OAG alerts
LICENCE AGREEMENT AND TERMS AND CONDITIONS OF USE FOR FREE TRIAL OF OAG ALERTS
Attention: You may need to scroll down to the end of these terms and conditions before you can agree to them and continue with the Product installation.
These terms and conditions (“Terms of Use”) apply to you (“the Company”) and, together with the Order, constitute an agreement (this “Agreement”) between the Company and UBM Aviation Worldwide Limited, a subsidiary of UBM plc, registered in England and Wales, No. 4226716, registered office at Ludgate House, 245 Blackfriars Road, London, SE1 9UY and place of business at 450 Capability Green, Luton, Bedfordshire, LU1 3LU, United Kingdom and whose VAT number is GB238623356 (“UBM Aviation”), for the free trial of the online flight alert tool (the “Free Trial Service”) OAG alerts (www.oagalerts.com) (the “Product”) by the Company.
By installing and using the Product, the Company accepts the Product and agrees to this Agreement. Read it carefully before completing the installation process and using the Product. It provides a license to use the Product and contains warranty information and liability disclaimers. By clicking the “Register Now” button, subject to UBM Aviation’s acceptance of the Order, and by installing and using the Product, the Company is confirming acceptance of the Product and agreeing to become bound by the terms of this Agreement. If the Company does not agree to be bound by this Agreement, or you do not have authority to bind the Company to this Agreement, then do not install the Product.
1. Free Trial Conditions
1.1 The Company agrees that all data, statistics, reports, graphs and databases generated by the Product are and remain the property of UBM Aviation.
1.2 UBM Aviation reserves the right to accept or decline requests for the Free Trial Service.
1.3 By subscribing to the Free Trial Service the Company may commence a free trial of the Product for up to 14 days.
1.4 Any Free Trial Service shall be terminated on the last day of the 14 day trial period.
1.5 A User may only continue to use the Product after the free trial period by opting for a paid-for subscription service under the terms outlined in our standard Terms and Conditions for the Product, a copy of which is available upon request.
1.6 There is no obligation to continue using the Product after the free trial period.
1.7 The Free Trial Service is restricted to one named user only per Company and to the trial level of service that is based on the Product, and contains real time data stored for the length of the trial.
2. The Product Licence and Access
2.1 As a subscriber to the Free Trial Service, unless otherwise expressly stated, the Company is granted a non-exclusive, non-transferable, revocable, limited licence for a single named user (the “User”) specified in the Company’s Order for a free trial to access and use the Product and its content in accordance with these Terms of Use and solely within the Permitted Purpose. UBM Aviation may terminate this licence at any time in the event of a material breach of these Terms of Use, including but not limited to, perceived or actual infringement of any copyright or other intellectual property rights of UBM Aviation and/or its licensors or if the scope of usage is or is intended to be outside these Terms of Use.
2.2 The Product is only available to users who are prepared to complete the free trial documentation (the “Order”). Upon satisfactory completion, receipt and acceptance of the Order by UBM Aviation, confidential access codes will be provided to enable continued access online with full permitted exposition of particular data files or permitted downloading of content (the “Access Codes”). The Access Codes so provided are intended for the Company’s sole use and may not be transferred or passed to third parties. If accidental or other misuse of the Access Codes occurs or is believed to occur, UBM Aviation reserves the right, without limitation to any of its other rights or recourses, to treat each such occurrence(s) as a breach of the Terms of Use and to withdraw access to the Product.
2.3 If the Company becomes aware or suspects that an unauthorised person has obtained the Access Codes, the Company should immediately notify UBM Aviation so that the situation can be rectified. If UBM Aviation becomes aware or reasonably suspects that an abuse is occurring or has occurred or that an unusual quantity of data is subject to download request, continued access to the Product may be interrupted in order to verify usage purpose and appropriateness.
2.4 Online access to the Product will be supplied subject to the Terms of Use stated herein. Unless otherwise agreed in writing between UBM Aviation and the Company, the term of available Product access to the Company is 14 days (the "Term") beginning on the date UBM Aviation issues the Access Codes to the Company.
2.5 The Access Codes shall not be issued unless and until the subscription form is completed, accepted and signed by UBM Aviation and, if applicable, UBM Aviation reserves the right, without limitation and liability, to terminate operation of Access Codes and access to the Product, temporarily or permanently.
2.6 UBM Aviation reserves the right to make alterations to the Product from time to time in the interests of maintenance, operability, accuracy, topicality and usefulness.
3. Permitted Purpose
3.1 The content of the Product and any report or document generated by the Product (a “Product Report”) is solely for the Company’s internal analysis and reporting purposes and it is not for intended commercial exploitation unless agreed in writing between both parties (the “Permitted Purpose”). Use of the Product or any Product Report for any purpose other than the Permitted Purpose must be approved by UBM Aviation in writing prior to commencement of any such other use.
