the software without the express written permission of Deep Sea Electronics. The Deep Sea Electronics names, logos and all related product names, service names, design marks and slogans displayed in the software are trademarks, service marks or other intellectual property of Deep Sea Electronics and may not be used in any manner without the express written consent of Deep Sea Electronics. Nothing in the software shall be construed as granting, by implication, or otherwise, any license or right to use any intellectual property in the software. Any failure to comply with the terms, conditions, and notices on this site will result in automatic termination of any rights granted to you, without prior notice, and you must immediately destroy all copies of downloaded materials in your possession or control.

Deep Sea Electronics shall not be obligated to indemnify or defend you with respect to any third party claim arising out of or relating to the software. To the extent Deep Sea Electronics is required to provide indemnification by applicable law, Deep Sea Electronics, not any application store used to download the software or internet browser, shall be solely responsible for the investigation, defense, settlement and discharge of any claim that the software or your use of it infringes any third party intellectual property rights.

Certain open source software packages have been selected by Deep Sea Electronics to be provided alongside Deep Sea Electronics Software (“Open Source Software”). Open source software is not owned by Deep Sea Electronics. Open source software is distributed by Deep Sea Electronics to you for your use under the terms of certain open source software license agreements, upon your request.

Certain copyright notices for Open Source Software are also included in the open source materials, usually in the Legal Notices that are part of the user manuals. You acknowledge that the Open Source Software is third party software that has not been manufactured, tested or otherwise approved by Deep Sea Electronics. The open source software is provided “AS IS,” and Deep Sea Electronics does not make and specifically disclaims all express and implied warranties of every kind relating to the open source software and/or use of the open source software (including, without limitation, actual and implied warranties of merchantability and fitness for a particular purpose and non-infringement) as well as any warranties that open source software (or any elements thereof) will achieve a particular results, or will be uninterrupted or error free. Nothing in this agreement shall obligate Deep Sea Electronics to provide any support for open source software other than providing you with a copy of the open source software licenses and source code in the open source materials or upon your written request.

Subject to the prior written approval of Deep Sea Electronics, you may be granted free use of the Deep Sea Electronics name, trademarks, logos and slogans (“Protected Content”) of Deep Sea Electronics, protected by intellectual property rights, for the purpose of promoting Deep Sea Electronics and Deep Sea Electronics products while they are used under this agreement. If you are interested in usage of Protected Content, please contact sales@deepseaelectronics.com

You acknowledge that protected content may be the subject of trademark rights owned by Deep Sea Electronics and you shall not use protected content in contrary to Deep Sea Electronics interests, in particular do not to submit any application for trademark registration or register a domain that is subject to Protected content or use protected content only in accordance with agreement and applicable law and not contrary to the legitimate interests of Deep Sea Electronics.

The failure of Deep Sea Electronics to enforce any right or provision of this agreement will not be deemed a waiver of such right or provision. In the event that any provision of this agreement is held to be invalid or unenforceable, then that provision will be limited or eliminated to the minimum extent necessary, and the remaining provisions of this agreement will remain in full force and effect. The article and section headings contained in this agreement are included for reference purposes only and shall not affect the meaning or interpretation of this agreement.

A. Controlling Law and Jurisdiction

This agreement and any action related thereto will be governed by and construed in accordance with the laws of England and Wales without regard to or application of its conflict of law provisions or your state or country of residence. All claims, legal proceedings or litigation arising in connection with the software will be brought solely in the courts of England and Wales, and you consent to the jurisdiction of and venue in such courts and waive any objection as to inconvenient forum. You agree that you may only bring claims against Deep Sea Electronics related to your use of the software on an individual basis and not as a plaintiff or class member in any purported class or representative action or proceeding.

B. Entire Agreement

The terms and conditions of this agreement and the Deep Sea Electronics’ privacy policy are the entire and exclusive agreement between Deep Sea Electronics and you regarding the software (excluding any service for which you have a separate agreement with Deep Sea Electronics that is explicitly in addition or in place of this Agreement), and this Agreement supersede and replace any prior agreements between Deep Sea Electronics and you regarding the software.

Deep Sea Electronics reserves the right, at its sole discretion, to modify or replace this agreement at any time. The most current version will always be at https://www.deepseaelectronics.com. If the revision, in Deep Sea Electronics’ sole discretion, is material, Deep Sea Electronics will notify you via email to the email associated with your registered account or through the software. Deep Sea Electronics will provide at least 30 days’ notice prior to any new terms taking effect. If you do not wish to be bound by any such revisions to the agreement, you must end this agreement with us as set forth in Section 10 above. By continuing to access or use the software after any revisions become effective, you agree to be bound by the revised terms. If you do not agree to the new terms, you are no longer authorized to use the software.

If you have any questions about this agreement or the Deep Sea Electronics’ privacy policy, please contact Deep Sea Electronics’ Technical Support by email at support@deepseaelectronics.com or by telephone at +44 1723 890099.

