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Terms Of Use Of The Silobreaker Website

1. Access to the Website, Registration and Responsibilities

1.1 In these terms "us", "we" and "our" refer to Silobreaker Limited, a company registered in England and Wales under company number 05425764 and whose registered office is at 22 The Quadrant, Richmond, Surrey, TW9 1BP, United Kingdom.

1.2 In these terms the Silobreaker website services (including all content, downloads and other materials available on or through it from time to time) is referred to as "the Website".

1.3 Subject to your acceptance of and compliance with these terms of use, we hereby grant to you the non-exclusive, non-transferable licence to access and to use the Website. Downloads e.g. widgets are licensed individually, but otherwise subject to these terms of use.

1.4 Each time you use or log in to the Website you confirm your acceptance and compliance with these terms of use.

1.5 The use of the basic service of the Website is currently free of charge but this may be changed to a subscription service, in whole or in part, at any time without notice to you. The Website may also offer subscription services in parallel to the free basic service.

1.6 You or your company are required to register and pay for any subscription service of the Website in order to gain access and use such subscription service. Registrations can be made through the Website’s registration facility or by contacting our customer support or sales departments.

1.7 Fees for any subscription service may vary from time to time and shall be payable on an annual basis in advance, unless otherwise agreed with us. In addition to the applicable fee, the subscription may also be subject to valued added tax (“VAT”), which shall be added to the total cost of the subscription and be payable by you or your company, if applicable, at the same time as the subscription fee.

1.8 The subscription fee (plus VAT, if applicable) is non-refundable once you or company have registered and paid for it.

1.9 Notwithstanding clause 1.8, if we have not been able to resolve a product support request from you for a Major or Serious Error, subject to clause 4 below, within 30 days of you making the support request, you or your company shall have the right to terminate the subscription service and we will refund you the subscription fee pro-rata based on any remaining time of the subscription period for which you have paid in advance.

1.10 In addition to any subscription service of the Website, some features of the free basic Website, which may change from time to time, are only accessible if you log in as a registered user. Registrations can be made through the Websites’s registration facility. You represent and confirm that your email address as provided by you in your registration is correct and truthful and that you agree that such personal information can be collected and used in accordance with the Website’s Privacy Policy as published on the Website.

1.11 In order to allow you to use and access any subscription service of the Website, you or your company administrator must first create a user account for you including a unique user name and password, which you may change at anytime by following the instructions in the “Edit My Profile” section of the Website or by contacting customer support.

1.12 It shall be a condition of the licence referred to in clause 1.3, for any subscription service, that you shall not under any circumstances share with or disclose to another your user name and/or password, or allow another to use your user name and/or password.

1.13 Each user account is for a single user only. Silobreaker does not permit access through a single user name and password being made available to multiple users on a network. Silobreaker may cancel or suspend your access to the Website, or your company’s subscription, if you do this without further obligation to you or your company.

1.14 It is your responsibility to make sure that the computer from which you intend to use the Website meets the hardware, software and security settings requirements for effective use of the Website.

1.15 You shall not commercially exploit the Website or any of its content by for example selling, transferring, licensing for use by others or re-branding any of its content.

1.16 You must not interfere with another person's use of the Website or otherwise act in a way that negatively affects another person's use of the Website.

1.17 Access to the Website (or any part of it) may be suspended or withdrawn to or from you personally or all users temporarily or permanently at any time and without notice. We may also impose restrictions on the length and manner of usage of any part of the Website for any reason.

1.18 We may change the Website (including without limitation its format) and anything described in it without notice to you.

1.19 You are responsible for bringing these Terms of Use to the attention of all persons accessing the Website through your Internet connection.

2. Security and Accuracy of the Website

2.1 You must not send to us or to the Website any viruses, trojan horses, trap doors, back doors, easter eggs, worms, time bombs, cancelbots or other computer programming routines that are intended to damage, detrimentally interfere with, surreptitiously intercept or expropriate any system, data or personal information.