3.2 The Company may not reverse engineer, disassemble, decompile, lease, rent, transmit, re-transmit, sell or sublicense the content of the Product, Product Reports or any part thereof, or otherwise create derivative works from them for commercial or non-commercial exploitation by the Company or permit third parties to so do.
3.3 The Company may not make any attempt to unblock or bypass any initialisation system or encryption techniques utilised by the Product or any Product Reports.
3.4 Reproduction and/or copying of the content of the Product or any Product Report for commercial or non-commercial purposes and unwarranted modification of data and information within the content is not permitted.
4. Intellectual Property Rights
4.1 The Company acknowledges that all rights, title and interest in and to the Product, any Product Reports and any and all extractions or compilations of the data from the Product or Product Reports, including but not limited to, all copyright, database and other intellectual property rights, are and will remain (as between the parties) the sole and exclusive property of UBM Aviation.
4.2 Except as expressly allowed under this Agreement, neither the Product nor the data (including extractions or compilations thereof) may be reproduced (except for internal back-up purposes), distributed, displayed, transmitted or broadcast in any form (including, without limitation, print media, electronic or digital format) without the prior written permission of UBM Aviation.
4.3 The Company must not remove any copyright or similar notices from the Product or any Product Reports as supplied by UBM Aviation pursuant to this Agreement or as generated by the Product.
5. Limitation of Liability/Disclaimer of Warranties
5.1 Nothing in this Agreement will limit or exclude the liability of UBM Aviation for death or personal injury arising out of its negligence or for fraud.
5.2 Subject to clause 6.1, in no circumstances will UBM Aviation be liable to the Company for any loss of business, revenue, profits, anticipated savings or goodwill (whether direct or indirect) or for any indirect, special or consequential loss arising out of or in connection with this Agreement.
5.3 The Product and any information contained within or generated by it as provided to the Company by UBM Aviation are provided “as is” and “as available”. Due to the nature of the information contained within the Product and any Product Reports, UBM Aviation gives no warranty that either the Product or the Product Reports are error free.
5.4 Except as expressly provided in this Agreement, all representations, conditions and warranties, whether express or implied (by statute or otherwise) are excluded to the fullest extent permitted by law.
5.5 UBM Aviation shall not be responsible for any expenditure that may be incurred by the Company in modifying the hardware and system software which the Company uses in order to enable it to access and operate the Product or any Product Reports.
5.6 Subject to clause 6.1, the Company assumes all risk for using, and for any results it obtains, or liability it incurs, by or as a result of using the Product or any Product Reports.
5.7 The Company shall indemnify, defend and hold UBM Aviation, its affiliates, and their respective directors, officers, employees, agents and subcontractors harmless of all claims, actions, liabilities, losses, expenses, damages and costs, including, but not limited to, reasonable attorneys' fees, that may at any time be incurred by reason of use of the Product or any Product Reports.
5.8 In so far as the Product contains software or utilises software provided by UBM Aviation’s licensors or suppliers to the licensors, those parties shall have no liability whatsoever under this Agreement or in connection with that software.
6. Privacy
6.1 UBM Aviation may use personal information provided by the Company or Company’s employees in connection with this Agreement in accordance with the terms of UBM Aviation’s Privacy Policy, which can be found at www.ubmaviation.com. UBM Aviation’s Privacy Policy is hereby incorporated into and forms part of this Agreement.
7. Assignment
7.1 The Company may not assign or transfer this Agreement, or any rights, licences or obligations under it, except as approved in writing by UBM Aviation in advance.
7.2 UBM Aviation may assign or transfer this Agreement, or any rights, licences or obligations under it to any third party on written notice to the Company.
8. General
8.1 This Agreement supersedes all prior agreements, arrangements and understandings between the parties in respect of its subject matter and constitutes the entire agreement between the parties relating to the subject matter of this Agreement.
8.2 UBM Aviation may change or modify these Terms of Use at any time without notice to you and your continued use of the Product signifies your acceptance of the revised Terms of Use. The revised Terms of Use will be effective when posted. The most current Terms of Use are available at www.ubmaviation.com/legal-notices/OAG-alerts.
8.3 Nothing in this Agreement will constitute or be deemed to constitute either party as agent or partner of the other for any purpose whatsoever.
8.4 Each of the provisions of this Agreement is distinct and severable from the others and if at any time one or more of such provisions is or becomes invalid, unlawful or unenforceable (whether wholly or to any extent), the validity, lawfulness and enforceability of the remaining provisions shall not in any way be affected or impaired.
8.5 The failure of either party to enforce any right or provision of the Terms of Use or any previous waiver or forbearance by either party will not be construed as a continuing waiver of any provision of this Agreement.
8.6 Nothing in this Agreement confers any rights on any person under the Contracts (Rights of Third Parties) Act 1999.
8.7 This Agreement and all disputes or claims arising out of or in connection with it will be governed by, and construed in accordance with, the laws of England and Wales, and the parties irrevocably and unconditionally agree that the courts of England and Wales shall have exclusive jurisdiction over all disputes or claims arising out of or in connection with this Agreement.
