USER AGREEMENT

PAMTREE LTD

USER AGREEMENT AND LICENCE TERMS

These licence terms are an agreement between you and Pamtree Ltd (“Pamtree”). Please read them. They apply to any of Pamtree’s software applications that you download from the internet or the use of its website, including any updates or supplements for the applications or website, unless the applications or updates come with separate terms, in which case those terms apply.

IF YOU DO NOT ACCEPT THESE TERMS, YOU HAVE NO RIGHT TO AND MUST NOT DOWNLOAD OR USE THE APPLICATION OR WEBSITE-BASED SYSTEM.

If you comply with this user agreement and licence terms, you have the rights below.

INSTALLATION AND USE RIGHTS.

For applications you download from the Apple, Google or Windows Store: (a) you may install and use the application on an Apple, Android or Windows device or devices that are affiliated with the Pamtree account you use to access the Store; and (b) the device limit for the application is displayed in the Store.

Pamtree reserves the right to modify our User Agreement and Licence Terms at any time.

1. INTERNET-BASED SERVICES.

Consent for Internet-based or wireless services. If the application connects to computer systems over the Internet, which may include via a wireless network, using the application operates as your consent to the transmission of standard device information (including but not limited to technical information about your device, system and application software and peripherals) for Internet-based or wireless services. If other terms are presented in connection with your use of the services accessed using the application, those terms also apply.

Misuse of Internet-based services. You may not use any Internet-based service in any way that you intentionally harm it or impair anyone else’s use of it or the wireless network. You may not use the service to try to gain unauthorised access to any service, data, account or network by any means.

1. SCOPE OF LICENCE.

The Pamtree application is licensed, not sold. This agreement only gives you some rights to use the application. If Pamtree disables the ability for you to use its services and application on your devices pursuant to your agreement with Pamtree, any associated licence rights will terminate. Pamtree reserves all other rights. Unless applicable law gives you more rights despite this limitation, you may use the application only as expressly permitted in this agreement. In doing so, you must comply with any technical limitations in the application that only allow you to use it in certain ways.

You may not:

• Work around any technical limitations in the application.
• Reverse engineer, decompile or disassemble the application, except and only to the extent that it is expressly permitted by applicable copyright law provisions for computer programmes.
• Make more copies of the application than specified in this agreement or allowed by applicable law, despite this limitation.
• Publish or otherwise make the application available for others to copy.
• Rent, lease or lend the application.
• Transfer the application or this agreement to a third party.

1. DOCUMENTATION.

Documentation provided with the Pamtree application may be copied and used for personal reference purposes.

1. TECHNOLOGY AND EXPORT RESTRICTIONS.

The application may be subject to United Kingdom or international technology control or export laws and regulations. You must comply with all domestic and international export laws and regulations that apply to the technology used or supported by the application. These laws include restrictions on destinations, end users and end use.

1. ENTIRE AGREEMENT.

This agreement, Pamtree’s applicable privacy policy, any additional terms that accompany the application and the terms for supplements and updates are the entire licence agreement between you and Pamtree for the application and website.

1. DISCLAIMER OF WARRANTY.

The application is licensed “as-is”, “with all faults” and “as available”. Pamtree, on behalf of itself, wireless carriers over whose network the application is provided and each of our respective affiliates, vendors, agents and suppliers (“Covered Parties”), give no additional contractual warranties, guarantees or conditions in relation to the Pamtree website or application. You have all mandatory warranties foreseen by law, but we grant no other warranties. Covered Parties exclude any implied mandatory warranties, including those of merchantability, fitness for a particular purpose, safety, comfort and non-infringement.

1. YOUR CONTENT.

Various of our Services will allow you to store or share Your Content or receive material from others. We don’t claim ownership of Your Content. Your Content remains Your Content and you are responsible for it.

When you share Your Content with other people, you expressly agree that anyone you’ve shared Your Content with may, for free and worldwide, use, save, record, reproduce, transmit, display and communicate Your Content. If you do not want others to have that ability, do not use the Services to share Your Content. You represent and warrant that for the duration of these Terms you have (and will have) all the rights necessary for Your Content that is uploaded, stored or shared on or through the Services and that the collection, use and retention of Your Content through the Services won’t violate any law or rights of others. We strongly advise you to make regular back-up copies of Your Content. Pamtree can’t be held responsible for Your Content or the material others upload, store or share using our Services.

