End User License Agreement (EULA)

This End User License Agreement (EULA) is a legal document which will bind both parties, so if there is anything you don’t understand or are unsure about, please discuss it with us before proceeding to download the Software.

  1. Definitions

In these Terms and Conditions:

    1. You and your – refers to the person or organisation purchasing the Software and any agreed Support Services for your own business purposes;
    2. We, us and our – means Android Marketing Ltd of Ground Floor, Gothic House, Barker Gate, Nottingham, NG1 1JU;
    3. Hardware – means a single laptop, desktop computer or Windows server which you properly download the Software to in accordance with these Terms and Conditions;
    4. Helpdesk – means a system of online and email support, relating to the installation, use and implementation of the Software, Updates and Upgrades.
    5. Intellectual Property – means copyright, database right, domain names, patents, registered and unregistered design rights, registered and unregistered trademarks, and all other industrial, commercial or intellectual property rights existing in any jurisdiction in the world and all the rights to apply for them.
    6. Licence Code – means a unique code which will both enable and limit the use of the Software by linking it to the Hardware;
    7. Licence Fee – means the licence fee which you must pay us to download the Software and Updates which, except in the case of an error notified to the you as set out in Clause 2, will be the price stated on the Website at the time your order is placed;
    8. Permitted Purposes – means your own business-to-business marketing activities.
    9. Software – means a licenced copy of the software application which we market under the brand ‘Email Marketing Robot’, and which is designed to automatically send out personalised marketing emails (a) to email addresses which it detects on websites identifies through user-defined parameters and (b) subject to default (or alternative) criteria for both scheduling and maximum recipient numbers;
    10. Support Services – means the provision of consultancy and training in relation to the implementation of the Software, Updates and Upgrades.
    11. Update – means a licensed copy of any patch or other change to the Software which we (in our exclusive discretion) decide to issue and which is designed to fix bugs, or take account of any change to the Google algorithms which the Software utilises;
    12. Upgrade – means a licensed copy of any significant improvement to the Software which we (in our exclusive discretion) decide to make available for sale to the general public, and which we offer for sale to you (without obligation,) as a replacement for your existing copy of the Software; and
    13. Website means www.emailmarketingrobot.com.
  1. Acceptance of Software Orders
    1. By placing an order with us, you are offering to buy a licence of the Software for use on the Hardware, in return for the Licence Fee, subject to these Terms and Conditions.
    2. Whilst it is our intention to keep the Website up to date and error free, product description or pricing errors may occur. If we discover such an error after you place your order, we will contact you before accepting the order with the correct details. You will then be free, at any time during the next seven days, to either cancel or re-confirm your order based upon the correct information.
    3. If an order is submitted to us via the Website or via email, we may issue a confirmatory email saying that the order is being processed. This does not constitute acceptance of the order.
    4. An order for the Software will only be treated as accepted by us, and a contract will only be formed between us, when we provide you with a link authorising you to download the Software. If for any reason we are unable or unwilling to supply the Software within a reasonable time of receiving the order, our only obligation to you will be to refund any associated Licence Fee to you within 28 days.
  1. Software
    1. Once we have received payment of the Licence Fee from you, we will email you a link which will enable you to download and register the Software.
    2. Once you have registered the Software, we will email you a Licence Code which will enable you to use the Software on the Hardware.
    3. In the event that your Hardware fails and the Software needs to be re-installed upon the same or alternative Hardware, the Company will (at your written request) provide you with a link to download the Software again. In the case of alternative Hardware, we will then block the original Licence Code and email you a new one.
    4. We will email you with links enabling you to download any Updates free of charge as and when they become available.
    5. We will advise you each time an Upgrade become available and, upon receipt of payment of the associated price, will email you a link enabling it to be downloaded on the Hardware.
  1. Helpdesk and Support Services
    1. We will use our reasonable endeavours to provide you with a Helpdesk during normal UK working hours – Monday to Friday 9am to 6pm excluding bank holidays. However, whilst we will endeavour to respond to emails promptly, we are unable to guarantee response times as these will be determined by the volume of requests for support received and staff availability. Except as set out in Clause 4.2, the cost of the Helpdesk is included within the Licence Fee.
    2. Where an Upgrade became available to you at least 6 months previously, we will not be required and may (in our absolute discretion) cease to provide a free Helpdesk for older versions of the Software. Support for older versions will remain available, however, under the provisions of Clause 4.3 below.
    3. We will provide such on and off-site Support Services as you reasonably request in writing, subject to the precise details, timings, and the additional costs and expenses involved being agreed in writing by us in advance.
    4. Throughout all periods when we provide on-site Support Services, you must:
      1. ensure that all reasonable precautions are taken to protect the health and safety of our employees and sub-contractors; and
      2. maintain public liability insurance with a reputable insurance company providing cover of at least one million pounds per claim.

If, in our reasonable opinion you are in breach of either of your obligations under this Clause 4.4 at any time (or if you are unable to provide proof of appropriate insurance cover upon request), we will be able to stop providing the Support Services, without liability, until such time as you remedy the situation.

