PLEASE READ THESE TERMS AND CONDITIONS CAREFULLY BEFORE USING THE WWW.PRICEACTIONTRACKER.COM WEBSITE AND/OR ANY PRICE ACTION LTD SERVICE (INCLUDING ANY DOWNLOADABLE PROGRAM OR APPLICATION AVAILABLE THROUGH THIS SITE OR ANY OTHER SITE FROM WHERE THE PROGRAMS OR APPLICATIONS ARE AVAILABLE), AND BEFORE USING ANY SUB-DOMAINS AND/OR LINKS CONTAINED THEREIN. THESE TERMS AND CONDITIONS APPLY TO YOU AS A WRITTEN BINDING AGREEMENT. PLEASE DO NOT REGISTER TO, CONTINUE TO ACCESS OR USE THE WEBSITE, SOFTWARE OR OTHER DOWNLOADABLE ADD-ON OR APPLICATION OR SERVICES IF YOU DO NOT INTEND TO BE BOUND BY THESE TERMS.
1.1 These terms and conditions shall govern the sale and supply of downloadable software programs through our website, and the use of those software programs.
1.2 You will be asked to give your express agreement to these terms and conditions when you register to our website.
1.3 This document does not affect any statutory rights you may have as a consumer.
2.1 In these terms and conditions:
(a) "we" means Price Action Ltd (and "us and "our" should be construed accordingly);
(b) "you" means our customer or prospective customer under these terms and conditions (and "your" should be construed accordingly);
(c) "software programs" means those software programs that are available for download on our website; and
(d) "your software programs" means any such software programs that you have downloaded through our website (including any enhanced or upgraded version of the software programs that we may make available to you from time to time).
3. Binding Agreement
3.1 This legal document applies to You and all persons who use this Website (including all services, software downloads, add-ons and applications ("the Services") available on or via the Website or any other third party site). For avoidance of any doubt, unless otherwise stated, reference in these Terms and Conditions to the term "Website" means and includes reference to the Services and the software, add-ons and applications (the "Software") offered by us and available for download including but not necessarily limited to Price Action Tracker. Only use the Website if you wish to be legally bound by the terms and conditions contained herein and by all other policies, guidelines and rules posted from time to time on the Website and incorporated herein by reference.
3.2 These General Terms and Conditions are binding and enforceable indefinitely upon You and any person who accesses or otherwise makes use of the Website, its content and/or Services and the Software. Certain additional terms and conditions may apply to specific types of services or add-ons or applications or software available via the Website. In the event that You subscribe as a specific type of user to make use of some or all of the Services or download and make use of any part of the Software You shall be required to read and accept these General Terms and Conditions together with any special terms and conditions which apply to such specific Services or Software.
3.3 We may make changes and update these Terms and Conditions at any time, without notice to you, particularly, but not only, when new content or Services are offered on the Website or if new features augment or enhance the Website or any of the Services or Software or part thereof. Please check the Terms and Conditions posted periodically as your continued use of the Website, Software and Services will mean that you accept these changes and updates. Any amendments or changes to these Terms and Conditions shall be notified to you via email using the registered address which you have provided Us.
4. Description of Service(s)
We provides users with a number of downloadable software products having a variety of resources including but not limited to Price Action Tracking. The extent of the Service(s) to which You may have access may be dependent upon your level of membership.
5. Membership process
5.1 The advertising of software programs on our website constitutes an "invitation to treat" rather than a contractual offer.
5.2 No contract will come into force between you and us unless and until you have agreed to these terms and conditions in accordance with the procedure set out in this Section 5.
5.3 To enter into a contract through our website, the following steps must be taken: If you are a new customer, you must create an account with us and consent to the terms of this document while you register and log in; if you are an existing customer, you must enter your login details. Once you are logged in, you will be able to download our software (at which point your order will become a binding contract).
5.4 Use the same login details to login to our software.
6. Licensing of software
6.1 We will supply your software programs to you in the format or formats specified on our website, and by such means and within such periods as are specified on our website.
6.2 Subject to your payment of the applicable price and compliance with these terms and conditions, we grant to you a worldwide, non-exclusive, non-transferable licence to make any use of your software programs permitted by Section 6.3, providing that you must not in any circumstances make any use of your software programs that is prohibited by Section 6.4.
6.3 The "permitted uses" of your software programs are:
(a) downloading a copy of each of your software programs;
(b) installing a copy of each of your software programs on desktop, laptop or notebook computers;
(c) creating a single back-up copy of each of your software programs; and
6.4 The "prohibited uses" of your software programs are:
(a) the publication, sale, licensing, sub-licensing, renting, transferring, transmission, broadcasting, distribution or redistribution of any software program (or part thereof) in any format;
(b) the editing, modification, adaptation or alteration of any software program (or part thereof), and the creation of any derivative work incorporating any software program (or part thereof);
(c) the use of any software program (or part thereof) in any way that is unlawful or in breach of any person's legal rights under any applicable law, or in any way that is offensive, indecent, discriminatory or otherwise objectionable;
(d) the use of any software program (or part thereof) to compete with us, whether directly or indirectly;
(e) any commercial use of any software program (or part thereof);
(f) the reverse engineering, decompilation or disassembly of any software program (or part thereof); and
(g) the circumvention or removal of, or any attempt to circumvent or remove, the technological measures applied to any software program for the purpose of preventing unauthorised use,
providing that nothing in this Section 6.4 will prohibit or restrict you or any other person from doing any act expressly permitted by applicable law.
