[B&W GROUP LIMITED]
[FORMATION APP & ANALYTICS SOFTWARE]
END USER LICENSE AGREEMENT (EULA)
BY DOWNLOADING THE APP YOU AGREE TO THESE TERMS WHICH WILL BIND YOU.
IF YOU DO NOT AGREE TO THESE TERMS, PLEASE DO NOT DOWNLOAD THE APP.
WHO WE ARE AND WHAT THIS EULA DOES
We [B&W LOUDSPEAKERS LIMITED], a limited company incorporated in [England and Wales] with company number  whose registered office is [c/o B&W Group Ltd, Dale Road, Worthing, West Sussex, UK BN11 2BH] license you to use:
- The [Formation] mobile application software (App) and any updates or supplements to it.
- [Formation Analytics Software] (Software) embedded on the Formation product range (currently comprising Formation Duo, Formation Audio, Formation Bar, Formation Wedge and Formation Bass) and any updates or supplements to it.
- The related electronic documentation (Documentation).
- The services you connect to via the App and/or Software (Services).
as permitted in these terms.
We only use any personal data we collect through your use of the App, Software and the Services in the ways set out in the Formation fair processing notice.
Please be aware that internet transmissions are never completely private or secure and that any message or information you send using the App, the Software or any Service may be read or intercepted by others, even if there is a special notice that a particular transmission is encrypted.
ADDITIONAL TERMS FOR SPECIFIC SERVICES
YOUR APPSTORE’S TERMS ALSO APPLY
The ways in which you can use the App and Documentation may also be controlled by the rules and policies of the appstore (for example, Apple’s App Store or Google’s Play Store) from which you download the App. Please ensure you read and understand your appstore’s rules and policies.
OPERATING SYSTEM REQUIREMENTS
The operating system requirements for the App are set out on the download page.
SUPPORT FOR THE APP AND SOFTWARE AND HOW TO TELL US ABOUT PROBLEMS
Support. If you want to learn more about the App, Software or the Services or have any problems using them please take a look at our support resources.
Contacting us (including with complaints). If you think the App, Software or the Services are faulty or wish to contact us for any other reason please email our customer service team at firstname.lastname@example.org or call them on 1800 370 3740.
How we will communicate with you. If we have to contact you we will do so by email or by pre-paid post, using the contact details you have provided to us.
HOW YOU MAY USE THE APP AND SOFTWARE
In return for your agreeing to comply with these terms you may:
- download a copy of the App on to your mobile, tablet or other handheld device and view, use and display the App and the Services on those devices for your personal purposes only.
- use the Software and the Services on the Formation product range for your personal purposes only.
- use any Documentation to support your permitted use of the App, Software and the Services;
- provided you comply with the license restrictions set out below make back up copies of the App for back-up purposes; and
- receive and use any free supplementary software code or update of the App and/or Software incorporating "patches" and corrections of errors as we may provide to you.
You may not transfer the App to someone else.
We are giving you personally the right to use the App and the Service as set out above. You may not otherwise transfer the App or the Service to someone else, whether for money, for anything else or for free. [If you sell any device on which the App is installed, you must remove the App from it.]
CHANGES TO THESE TERMS
We may need to change these terms to reflect changes in law or best practice or to deal with additional features which we introduce.
We will give you at least 30 days notice of any change by sending you an email with details of the change or notifying you of a change when you next start the mobile application associated with your product and the Software.
UPDATE TO THE APP AND/OR SOFTWARE AND CHANGES TO THE SERVICES
From time to time we may automatically update the App and/or Software and change the Services to improve performance, enhance functionality, reflect changes to the underlying operating system or address security issues.
If you choose not to install such updates or if you opt out of automatic updates you may not be able to continue using the App, Software and/or the Services.
We will try to maintain the App’s compatibility with older versions of your mobile’s / handheld device’s operating system), but we will only fully support the two most recent versions of an operating system (for example, iOS11 and iOS12). The App will match the description of it provided to you when you downloaded it.
IF SOMEONE ELSE OWNS THE PHONE OR DEVICE YOU ARE USING
If you download the App onto any phone or other device not owned by you, you must have the owner's permission to do so. You will be responsible for complying with these terms, whether or not you own the phone or other device.
WE MAY COLLECT LOCATION DATA (BUT YOU CAN TURN LOCATION SERVICES OFF)
Certain Services will make use of location data (being your mobile/handheld device’s proximity to your Product) sent from your mobile or handheld devices. You can turn off this functionality at any time by turning off the location services settings for the App on the device. If you use these Services, we will ask you consent to us and our affiliates' and licensees' transmission, collection, retention, maintenance, processing and use of your location data.
WE MAY COLLECT TECHNICAL DATA ABOUT YOUR PRODUCT
By using the Product you agree to us collecting and using technical information about the Product, the Software, and related hardware and peripherals to improve our products and to provide any Services to you.
You agree that you will:
- not rent, lease, sub-license, loan, provide, or otherwise make available, the App, Software or the Services in any form, in whole or in part to any person without prior written consent from us;
- not copy the App, Software, Documentation or Services, except where it is necessary for the purpose of back-up or operational security;
- not translate, merge, adapt, vary, alter or modify, the whole or any part of the App, Software, Documentation or Services nor permit the Software or the Services or any part of them to be combined with, or become incorporated in, any other programs, except as necessary to use the App and the Services on devices as permitted in these terms;
- not disassemble, de-compile, reverse engineer or create derivative works based on the whole or any part of the App, Software or the Services nor attempt to do any such things, except to the extent that such actions cannot be prohibited because they are necessary to decompile the App and/or Software to obtain the information necessary to create an independent program that can be operated with the App and/or Software or with another program (Permitted Objective), and provided that the information obtained by you during such activities:
- is not disclosed or communicated without our prior written consent to any third party to whom it is not necessary to disclose or communicate it in order to achieve the Permitted Objective; and
- is not used to create any application or software that is substantially similar in its expression to the App or Software, as the context requires.