  1. Your Responsibilities
    1. It is your responsibility to ensure that any changes to your name, address, or email address are notified to us promptly. We will not be liable for any failure to comply with our obligations under these Terms and Conditions where we are unable to contact you because the latest email address we have for you is incorrect or appears to be no longer valid.
    2. In order to maximise the benefit to be derived from the Software, it must be used responsibly. Accordingly, you agree that the Software will only be used by trained staff who comply
      1. with the user guidance made available by you from time to time via the Website and
      2. with all applicable laws, rules, regulations and guidelines relating to email marketing.
    3. You agree not to act in any way which does or might bring the Company or the Software (or both) into disrepute. In particular, but without limitation, you must not use the Software to:
      1. target – including entering search parameters into it which might reasonably result in emails being sent to – personal email addresses;
      2. spam, or promote or sell or provide access to spamware products;
      3. publish (or provide links to) any illegal, harmful, inaccurate or offensive material, or material which violate anyone’s Intellectual Property or confidentiality.
    4. Where the Support Services involve the writing of text for you:
      1. We will only be required to provide one draft and then to make such corrections as you reasonably require;
      2. You must provide all the information we need for this purpose and ensure that it is accurate;
      3. You must carefully check all drafts we make available to you, and bring any errors to our attention within 24 hours;
      4. Where any draft is specifically approved by you, or you publish it in any way, or we do not receive any request for corrections to it from you within 24 hours, this will count as your confirmation that it is approved and does not contravene Clause 5.3.3. Accordingly, you will indemnify us against all costs, claims and other losses which we suffer if as a result of your use or publication of all or any part of it.
  1. Payments
    1. You will pay :
      1. the Licence Fee to us at the time of placing the order for the Software by such means as are indicated on the Website.
      2. the price of any Upgrade you choose to receive at the time of placing the order for it, and by such means as we reasonably request.
      3. for any Support Services you request, at the rate agreed between us both in writing prior to their provision, and within 14 days of invoice.
    2. In the event of any delay in payment for the Support Services, we shall be entitled to:
      1. charge you interest at 8% above the then current Bank of England base lending rate on any unpaid sums from the date when the relevant invoice becomes due until the date we receive cleared funds in payment; and
      2. withhold providing any remaining Support Services (without penalty) until such time as payment is made.
    3. All payments due to us must be paid in Sterling unless otherwise specified.
    4. In the event of cancellation of the monthly service option, the use of the software will cease immediately. Therefore it is important to time your cancellation just before the next monthly payment is due. No refunds will be given for any unused portion.
  1. Confidentiality

We will maintain confidential any and all information which we receive from you which a reasonable business person would regard as commercially sensitive. We will not disclose any or all of that information to any third party (unless we are legally bound to), or use or allow it to be used for any purpose other than the provision of the Helpdesk and Support Services.

  1. Intellectual Property Rights and Licence
    1. We grant you a single, non-exclusive, non-transferrable licence to use the Software and to use (but not copy, or create abstracts or summaries of) any materials which we supply to you as part of the Support Services, in each case solely for the Permitted Purposes.
    2. We will retain ownership of the Intellectual Property in the Software and will be free to licence it to others without restriction. You accept that, except as set out in these Terms and Conditions, you have no rights over our Intellectual Property, and you undertake not to use the Software other than for the Permitted Purposes, and not to (or permit any third party to) copy, adapt, decompile, reverse engineer or combine it with any other software for any reason.
    3. The licence set out in Clause 8.1 is granted strictly subject to the remaining Clauses of these Terms and Conditions – and we shall be entitled to terminate it without notice if we reasonably believe that you are in breach of any of them and have failed to rectify the breach (where possible) within 7 days of being given written notice to do so. If we terminate your licence under the provisions of this Clause, you will return all the materials we have supplied to you as part of the Support Services, and will permanently delete all copies of the Software and Upgrades which you have or control.
  1. Warranties, Liability and Indemnities
    1. We will make every effort to keep the Website error free and up and running smoothly. However, we will not be liable if it is temporarily unavailable or operating incorrectly due to issues beyond our reasonable control including (but not limited to) the actions of hackers.
    2. Whilst we maintain up-to-date virus protection, we do not warrant that any files to which we give you access will be free of viruses or any other danger to your computer systems or data. Accordingly, you are responsible for maintaining up-to-date virus and other protections necessary to protect you data and systems and for backing-up copies of all commercially valuable data on an appropriately regular basis.
    3. We do not warrant that the Software will be error free, will generate enquiries for your business, or will not cause your email to be treated as spam. All conditions, warranties or other terms which might otherwise have effect between us or might be implied or incorporated into these Terms and Conditions, whether by statute, common law or otherwise, are excluded to the maximum extent permitted by law, including those relating to satisfactory quality and fitness for purpose.
    4. We promise to provide the Support Services with reasonable skill and competence, but will not accept liability for any delay or inability to supply them due to reasons beyond our reasonable control.
    5. Subject to Clause 9.6 below, our liability to you for any negligence or breach of contract is limited to a sum equivalent to any Licence Fee and Support Services costs which we receive from you in the previous 12 months.
    6. Nothing in these Terms and Conditions is intended to limit our liability for death or personal injury caused by its negligence, or for any other liability which cannot legally be excluded or limited.
    7. You will indemnify us in respect of all losses, costs and expenses we sustain as a result of any breach by you of these Terms and Conditions.
  1. Miscellaneous
    1. You may not transfer your rights to the Software or the Support Services (or both) without our prior written consent.
    2. If we decide not to enforce any provision of these Terms and Conditions on any occasion(s) that will not prevent us from enforcing the same or any other provision on any other occasion.
    3. If any of the provisions of these Terms and Conditions becomes illegal, invalid or unenforceable, it will not affect the validity and enforceability of the remaining provisions in any way. However, we will both immediately enter into negotiations in good faith to agree an alternative clause which will achieve as closely as possible the originally intended commercial effect.
    4. The Software and Support Services shall be provided solely in accordance with these Terms and Conditions, which we both agree contain all the terms agreed between us and take precedence over any other terms and conditions – in particular, any mentioned on any purchase order.
    5. We both agree that these Terms and Conditions are intended to be interpreted in accordance with English Law and that any dispute relating to them, if not able to be settled amicably within a reasonable time, will be determined exclusively by the English courts.