6.5 You warrant to us that you have access to the necessary computer systems, media systems, software and network connections to receive and enjoy the benefit of your software programs.
6.6 All intellectual property rights and other rights in the software programs not expressly granted by these terms and conditions are hereby reserved.
6.7 You must retain, and must not delete, obscure or remove, copyright notices and other proprietary notices on or in any software program.
6.8 The rights granted to you in these terms and conditions are personal to you, and you must not permit any third party to exercise these rights.
6.9 If you breach any provision of these terms and conditions, then the licence set out in this Section 6 will be automatically terminated upon such breach.
6.10 You may terminate the licence set out in this Section 6 by deleting all copies of the relevant software programs in your possession or control.
6.11 Upon the termination of a licence under this Section 6, you must, if you have not previously done so, promptly and irrevocably delete from your computer systems and other electronic devices all copies of the relevant software programs in your possession or control, and permanently destroy any other copies of the relevant software programs in your possession or control.
7. Prices and Payment Terms
7.1 Our prices are quoted on our website.
7.2 We will from time to time change the prices quoted on our website, but this will not affect contracts that have previously come into force.
7.3 All amounts stated in these terms and conditions or on our website are stated inclusive of VAT.
7.4 You must, during the checkout process, pay the prices of the membership you order.
7.5 Subscription payments are on a monthly (1 month) basis with automatic monthly renewals.
8. Free trial (incl. No Abuse Policy)
8.1 From time to time we may make available software programs on a free trial basis, and this Section 8 shall apply to such software programs.
8.2 Your rights to use of free trial software programs shall be restricted in such manner and/or to such period as we may specify when you download the software programs, and we may apply technological protection measures to the software programs to enforce these restrictions.
8.3 We may restrict your licence to use any free trial software program at any time, by giving you written notice of the restriction or activating the restriction in the relevant software program.
8.4 We may terminate your licence to use any free trial software program at any time, by giving you written notice of termination or deactivating the relevant software program.
8.5 We shall have a right to monitor the usage of the Software and you shall not be allowed to make excessive use of the Software which in the sole opinion of the Licensor would be indicative of abusive use of the Software such as License sharing and prohibited use in relation to, and not limited to, live environments (hereinafter referred to as the "No Abuse Policy"). Furthermore, as part of the No Abuse Policy, the Licensor shall reserve the right to limit or restrict features that are made available to you at its sole discretion. You shall not be allowed to install or use more than 1 free trial; furthermore it’s not allowed to install more than one free trial per machine. You shall also not be allowed to automate in any way the usage of the Software. you shall not be allowed to log into our systems by other means than through the website or any unmodified software licensed by the Licensor.
8.6 If you cancel the Services before the end of the 'money-back guarantee' period, all your rights to any remaining 'money-back guarantee' period will be waived and you will not be eligible to participate in any further 'money-back guarantee', except as allowed by Price Action Ltd in its sole discretion.
9. Distance contracts: cancellation right
9.1 This Section 9 applies if and only if you offer to contract with us, or contract with us, as a consumer - that is, as an individual acting wholly or mainly outside your trade, business, craft or profession.
9.2 You may withdraw an offer to enter into a contract with us through our website, or cancel a contract entered into with us through our website, at any time within the period:
(a) beginning upon the submission of your offer; and
(b) ending at the end of 14 days after the day on which the contract is entered into,
subject to Section 9.3. You do not have to give any reason for your withdrawal or cancellation.
9.3 You agree that we may begin the provision of software programs before the expiry of the period referred to in Section 9.2, and you acknowledge that, if we do begin the provision of software programs before the end of that period, you will lose the right to cancel referred to in Section 9.2.
9.4 In order to withdraw an offer to contract or cancel a contract on the basis described in this Section 9, you must inform us of your decision to withdraw or cancel (as the case may be). You may inform us by means of any clear statement setting out the decision. In the case of cancellation, you may inform us using the cancellation form that we made available to you. To meet the cancellation deadline, it is sufficient for you to send your communication concerning the exercise of the right to cancel before the cancellation period has expired.
9.5 If you cancel an order on the basis described in this Section 9, you will receive a full refund of the amount you paid to us in respect of the order.
9.6 We will refund money using the same method used to make the payment, unless you have expressly agreed otherwise. In any case, you will not incur any fees as a result of the refund.
9.7 We will process the refund due to you as a result of a cancellation on the basis described in this Section 9 without undue delay and, in any case, within the period of 14 days after the day on which we are informed of the cancellation.