2.2 We reserve all rights to all software associated with, comprised in, and used to operate the Website ("the Software") and your use of the Website shall not imply the grant to you by us of any rights in or in respect of the Software. The Software is protected by copyright and other intellectual property rights. We (or group companies) own the title, copyright, and other intellectual property rights in the Software.

2.3 You will not disassemble, decompile, or reverse engineer, the Software.

2.4 We make no warranty express or implied that:

2.4.1 your access to the Website will be uninterrupted, timely or error-free;

2.4.2 the Website will be compatible with any hardware and software which you may use; or

2.4.3 the Website is error free or that the information contained on its pages from time to time is complete, accurate or up-to-date.

2.5 We do not accept any liability for any inaccuracies, errors or omissions in the Website or the content of any of its pages.

3. Content of the Website and our Liability

3.1 The content of the Website are intended for convenience only and nothing on the Website shall constitute advice or a recommendation.

3.2 The content of the Website and the sources of such content may change from time to time and parts of the Website may contain advertising or other third party content.

3.3 Whilst we endeavour to make the Website available 24 hours a day, we will not be liable if for any reason the Website is unavailable at any time or for any period. Notwithstanding the above, for customers of the Silobreaker Premium subscription service, we will offer product support in accordance with clause 4 below.

3.4 We have no control editorial or otherwise over the content which appears on the Website and as such cannot guarantee the accuracy, integrity or quality of such content. Under no circumstances do we accept any liability whatsoever and howsoever occurring in relation to any of the content which appears on the Website from time to time, or in the case of downloadable content any subsequent use you make of such content.

3.5 Although we may put in place security measures for your protection, we shall not be liable for damage to, or for viruses or other code that may affect, any computer equipment, software, data or other property as a result of your access to, use of or browsing of, the Website or your downloading of any material from it. We shall also not be liable for the actions of third parties in breaching any security measures.

3.6 We accept liability for death or personal injury caused by our negligence and for any fraudulent misrepresentation made by us. To the fullest extent possible by law, we shall not be liable to you for any losses (including, without limitation, direct, indirect or consequential losses, damages for loss of business, goodwill, opportunity or loss of profits) arising in contract, tort or otherwise from the use of or inability to use the Website, or any material contained in it or accessible or downloaded from it, or from any action or decision taken as a result of using the Website or any such material.

4. Product Support for Silobreaker Premium

4.1 Exclusively for users of the Silobreaker Premium subscription service, we will use our reasonable endeavours to ensure that the following targets are met in respect of product support requests from you:

Report Category	Primary Response	Target Resolution	Permanent Resolution
1	4 working hours	12 working hours	2 working weeks
2	8 working hours	2 working days	4 working weeks
3	5 working days	Future Release	Future Release

Where Report Category is defined as:

1 - Major Error: A material error which prevents the Silobreaker Premium subscription service from being run or cripples the Silobreaker Premium subscription service or causes severe performance degradation.
2 - Serious Error: A material error which causes performance degradation, failure or disruption of a major task or feature where no alternative exists or delay in a time critical implementation of the Silobreaker Premium subscription service, other than a category 1 issue.
3 - Minor Issue: Any non material defect or failure of the Silobreaker Premium subscription service to perform or provide facilities, functions and capacity, other than a category 1 or 2 issue.

4.2 “Working Hour” for the purpose product support is defined as any hour between 8am-5pm (Central European Time) on non-Swedish-holiday weekdays (Mon-Fri).

4.3 “Working Day” for the purpose of product support is defined as any non-Swedish-holiday weekday between a Monday and a Friday.

4.4 “Working Week” for the purpose of product support is defined as five consecutive Working Days.

4.5 The allocation of a report category will be at our sole discretion.

4.6 Where a problem cannot be fixed within the target response time, we will agree with you on how to proceed in order to resolve the issue in question.

4.7 The target response times exclude any time where we are waiting on you to provide information or complete a task.

Response/Action Definitions following a support request by you:

Primary Response: A contact from our product support staff reporting the results of an initial investigation into the error, giving details of our analysis of the possible causes of the error and, where possible, proposing a solution for a temporary and/or permanent fix and a timetable for achieving that solution.
Target Resolution: An acceptable temporary work around the issue that allows users to operate the subscription service without substantial degradation in performance. A temporary fix will only be applied where applicable. In some instances a temporary fix may not be available.
Permanent Resolution: A permanent resolution of the issue which restores the subscription service to perform substantially in accordance with the product or functionality description.