To the extent necessary to provide the Services to you and others (which may include changing the size, shape or format of Your Content to better store or display it to you), to protect you and the Services and to improve Pamtree products and services, you grant Pamtree a worldwide and royalty free intellectual property licence to use Your Content, for example, to make copies of, retain, transmit, reformat, distribute via communication tools and display Your Content on the Services. If you publish Your Content in areas of the Service where it is rendered available online publicly or without restrictions, Your Content may appear in demonstrations or materials that promote the Service. Some of the Services are supported by advertising. Controls for how Pamtree personalises advertising are available on the Security & privacy page of the Pamtree account management website. We do not use what you say in email, chat, video calls or voicemail, or your documents, photos or other personal files to target advertising to you. Our advertising policies are covered in detail in the Privacy Statement.

Pamtree shall not be liable for any user content or other third-party material, including links to third-party websites, and activities provided by users. Such content and activities are neither attributable to Pamtree nor do they represent Pamtree’s opinion.

1. CODE OF CONDUCT

Content, material or actions that violate these Terms are not permitted.

1. Pamtree User Rules

By agreeing to these Terms, you’re under the obligation to follow these rules:

• Don’t do anything illegal.
• Don’t engage in any activity that exploits, harms or threatens to harm children.
• Don’t send spam. Spam is unwanted or unsolicited bulk email, postings, contact requests, SMS (text messages) or instant messages.
• Don’t publicly display or use the Services to share any inappropriate Content or other material.(involving, for example, nudity, bestiality, pornography, graphic violence or criminal activity).
• Don’t engage in activity that is false or misleading (e.g. asking for money under false pretences, impersonating someone else, manipulating the Services, or affecting the integrity of others’ data).
• Don’t wilfully circumvent any restrictions on access to or availability of the Services.
• Don’t engage in activity that is harmful to you, the Services or others (e.g. transmitting viruses, stalking, posting terrorist content, communicating hate speech or advocating violence against others).
• Don’t infringe upon the rights of others (e.g, unauthorised sharing of copyrighted material, resale or other unpermitted distribution of copyrighted material).
• Don’t engage in activity that violates the privacy of others.
• Don’t help others break these rules.
  1. Enforcement. 

If you violate any of the obligations listed in section (a) above or otherwise materially violate these Terms, we may take action against you including (without limitation) stopping providing Services or closing your Pamtree account immediately for good cause or blocking delivery of a communication (like email or instant message) to or from the Services. We also reserve the right to remove or block Your Content from the Services at any time if it is brought to our attention that it may violate applicable law or these Terms. When investigating alleged violations of these Terms, Pamtree reserves the right to review Your Content in order to resolve the issue. However, we do not monitor the Services and make no attempt to do so.

1. SERVICE AVAILABILITY

The Services or material or products offered through the Services may be unavailable from time to time, may be offered on a limited basis, or may vary depending on your region or device.

We strive to keep the Services up and running; however, all online services suffer occasional disruptions and outages. In the event of an outage or disruption to the Service, you may not be able to retrieve Your Content. We recommend that you regularly backup Your Content that you store on the Service.

1. PAYMENT TERMS. 

If you purchase Pamtree’s Service, then the payment terms set out in this Agreement apply to your purchase and you agree to them.

1. CHARGES.

If there is a charge associated with a portion of the Services, you agree to pay that charge. The price stated for the Services includes all applicable taxes, unless stated otherwise. You are solely responsible for paying such taxes or other charges. Taxes are calculated based on your location at the time your Pamtree account was registered, unless stated otherwise.

If you change the country associated with your Pamtree account, you may need to re-acquire material that was available to you in your previous country and/or pay for the commencement of a new Service term in the new country.

After we have given you notice that we did not receive an on-time, full payment from you, we may suspend or cancel the Services if you do not immediately make the full payment. Suspension or cancellation of the Services for non-payment could result in a loss of access to and use of your account and its content. Connecting to the Internet via a corporate or other private network which masks your location may cause charges to be different from those displayed for your actual location. Depending on your location, some transactions might require foreign currency conversion or be processed in another country. Your bank might charge you additional fees for those services when you use a debit or credit card. Please contact your bank for details.