License

In consideration of the Customer performing its obligations under and complying with these Conditions DSE grants to the Customer a limited, non-exclusive, non-assignable, and free of charge licence to download, install and use the Software on a personal computer, mobile phone or other device. The Customer hereby warrants that it shall not:

(a) Sub-license, sell, assign, rent, lease, export, import, distribute or transfer or otherwise grant rights in the Software to any third party. (b) Undertake, cause, permit or authorise the modification, creation of derivative works or improvements, translation, reverse engineering, decompiling, disassembling, decryption, emulation, hacking, discovery or attempted discovery of the source code or protocols of the Software or any part or features thereof (except to the extent permitted by law). (c) Remove, obscure or alter any copyright notices or other proprietary notices included in the Software. (d) Use the Software or cause the Software (or any part of it) to be used within or to provide commercial products or services to third parties. The foregoing shall not preclude the Customer from using the Software for its own business. In the event the Software is pre-loaded on, embedded in, combined, distributed or used or downloaded onto third party products, hardware, software applications, programs or devices (together “Third Party Technology”) the Customer acknowledges and agrees that: (a) It may be required to enter into a separate licence agreement for the use of such Third Party Technology with the owner or licensor of the Third Party Technology. (b) Some functionality in the Software may not be accessible through the Third-Party Technology; and (c) DSE cannot guarantee that the Software shall always be available on or in connection with such Third-Party Technology. The Software and DSEWebNet may include third party code. DSE does not own such third party code, and the third party code will only be licensed to the Customer where possible by DSE. DSE shall in its sole discretion forward any notices for the third party code to the Customer.

Use of the Software

To use the Software, the Customer must have a connection to the Internet. The Customer acknowledges and agrees that it is solely responsible for ensuring that it has all the equipment necessary to access the Internet.

The Software may use the processing capabilities, memory and bandwidth of any computer or other device used by the Customer to facilitate communication with the DSEWebNet. In the event the Customer’s access to the Internet is dependent on the use of a processor and bandwidth controlled or owned by a third party the Customer acknowledges and agrees that the licence granted pursuant to these Conditions is conditional on the Customer obtaining consent from the relevant third party for such use. By accepting these Conditions, the Customer warrants that it has obtained such consent.

DSE may (but shall not be obliged to) make updates to the Software, as and when necessary, in its sole opinion including to maintain software compatibility, provide security updates or bug fixes or to offer new features, functionality or versions. The Customer acknowledges and agrees that it shall be required to install any updates communicated by DSE to retain the licence to use the Software. In the event the Customer fails to install any updates to the Software DSE reserves the right not to continue to support the old version of the Software.

When necessary DSE may carry out maintenance works on the Software, any Products and/or the infrastructure of DSEWebNet. The Customer acknowledges that such maintenance work may require its use of the Software, Products and/or DSEWebNet to be temporarily suspended or limited. Where possible DSE shall notify the Customer of the time and date of any suspension or limitation of use. DSE shall not be liable to the Customer for any loss of profit, loss of goodwill, loss of reputation, loss of data, loss of anticipated savings (even when advised of the same) or any indirect or consequential loss incurred by the Customer because of any such suspension or limitation of use.

The Customer’s Obligations

The Customer shall be obliged to appoint designated people who it reasonably believes are capable and are permitted to use the Software (the “Authorised Users”). The Authorised Users shall be the only persons in the Customer who will create a user account for and have access to the Software.

The Customer shall (and shall procure that the Authorised Users shall): access and use the Software and DSEWebNet only for the purposes as set out in these Conditions and for no other purpose whatsoever.

Comply with any security, access and/or usage policies in respect of the DSEWebNet and Software and comply with any instructions given by DSE.

Not disclose to any person other than the Authorised Users any username, password or other account details. All information relating to the DSEWebNet and the Software is confidential, and the Customer shall ensure that each Authorised User complies with this clause and shall ensure that no username, password or other account details are made available to any other employee or third party whatsoever.

The Customer warrants and undertakes that:

(a) It is not trading in a Sanctioned Territory.
(b) It will not download or otherwise send the Raw Data or any interpretations of the Raw Data directly or indirectly to any Sanctioned Territory.
(c) It is not listed on the United States Department of Treasury list of Specifically Designated Nationals, Specifically Designated Terrorists, Specifically Designated Narcotic traffickers or on the United States Department of Commerce Table of Denial Orders.
(d) It will not download or otherwise send the Raw Data or any interpretations of the Raw Data directly or indirectly to any persons included in the US Lists.
(e) It will not use the Raw Data or allow the Raw Data to be used for the development, design, manufacture or production of any weapons including nuclear, chemical, biological or weapons of mass destruction.
(f) It will not knowingly use, interfere with or damage any data which it does not own.

Effective: 06/12/24