Last Update: 1st April 2024
PLEASE READ THIS LICENCE AGREEMENT CAREFULLY BEFORE CONTINUING. IF YOU DO NOT ACCEPT THE TERMS
OF THIS LICENCE, YOU MUST NOT ACCESS, DOWNLOAD, INSTALL OR USE THE SOFTWARE.
1. Background
This End User Licence Agreement (“EULA”) is a legal agreement between you, the Licensee
(or Customer) and Duality Studio, a company registered in England and Wales under
number 10718526, whose registered address is 10 Icknield Drive, Northampton, England, NN4 9YS.
This EULA covers the Event Attendance platform and the associated
Documentation. This EULA grants a licence to use the Software and the Documentation only.
The Licensor does not sell or assign the Software or the Documentation to you.
2. Definitions and Interpretation
In this EULA, unless the context otherwise requires, the following expressions have the following meanings:
"Authorised User"
means an individual authorised by you to use the Software;
"Licence Fee"
means the fee paid by the Licensor to Duality Studio LTD for use of Event Attendance for the Term;
"Term"
means the length of time your License is valid for;
"Software"
means the Event Attendance Software, including current and future versions;
“you”, “your”
means the duration of the limited warranty as defined in Clause 9; and]
means the Licensee.
3. Accepting or Rejecting this EULA
By accessing and using the Software and Documentation, you are indicating your acceptance of this EULA and the terms and conditions set out herein and your agreement that you will comply with them.
If you do not accept the terms and conditions of this EULA, you must not continue to access, download, install or use the Software.
4. Ownership of the Software and Documentation
The Software and the Documentation and all intellectual property rights therein (including, but
not limited to, copyright) belong to the Licensor. This EULA does not grant to you (or sell to
you) any rights of ownership in the Software or the Documentation. This EULA grants you a
licence to use the Software and the Documentation in accordance with the terms and conditions of
this EULA only.
The Licensor also retains ownership of any and all copies of the Software or the Documentation
and all intellectual property rights therein, regardless of the form in which the copies may
exist.
5. Grant and Scope of Licence
In consideration of your payment of the Licence Fee and your acceptance of this EULA, the Licensor hereby grants to you a limited, non-exclusive, non-transferable licence to
- access, download, install, and use the Software, in accordance with the terms and conditions of this EULA, for business purposes only
- use the Documentation in accordance with the terms and conditions of this EULA, for business purposes only
- where the Software is licensed for self hosting installation, you may transfer the Software to another host
The licence granted hereunder also extends to any and all free updates, patches, fixes and similar that the Licensor may provide during the Term.
6. Licence Restrictions
You may not make copies of the Software or Documentation or any part thereof except where such copying is necessary to support the normal use of the Software in accordance with this EULA or is necessary for backup, archival, or other security purposes.
You may not translate, reverse-engineer, decompile, disassemble, modify, or create derivative works based on the Software (or any part thereof) except as expressly permitted by law or this EULA. Sections 50B and 296A of the Copyright Designs and Patents Act 1988 permit such actions only where they are necessary to obtain information necessary to create an independent software program which can be operated with the Software or with another software program (“the permitted objective”). The information obtained from such actions must not be used for any other purpose.
The actions described in the above sub-Clause will not be permitted if you:
- already have readily available to you the information necessary to achieve the permitted objective;
- do not confine the decompiling to such acts as are necessary to achieve the permitted objective;
- supply the information obtained by the decompiling to any person to whom it is not necessary to supply it in order to achieve the permitted objective; or
- use the information to create a software program which is substantially similar in its expression to the Software or to do any other act restricted by copyright.
You may not modify, adapt, alter, translate, or otherwise change the Software or Documentation or any part thereof or combine, incorporate in, or merge the Software with any other software.
You may not alter, delete, or otherwise obscure any notices of proprietary rights (including, but not limited to, copyright) or any product identification or restrictions on or in the Software or the Documentation. Any and all such notices must be included in full on all copies made of the Software or the Documentation, whether full or partial.
7. Licensee’s Undertakings
You hereby undertake and agree that:
- you will use and permit the use of the Software only in accordance with the bounds of the terms and conditions of this EULA;
- you will supervise and control any use of the Software by your employees and Authorised Users and ensure that they are notified of the terms and conditions of this EULA, understand them, and comply with them;
- you will keep all copies of the Software and Documentation secure and will keep accurate and up-to-date records of the number and location of such copies; and
- you will comply with all applicable laws, rules, and regulations governing technology control and export.
8. Limitation of Liability
The Software and Documentation are provided for use by you, the Licensee.
The Licensor is not responsible for the content used on the Software. If the User uses the
Software illegally or contains illegal content, the Licensor reserves the right to terminate
this EULA.