1. YOUR PAMTREE BILLING ACCOUNT.

To pay the charges for the Service, you will be asked to provide a payment method at the time you sign up for the Service or in advance of the expiry of any free trial period that you have received. You can access and change your billing information and payment method on the Pamtree account management page by signing in to your account at app.pamtree.com. Additionally, you agree to permit Pamtree or the payment services used by Pamtree to use any updated account information regarding your selected payment method provided by your issuing bank or the applicable payment network. You agree to promptly update your account and other information, including your email address and payment method details, so we can complete your transactions and contact you as needed in connection with your transactions. If you tell us to stop using your payment method and don’t provide us with another payment method after our notice to you to do so within an appropriate timeframe, we may suspend or cancel your paid Service for good cause. Changes made to your billing account won’t affect charges we submit to your billing account before we could reasonably act on your changes to your billing account.

1. BILLING.

By providing Pamtree with a payment method, you (i) represent that you are authorised to use the payment method that you provided and that any payment information you provide is true and accurate; (ii) authorise Pamtree to charge you for the Services or available content using your payment method and (iii) authorise Pamtree to charge you for any paid feature of the Services that you choose to sign up for or use while these Terms are in force. As specified, we may bill you (a) in advance; (b) at the time of purchase; (c) shortly after purchase or (d) on a recurring basis for subscription Services. Also, we may charge you up to the amount you have approved, and we will notify you in advance of any change in the amount to be charged for recurring subscription Services and, in the case of a price change, provide you with the opportunity to cancel the Services before the price changes. We may bill you at the same time for more than one of your prior billing periods for amounts that haven’t previously been processed.

1. RECURRING PAYMENTS.

When you purchase the Services on a subscription basis (e.g. monthly, every 3 months or annually (as applicable)), you acknowledge and agree that you are authorising recurring payment and payments shall be made to Pamtree by the method you have chosen at the recurring intervals you have agreed to, until the subscription for that Service is terminated by you or by Pamtree. By authorising recurring payments, you are authorising Pamtree to process such payments as either electronic debits or fund transfers, or as electronic drafts from your designated account (in the case of Automated Clearing House or similar payments), or as charges to your designated account (in the case of credit card or similar payments) (collectively, “Electronic Payments“). Subscription fees are generally billed or charged in advance of the applicable subscription period. If any payment is returned unpaid or if any credit card or similar transaction is rejected or denied, Pamtree or its service providers reserve the right to collect any rejection or insufficient funds fee and to process any such payment as an Electronic Payment.

1. AUTOMATIC RENEWAL.

Provided that automatic renewals are allowed in your country, you may choose for Services to automatically renew at the end of a fixed service period. We will remind you by email before any Services renew for a new term, and notify you of any price changes in accordance with this agreement. Once we have reminded you that you elected to automatically renew the Services, we may automatically renew your Services at the end of the current service period and charge you the then current price for the renewal term, unless you have chosen to cancel the Services as described below. We will also remind you that we will bill your chosen payment method for the Services renewal, whether it was on file on the renewal date or provided later. We will also provide you with instructions on how you may cancel the Services. You must cancel the Services before the renewal date to avoid being billed for the renewal.

1. ONLINE STATEMENT AND ERRORS.

Pamtree will provide you with an online billing statement on the Pamtree account management page, where you can view and print your statement. This is the only billing statement that we provide. An invoice with VAT may be made available depending on the Service and country. If we make an error on your bill, we’ll correct it promptly after you tell us (or we notice it) and we investigate the charge. We recommend that you tell us within 120 days after an obvious error first appears on your bill as it is easier for us to resolve the issue during that period.

1. REFUND POLICY.

You will be entitled to a cancellation period (a “Cooling-Off Period“) of fourteen (14) days from the day of purchase, with or without cause.

If you believe that Pamtree has charged you in error, you must contact Pamtree and we will investigate the charge. If we issue a refund or credit, we are under no obligation to issue the same or similar refund in the future. This refund policy does not affect any rights under applicable law.