10. Warranties and representations
10.1 You warrant and represent to us that:
(a) you are legally capable of entering into binding contracts;
(b) you have full authority, power and capacity to agree to these terms and conditions; and
(c) all the information that you provide to us in connection with your order is true, accurate, complete, current and non-misleading.
10.2 We warrant to you that:
(a) your software programs will be of satisfactory quality;
(b) your software programs will be reasonably fit for any purpose that you make known to us before a contract under these terms and conditions is made;
(c) your software programs will match any description of it given by us to you; and
(d) we have the right to supply your software programs to you.
10.3 All of our warranties and representations relating to software programs are set out in these terms and conditions. To the maximum extent permitted by applicable law and subject to Section 11.1, all other warranties and representations are expressly excluded.
11. Limitations and exclusions of liability
11.1 Nothing in these terms and conditions will:
(a) limit or exclude any liability for death or personal injury resulting from negligence;
(b) limit or exclude any liability for fraud or fraudulent misrepresentation;
(c) limit any liabilities in any way that is not permitted under applicable law; or
(d) exclude any liabilities that may not be excluded under applicable law,
and, if you are a consumer, your statutory rights will not be excluded or limited by these terms and conditions, except to the extent permitted by law.
11.2 The limitations and exclusions of liability set out in this Section 11 and elsewhere in these terms and conditions:
(a) are subject to Section 11.1; and
(b) govern all liabilities arising under these terms and conditions or relating to the subject matter of these terms and conditions, including liabilities arising in contract, in tort (including negligence) and for breach of statutory duty, except to the extent expressly provided otherwise in these terms and conditions.
11.3 We will not be liable to you in respect of any losses arising out of any event or events beyond our reasonable control.
11.4 We will not be liable to you in respect of any business losses, including (without limitation) loss of or damage to profits, income, revenue, use, production, anticipated savings, business, contracts, commercial opportunities or goodwill.
11.5 We will not be liable to you in respect of any loss or corruption of any data, database or software.
11.6 We will not be liable to you in respect of any special, indirect or consequential loss or damage.
11.7 You accept that we have an interest in limiting the personal liability of our officers and employees and, having regard to that interest, you acknowledge that we are a limited liability entity; you agree that you will not bring any claim personally against our officers or employees in respect of any losses you suffer in connection with the website or these terms and conditions (this will not, of course, limit or exclude the liability of the limited liability entity itself for the acts and omissions of our officers and employees).
12.1 We may revise these terms and conditions from time to time by publishing a new version on our website.
12.2 A revision of these terms and conditions will apply to contracts entered into at any time following the time of the revision, but will not affect contracts made before the time of the revision.
13.1 You hereby agree that we may assign, transfer, sub-contract or otherwise deal with our rights and/or obligations under these terms and conditions.
13.2 You may not without our prior written consent assign, transfer, sub-contract or otherwise deal with any of your rights and/or obligations under these terms and conditions.
14. No waivers
14.1 No breach of any provision of a contract under these terms and conditions will be waived except with the express written consent of the party not in breach.
14.2 No waiver of any breach of any provision of a contract under these terms and conditions shall be construed as a further or continuing waiver of any breach of that provision or any other provision of that contract.
15.1 If a provision of these terms and conditions is determined by any court or other competent authority to be unlawful and/or unenforceable, the other provisions will continue in effect.
15.2 If any unlawful and/or unenforceable provision of these terms and conditions would be lawful or enforceable if part of it were deleted, that part will be deemed to be deleted, and the rest of the provision will continue in effect.
16. Third party rights
16.1 A contract under these terms and conditions is for our benefit and your benefit, and is not intended to benefit or be enforceable by any third party.
16.2 The exercise of the parties' rights under a contract under these terms and conditions is not subject to the consent of any third party.
17. Entire agreement
17.1 Subject to Section 11.1, these terms and conditions, together with our Disclaimer and , shall constitute the entire agreement between you and us in relation to the sale and purchase of our downloads and the use of those downloads, and shall supersede all previous agreements between you and us in relation to the sale and purchase of our downloads and the use of those downloads.
18. Law and jurisdiction
18.1 These terms and conditions shall be governed by and construed in accordance with English law.
18.2 Any disputes relating to these terms and conditions shall be subject to the non-exclusive jurisdiction of the courts of England.
19. Statutory and regulatory disclosures
19.1 We will not file a copy of these terms and conditions specifically in relation to each user or customer and, if we update these terms and conditions, the version to which you originally agreed will no longer be available on our website. We recommend that you consider saving a copy of these terms and conditions for future reference.
19.2 These terms and conditions are available in the English language only.
20. Our details
20.1 This website is owned and operated by PriceAction Ltd.
20.2 We are registered in United kingdom under registration number 09991228, and our registered office is at 71-75, Shelton Street Covent Garden London WC2H 9JQ UNITED KINGDOM.
20.3 Our principal place of business is at: 71-75, Shelton Street Covent Garden London WC2H 9JQ, UNITED KINGDOM.
20.4 You can contact us:
(a) by post, using the postal address given above;
(b) using our website contact form;