License Agreement

Easy Quick Reference:

You May: 
-Use the Software or Media for Educational purposes.
-Use the Software with whoever YOU are teaching (including yourself) including installing multiple copies on multiple computers to satisfy the   needs of a class or group lesson. 
-Use the Software with whoever YOU are teaching (including yourself) for the period that YOU use it only. 

You May Not: 
-Transfer the Software License when you have finished using it. 
-Copy, modify, distribute, resell the Software or its components in any way. 
-Use the software for any other purpose than education. 

The License Agreement:

This Software/Printable Downloaded Media License Agreement ("Agreement") is made and effective from date of purchase by and between TeacherStock.co.uk ("Developer") and you the purchaser of this licence ("Licensee").

Developer has developed and licenses to users its software program or media marketed under the name TeacherStock, SmartStories or any other name used by TeacherStock.co.uk (the "Software").

Licensee desires to utilize a copy of the Software.

NOW, THEREFORE, in consideration of the mutual promises set forth herein, Developer and Licensee agree as follows:

1. License. Developer hereby grants to Licensee a perpetual, non-exclusive, limited license to use the Software as set forth in this Agreement under United Knigdom and European Law.

2. Restrictions. Licensee shall not modify, copy, duplicate, reproduce, license or sublicense the Software, or transfer or convey the Software or any right in the Software to anyone else without the prior written consent of Developer; provided that Licensee may make one copy of the Software for backup or archival purposes. The Software is permitted for use with the Licensee and his or her pupils only until the Licensee has no further need or use of the Software. The Software is non transferable under any circumstances without the written consent of the Developer. The Software is for educational purposes only.

3. Fee. In consideration for the grant of the license and the use of the Software, Licensee agrees to pay Developer the sum of the published fee(s).

4. Warranty of Title. Developer hereby represents and warrants to Licensee that Developer is the owner of the Software or otherwise has the right to grant to Licensee the rights set forth in this Agreement. In the event any breach or threatened breach of the foregoing representation and warranty, Licensee's sole remedy shall be to require Developer or to either: i) procure, at Developer's expense, the right to use the Software, ii) replace the Software or any part thereof that is in breach and replace it with Software of comparable functionality that does not cause any breach, or iii) refund to Licensee the full amount of the license fee upon the return of the Software and all copies thereof to Developer.

5. Warranty of Functionality. 
A. For a period of 12 months following digital delivery of the Software to Licensee (the "Warranty Period"), Developer warrants that the Software shall perform in all material respects according to the Developer's published specifications concerning the Software when used with the appropriate computer equipment. In the event of any breach or alleged breach of this warranty, Licensee shall promptly notify Developer and return the Software to Developer at Licensee’s expense. Licensee’s sole remedy shall be that Developer shall correct the Software so that it operates according to the warranty. This warranty shall not apply to the Software if modified by anyone or if used improperly or on an operating environment not approved by Licensor. 
B. In the event of any defect in the media upon which the Software is provided arising within 12 Months of the date of delivery of the Software, upon return to Developer of the Software upon the original media, Developer shall provide Licensee a new copy of the Software. 
C. The Developer does not guarantee or imply that the Software is suitable for all pupils within the published age recommendations, nor that it follows or is supported by any particular curriculum or education board. The Developer also does not guarantee results or success in the educational purpose of the Software.

6. Software Maintenance. A. Standard maintenance. During the Warranty Period, Developer shall provide to Licensee any new, corrected or enhanced version of the Software as created by Developer upon request. Such enhancement shall include all modifications to the Software which increase the speed, efficiency or ease of use of the Software, or add additional capabilities or functionality to the Software, but shall not include any substantially new or rewritten version of the Software. The Developer reserves the right to make alterations at the Developers discretion regardless of users request provided that the Software is usable as published.

7. Payment. Payment of the license fee shall be made before or at the time of digital delivery of the Software. Payment of any other amount owed by Licensee to Developer pursuant to this Agreement shall be paid within thirty (30) days following invoice from Developer. In the event any overdue amount owed by Licensee is not paid following ten (10) days written notice from Developer, then in addition to any other amount due, Developer may impose and Licensee shall pay a late payment charge at the rate of one percent (1%) per month above the Bank of England base rate on any overdue amount.

8. Taxes. In addition to all other amounts due hereunder, Licensee shall also pay to Developer, or reimburse Developer as appropriate, all amounts due for property tax on the Software and for sales, use, excise taxes or other taxes which are measured directly by payments made by Licensee to Developer. The Licensee is responsible for paying any local taxes due by their authorities for use of the Software in the Local Country or Territory. In no event shall Licensee be obligated to pay any tax paid on the income of Developer or paid for Developer's privilege of doing business.

9. Warranty Disclaimer. DEVELOPER'S WARRANTIES SET FORTH IN THIS AGREEMENT ARE EXCLUSIVE AND ARE IN LIEU OF ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE.

10. Limitation of Liability. Developer shall not be responsible for, and shall not pay, any amount of incidental, consequential or other indirect damages, whether based on lost revenue or otherwise, regardless of whether Developer was advised of the possibility of such losses in advance. In no event shall Developer's liability hereunder exceed the amount of license fees paid by Licensee, regardless of whether Licensee's claim is based on contract, tort, strict liability, product liability or otherwise.

11. Notice. Any notice required by this Agreement or given in connection with it, shall be in writing and shall be given to the appropriate party by personal delivery or by certified mail, postage prepaid, or recognized overnight delivery services.

12. Governing Law. This Agreement shall be construed and enforced in accordance with the laws of the United Kingdom.

13. No Assignment. Neither this Agreement nor any interest in this Agreement may be assigned by Licensee without the prior express written approval of Developer.

14. Final Agreement. This Agreement terminates and supersedes all prior understandings or agreements on the subject matter hereof. The Developer reserves the right to make reasonable modifications to this Agreement without prior notice. The latest current version will apply to all licenses and can be found at the published address.

15. Severability. If any term of this Agreement is held by a court of competent jurisdiction to be invalid or unenforceable, then this Agreement, including all of the remaining terms, will remain in full force and effect as if such invalid or unenforceable term had never been included.

16. Headings. Headings used in this Agreement are provided for convenience only and shall not be used to construe meaning or intent.

17. Acceptance. By using the Software you are agreeing to this License Agreement.