The Licensor shall not be liable to you, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, arising out of or in connection with this EULA for:
- loss of profits;
- loss of sales or business;
- loss of revenue;
- loss of agreements or contracts;
- loss of anticipated savings;
- loss of use or corruption of software or data;
- business interruption;
- loss of business opportunity, reputation, or goodwill; or
- special, indirect, or consequential loss, damage, charges, or expenses.
Notwithstanding any other provision in this EULA, the Licensor does not purport to exclude any
statutory rights that may not be excluded under applicable local law.
9. No Other Warranties or Liability
This EULA sets out the full extent of the Licensor’s liabilities and obligations with respect to the Software and Documentation. Except as expressly set out in this EULA, the Licensor is bound by no other conditions, warranties, representations, guarantees, or other terms, whether express or implied.
To the fullest extent permitted by law, any warranties, representations, guarantees, or other terms which may be implied or otherwise incorporated into this EULA whether by statute, common law, or otherwise, are hereby excluded.
In particular, the Licensor does not warrant that the Software or the Documentation will
meet your particular requirements or that the operation of the Software will be uninterrupted or
error-free. It is your responsibility to ensure
that the Software as described in the Documentation (and the Documentation itself, where
appropriate) meets your requirements.
10. Changes to this EULA
The Licensor reserves the right to amend the terms and conditions of this EULA at any time on written notice to you. You will be notified of such changes by email
By continuing to use the Software and Documentation following receipt and service of notice of such changes as described above, you shall be deemed to have accepted the changes to this EULA.
If you do not accept the changes to this EULA, you must immediately stop all actions permitted under this EULA including, but not limited to, using the Software and Documentation.
11. Term and Termination of this EULA
This EULA is effective during the Term of your license. You may terminate it at any time by
contacting us, and where necessary fully uninstalling,
deleting, or otherwise removing the Software from any and all computers or devices in your
possession or control and deleting or destroying all copies of the Software and Documentation in
your possession or control.
The Licensor reserves the right to terminate this EULA immediately on written notice to you
in the event that you commit a material or persistent breach of this EULA and (if the breach is
capable of remedy) fail to remedy the breach within 14 calendar days after the service of a
written notice from the Licensor requiring you to do so.
In the event that this EULA is terminated for any reason:
- All rights granted to you by this EULA shall discontinue;
- You must immediately stop all actions permitted under this EULA including, but not limited to, using the Software and Documentation;
- Where necessary, you must immediately and fully uninstall, delete, or otherwise remove the Software from any and all computers or devices in your possession; and
- You must immediately delete, destroy, or return to the Licensor (at the Licensor’s option) all copies of the Software and Documentation in your possession or control and, where the Licensor requires the deletion or destruction of such copies, you must certify to the Licensor that you have done so.
The License fee is non-refundable, outside of the 14 day trial license that allows potential
customers to evaluate the software for their suitability.
You may be liable to pay all costs, including attorney fees, required by Us to enforce this EULA
and recover damages should you continue to use the Software after termination of this EULA.
You agree not to commit any act or omission that is likely to cause disrepute or the harming of Event Attendance interests.
12. Privacy and Data Protection
All personal data that the Licensor may use will be collected, processed, and held in accordance with the provisions of UK data protection legislation and your rights and the rights of Authorised Users thereunder.
For complete details of the Licensor’s collection, processing, storage, and retention of
personal data including, but not limited to, the purpose(s) for which personal data is used, the
legal basis or bases for using it, personal data sharing (where applicable), details of your
rights and the rights of Authorised Users and how to exercise those rights please refer to our Privacy Policy.
13. Notices
All notices under this EULA shall be deemed duly given upon registration to use the Software
14. No Waiver
No failure or delay by either party to this EULA in exercising any of its rights under this EULA shall be deemed to be a waiver of that right, and no waiver by either party to this EULA of a breach of any provision of this EULA shall be deemed to be a waiver of any subsequent breach of the same or any other provision.
15. Entire Agreement
This EULA and any other document specifically referred to herein contains the entire agreement between the Licensor and Licensee with respect to its subject matter.
This EULA supersedes and extinguishes any and all previous agreements, representations, warranties, promises, assurances, and understandings between the Licensor and Licensee relating to its subject matter.
16. Severance
In the event that one or more of the provisions of this EULA is or are found to be unlawful, invalid, or otherwise unenforceable, that or those provision(s) shall be deemed severed from the remainder of this EULA. The remainder of this EULA shall be valid and enforceable.
17. Law and Jurisdiction
This EULA (including any non-contractual matters and obligations arising therefrom or associated therewith) shall be governed by, and construed in accordance with, the laws of England and Wales.
Any dispute, controversy, proceedings or claim between the Parties relating to this EULA (including any non-contractual matters and obligations arising therefrom or associated therewith) shall fall within the jurisdiction of the courts of England and Wales.