1. TERMINATING THE SERVICE.

You may lose access to and use of your account when you cancel the Services. If you cancel, your Services end at the end of your current Service period or, if we bill your account on a periodic basis, at the end of the period in which you cancelled.

1. TRIAL-PERIOD OFFERS.

If you are taking part in any trial-period offer, you must cancel the trial Service(s) by the end of the trial period to avoid incurring new charges, unless we notify you otherwise. If you do not cancel the trial Service(s) by the end of the trial period, we may charge you for the Service(s) at the price notified to you prior to the end of the trial period.

1. PROMOTIONAL OFFERS.

From time to time, Pamtree may offer specific Services for a trial period during which Pamtree will not charge you for such Services. Pamtree reserves the right to charge you for such Services (at the normal rate) in the event that Pamtree determines (in its reasonable discretion) that you are breaching the terms and conditions of the offer.

1. PRICE CHANGES.

If there is a fixed term and price for your Service offer, that price will remain in force for the term. You will need to agree to any new offer and price if you want to continue the Services. If your Services are on a periodic basis (for example, monthly), with no specific time length, and isn’t a trial offer, we may change the price of the Services up to 8 per cent per year if we inform you at least 28 days before the change is to become effective. You will have the opportunity to cancel the Services before the price changes. When we notify you of the price change, we will also inform you that the new price will become effective if you don’t cancel the Services.

1. PAYMENTS TO YOU.

If we owe you a payment, then you agree to timely and accurately provide us with any information we need to get that payment to you. You are responsible for any taxes and charges you may incur as a result of this payment to you. You must also comply with any other conditions we place on your right to any payment. If you receive a payment in error, we may reverse or require return of the payment. You agree to cooperate with us in our efforts to do this. We may also reduce the payment to you without notice to adjust it for any previous overpayment. 

1. LATE PAYMENTS.

In case of late payments, you must pay for the reasonable costs we incur to collect any past due amounts including legal fees and costs, as permitted by law and regulations. We may suspend or cancel your Services if you fail to pay in full on time after we send you a reminder – with the threat of suspension and/or cancellation of the Services – to make your payment within an appropriate time. You can avoid suspension or cancellation if you make the required payment within the appropriate time set forth in the reminder. A different procedure will apply if the amount missing is marginal. Amounts missing below 2 per cent of the total invoice value will always be deemed marginal. Suspension or cancellation of the Services for non-payment could result in the loss of access to your Pamtree account.

1. LIABILITY AND LIMITATION ON REMEDIES AND DAMAGES.

Pamtree shall only be liable if material obligations of the Agreement have been violated.

Without prejudice to any other terms within this agreement,  Pamtree’s liability shall in any case be limited to a maximum of 20 times the fee that you have paid in any annual period or 20x fees paid to the date of claim, whichever is the lower.

Pamtree, its vicarious agents and/or its legal representatives shall not be liable for any indirect damage, including financial loss, such as loss of profit, unless Pamtree, its vicarious agents and/or its legal representative have at least acted with gross negligence or wilful misconduct.

Any statutory no-fault liability of Pamtree, including statutory liability for breach of warranty, shall remain unaffected by the limitation of liability. The same shall apply to liability of Pamtree, its vicarious agents and/or its legal representatives in the event of fraud or their negligence resulting in personal injury or death.

Pamtree is not responsible or liable for any failure to perform or delay in performing its obligations under these Terms to the extent that the failure or delay is caused by circumstances beyond Pamtree’s reasonable control (such as denial of service attacks, external hacks, causes of service interruption due to 3rd party infrastructure or service failure, labour disputes, acts of God, war or terrorist activity, malicious damage, accidents or compliance with any applicable law or government order). Pamtree will endeavour to minimise the effects of any of these events and to perform the obligations that are not affected.

No other contractual and legal claims besides those covered in relevant subsections of this section may result from these application license terms and/or the use of the application or services made available through the application.

1. LEGAL EFFECT.

This agreement describes certain legal rights. You may have other rights under the laws of your country. This agreement doesn’t change your rights under the laws of your country if the laws of your country don’t permit it to do so.

1. APPLICABLE LAW.

This agreement is governed and interpreted under the laws of England and Wales.