- is kept secure; and
- is used only for the Permitted Objective;
- comply with all applicable technology control or export laws and regulations that apply to the technology used or supported by the App, Software or any Services.
ACCEPTABLE USE RESTRICTIONS
- not use the App, Software or any Services in any unlawful manner, for any unlawful purpose, or in any manner inconsistent with these terms, or act fraudulently or maliciously, for example, by hacking into or inserting malicious code, such as viruses, or harmful data, into the App, Software, any Services or any operating system;
- not infringe our intellectual property rights or those of any third party in relation to your use of the App, Software or any Services (to the extent that such use is not licensed by these terms);
- not use the App, Software or any Services in a way that could damage, disable, overburden, impair or compromise our systems or security or interfere with other users; and
- not collect or harvest any information or data from any Services or our systems or attempt to decipher any transmissions to or from the servers running any Services.
INTELLECTUAL PROPERTY RIGHTS
All intellectual property rights in the App, Software, the Documentation and the Services throughout the world belong to us (or our licensors) and the rights in the App, Software and the Services are licensed (not transferred) to you. You have no intellectual property rights in, or to, the App, Software, the Documentation or the Services other than the right to use them in accordance with these terms.
OUR RESPONSIBILITY FOR LOSS OR DAMAGE SUFFERED BY YOU
We are responsible to you for foreseeable loss and damage caused by us. If we fail to comply with these terms, we are responsible for loss or damage you suffer that is a foreseeable result of our breaking these terms or our failing to use reasonable care and skill, but we are not responsible for any loss or damage that is not foreseeable. Loss or damage is foreseeable if either it is obvious that it will happen or if, at the time you accepted these terms, both we and you knew it might happen.
We do not exclude or limit in any way our liability to you where it would be unlawful to do so. This includes liability for death or personal injury caused by our negligence or the negligence of our employees, agents or subcontractors or for fraud or fraudulent misrepresentation.
When we are liable for damage to your property. If defective digital content that we have supplied damages a device or digital content belonging to you, we will either repair the damage or pay you compensation. However, we will not be liable for damage that you could have avoided by following our advice to apply an update offered to you free of charge or for damage that was caused by you failing to correctly follow installation instructions or to have in place the minimum system requirements advised by us.
We are not liable for business losses. The App and Software is for domestic and private use. We will have no liability to you for any loss of profit, loss of business, business interruption, or loss of business opportunity.
Please back-up content and data used with the App. We recommend that you back up any content and data used in connection with the App, to protect yourself in case of problems with the App or the Services.
Check that the App and the Services are suitable for you. The App and the Services have not been developed to meet your individual requirements. Please check that the facilities and functions of the App and the Services (as described on the appstore site and in the Documentation) meet your requirements.
We are not responsible for events outside our control. If our provision of the Services or support for the Software or the Services is delayed by an event outside our control then we will contact you as soon as possible to let you know and we will take steps to minimise the effect of the delay. Provided we do this we will not be liable for delays caused by the event but if there is a risk of substantial delay you may contact us to end your contract with us and receive a refund for any Services you have paid for but not received.
WE MAY END YOUR RIGHTS TO USE THE APP, SOFTWARE AND THE SERVICES IF YOU BREAK THESE TERMS
We may end your rights to use the App, Software and/or Services at any time by contacting you if you have broken these terms in a serious way. If what you have done can be put right we will give you a reasonable opportunity to do so.
If we end your rights to use the App, Software and/or Services:
- You must stop all activities authorized by these terms, including your use of the App, Software and any Services.
- You must delete or remove the App from all devices in your possession and immediately destroy all copies of the App which you have and confirm to us that you have done this.
- We may disable the App and cease providing you with access to the Services.
WE MAY TRANSFER THIS EULA TO SOMEONE ELSE
We may transfer our rights and obligations under these terms to another organization. We will always tell you in writing if this happens and we will ensure that the transfer will not affect your rights under this EULA.
YOU NEED OUR CONSENT TO TRANSFER YOUR RIGHTS TO SOMEONE ELSE
You may only transfer your rights or your obligations under these terms to another person if we agree in writing.
NO RIGHTS FOR THIRD PARTIES
Only you and we (or our assignees or successors) may enforce the terms of this EULA.
IF A COURT FINDS PART OF THIS EULA ILLEGAL, THE REST WILL CONTINUE IN FORCE
Each of the paragraphs of these terms operates separately. If any court or relevant authority decides that any of them are unlawful, the remaining paragraphs will remain in full force and effect.
EVEN IF WE DELAY IN ENFORCING THIS EULA, WE CAN STILL ENFORCE IT LATER
Even if we delay in enforcing this EULA, we can still enforce it later. If we do not insist immediately that you do anything you are required to do under these terms, or if we delay in taking steps against you in respect of your breaking this EULA, that will not mean that you do not have to do those things and it will not prevent us taking steps against you at a later date.
WHICH LAWS APPLY TO THIS EULA AND WHERE YOU MAY BRING LEGAL PROCEEDINGS
These terms are governed by English law and you can bring legal proceedings in respect of the products in the English courts or the courts of the country in which you live. Nothing in this paragraph shall affect your legal rights as a consumer.
ALTERNATIVE DISPUTE RESOLUTION
Alternative dispute resolution is a process where an independent body considers the facts of a dispute and seeks to resolve it, without you having to go to court. If you are not happy with how we have handled any complaint, submit a dispute for online resolution to the European Commission Online Dispute Resolution platform.
[B&W GROUP LIMITED]
14 February 2019