4.8 Product support requests from you shall be submitted by email to support@silobreaker.com.

4.9 We shall be entitled to refuse to provide product support if the reported fault results from your improper use or operation of the Silobreaker Premium subscription service; or if you have or have attempted to modify, change or adjust the Silobreaker Premium subscription service outside the reasonable use of features, tools and functionality; or if you have failed to implement recommendations in respect of solutions to faults previously advised by us; or if the computer from which you intend to use the Silobreaker Premium subscription service does not meet the hardware, software and security settings requirements for effective use of the Silobreaker Premium subscription service; or if you are in breach of any of the terms of these Terms of Use.

5. Intellectual Property and Confidentiality

5.1 All intellectual property and other proprietary rights, including design right and copyright, in and relating to the Website and the content of the pages of the Website, including all downloadable content, are owned or controlled by us (or group companies). In accessing the web pages, you agree that you may only download the content for your own use in accordance with these terms. You are not permitted to copy, broadcast, download, store (in any medium), transmit, show or play in public, adapt or change in any way or create derivative works from the content of the web pages, or any part thereof, for any purpose whatsoever without our prior permission directly or implicitly by the functionality in any subscription service.

5.2 The "Silobreaker" name and logo and all related names, design marks and slogans are the trade marks or service marks of Silobreaker Limited.

6. Indemnity

6.1 You shall fully and promptly indemnify us against all damages, proceedings, claims, demands, liabilities, losses, charges, costs and expenses (including legal fees and costs) which we may suffer or incur as a result (direct or indirect) of:

(i) any breach by you of any provision of these terms of use, or

(ii) your use of materials downloaded from the Website (e.g. widgets)_on third party websites, including your own website or weblog.

7. Third Party Websites

7.1 We have no control over, and accept no responsibility for, the content of any website to which a link from the Website exists. The links are provided "as is" with no warranty, express or implied, for the information provided within them.

7.2 You must not frame any of the Website onto your own website.

8. Advertising

The Website may contain advertising and sponsorship. Advertisers and sponsors are responsible for ensuring that material submitted for inclusion on the Website complies with applicable laws, codes and regulations. We exclude to the fullest extent permitted by law any responsibility for any error or inaccuracy appearing in any advertising or sponsorship material. Your dealings with any third parties who advertise their goods and/or services on or through the Website and any terms, conditions, warranties or representations offered or made by such third parties are solely between you and such third party. You agree that we are not liable for such dealings.

9. Severability

9.1 If any of these terms should be determined to be illegal, invalid or otherwise unenforceable by reason of the laws of any state or country in which these terms are intended to be effective, then to the extent and within the jurisdiction which that term is illegal, invalid or unenforceable, it shall be severed and deleted and the remaining terms of use shall survive, remain in full force and effect and continue to be binding and enforceable.

10. Governing Law

10.1 These terms of use shall be governed by and construed in accordance with English law. You submit to the non-exclusive jurisdiction of the English courts to settle any dispute which may arise under these terms of use. We shall also have the right to bring a claim against you in the jurisdiction in which you are based.

11. Acceptance of Terms

11.1 You have no right to use the Website unless and until you have accepted these terms of use in full and without variation.

11.2 We reserve the right to change these terms of use at any time and will notify of such changes on the Website.

12. Assignment of Agreement

12.1 This agreement is personal to you and your rights and obligations under these terms of use may not be assigned, sub-licensed or otherwise transferred. We may assign this agreement to any acquirer of all or of substantially all of our equity securities, assets or business relating to the subject matter of this agreement or to any entity controlled by, that controls, or is under common control with, us.

12.2 We shall have the right to assign, transfer or sub-contract our product support obligations under this agreement to a subsidiary, affiliated or associated company to us or to a third party that in our reasonable opinion has the qualifications and know-how to provide the product support as set out in these terms.