Terms and Conditions

These Terms and Conditions ("Terms", "Terms and Conditions") govern your relationship with the coderedsoftware.co.uk website (the "Service" or "Site") operated by Code Red Software Ltd ("us", "we", or "our").

Please read these Terms and Conditions carefully before using our Service. Your access to and use of the Service is conditioned on your acceptance of and compliance with these Terms. These Terms apply to all visitors, users, and others who access or use the Service.

By accessing or using the Service, you agree to be bound by these Terms. If you disagree with any part of the terms, then you may not access the Service.

1. Definitions

For the purposes of these Terms and Conditions:

• "Company" (referred to as either "the Company", "We", "Us" or "Our" in these Terms) refers to Code Red Software Ltd, Britannia House, Fernie Road, Market Harborough, LE16 7PH, United Kingdom. Company Registration Number: 08201183.
• "Service" refers to the Website and any software, products, or services provided by the Company.
• "Website" refers to coderedsoftware.co.uk, accessible from https://coderedsoftware.co.uk
• "You" means the individual accessing or using the Service, or the company, or other legal entity on behalf of which such individual is accessing or using the Service, as applicable.
• "Content" refers to content such as text, images, software, code, or other information that can be posted, uploaded, linked to or otherwise made available by You, regardless of the form of that content.

2. Acceptance of Terms

By accessing and using this Website, you accept and agree to be bound by these Terms and Conditions and our Privacy Policy. If you do not agree to these Terms, you must not use this Website.

We reserve the right to modify these Terms at any time. Changes will be effective immediately upon posting to the Website. Your continued use of the Service after any changes indicates your acceptance of the new Terms.

3. Use of the Website

3.1 License to Use

Unless otherwise stated, Code Red Software Ltd and/or its licensors own the intellectual property rights for all material on this Website. Subject to the license below, all these intellectual property rights are reserved.

You may view, download for caching purposes only, and print pages from the Website for your own personal use, subject to the restrictions set out below and elsewhere in these Terms and Conditions.

3.2 Acceptable Use

You must not use this Website in any way that causes, or may cause, damage to the Website or impairment of the availability or accessibility of the Website; or in any way which is unlawful, illegal, fraudulent, or harmful.

You must not:

• Republish material from this Website (including republication on another website) without our prior written consent
• Sell, rent, or sub-license material from the Website
• Reproduce, duplicate, copy, or otherwise exploit material on this Website for a commercial purpose
• Edit or otherwise modify any material on the Website
• Redistribute material from this Website except for content specifically and expressly made available for redistribution
• Use the Website in any way that could damage, disable, overburden, or impair the Website
• Attempt to gain unauthorized access to any portion of the Website or any systems or networks connected to the Website
• Use any robot, spider, or other automatic device, process, or means to access the Website for any purpose
• Introduce any viruses, trojan horses, worms, logic bombs, or other material that is malicious or technologically harmful

3.3 User Accounts

If you create an account on our Website, you are responsible for:

• Maintaining the security of your account and password
• All activities that occur under your account
• Notifying us immediately of any unauthorized use of your account

We reserve the right to disable any user account at any time if, in our opinion, you have violated any provision of these Terms.

4. Intellectual Property Rights

4.1 Our Intellectual Property

The Website and its original content (excluding Content provided by users), features, and functionality are and will remain the exclusive property of Code Red Software Ltd and its licensors. The Website is protected by copyright, trademark, and other laws of the United Kingdom and foreign countries.

Our trademarks, trade names, and logos (the "Company Marks") used and displayed on the Website are our registered and/or unregistered trademarks. Nothing on the Website should be construed as granting any license or right to use any Company Mark without our prior written permission.

4.2 Your Content

By submitting Content to us (for example, through contact forms, comments, or other submissions), you grant us a worldwide, non-exclusive, royalty-free license to use, reproduce, modify, and display that Content in connection with operating and promoting our business.

You represent and warrant that:

• You own or control all rights to the Content you submit
• The Content is accurate and not misleading
• Use and posting of the Content does not violate these Terms or any applicable laws

5. Third-Party Links and Content

Our Service may contain links to third-party websites or services that are not owned or controlled by Code Red Software Ltd.

We have no control over, and assume no responsibility for, the content, privacy policies, or practices of any third-party websites or services. You further acknowledge and agree that we shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with use of or reliance on any such content, goods, or services available on or through any such websites or services.

We strongly advise you to read the terms and conditions and privacy policies of any third-party websites or services that you visit.

6. Services and Product Information

6.1 Service Descriptions

We attempt to be as accurate as possible in describing our services on the Website. However, we do not warrant that service descriptions or other content on the Website is accurate, complete, reliable, current, or error-free.

6.2 Pricing

Prices for our services are subject to change without notice. We reserve the right to modify or discontinue any service at any time without notice.

Any pricing information provided on the Website is for general guidance only. Actual pricing will be confirmed in writing through quotations or contracts.

6.3 Availability

All services are subject to availability. We reserve the right to limit the provision of our services to any person, geographic region, or jurisdiction at our sole discretion.

7. Use of Software and Services

7.1 Software Licenses

Any software that is made available to download from the Website is the copyrighted work of Code Red Software Ltd and/or our suppliers. Your use of such software is governed by the terms of the end user license agreement that accompanies or is included with the software.

7.2 Service Level and Availability

We will use reasonable efforts to ensure the Website is available 24 hours a day. However, there will be occasions when the Website will be interrupted for maintenance, upgrades, or emergency repairs, or due to failure of telecommunications links and equipment beyond our control.

We will not be liable to you if the Website is unavailable at any time or for any period.

8. Privacy and Personal Data

Your use of the Website is also governed by our Privacy Policy, which is incorporated into these Terms by reference. Please review our Privacy Policy to understand our practices regarding the collection, use, and disclosure of your personal information.

By using the Website, you consent to the collection and use of information as described in our Privacy Policy.

9. Disclaimer of Warranties

THE WEBSITE AND ALL INFORMATION, CONTENT, MATERIALS, PRODUCTS, AND SERVICES INCLUDED ON OR OTHERWISE MADE AVAILABLE TO YOU THROUGH THE WEBSITE ARE PROVIDED BY US ON AN "AS IS" AND "AS AVAILABLE" BASIS, UNLESS OTHERWISE SPECIFIED IN WRITING.

We make no representations or warranties of any kind, express or implied, as to the operation of the Website or the information, content, materials, products, or services included on or otherwise made available to you through the Website, unless otherwise specified in writing.

To the fullest extent permissible by applicable law, we disclaim all warranties, express or implied, including, but not limited to, implied warranties of merchantability and fitness for a particular purpose.

We do not warrant that:

• The Website will meet your requirements
• The Website will be uninterrupted, timely, secure, or error-free
• The results obtained from use of the Website will be accurate or reliable
• Any errors in the Website will be corrected

10. Limitation of Liability

To the fullest extent permitted by applicable law, in no event shall Code Red Software Ltd, its directors, employees, partners, agents, suppliers, or affiliates, be liable for any indirect, incidental, special, consequential, or punitive damages, including without limitation, loss of profits, data, use, goodwill, or other intangible losses, resulting from:

• Your access to or use of or inability to access or use the Service
• Any conduct or content of any third party on the Service
• Any content obtained from the Service
• Unauthorized access, use, or alteration of your transmissions or content

Whether based on warranty, contract, tort (including negligence), or any other legal theory, whether or not we have been informed of the possibility of such damage, and even if a remedy set forth herein is found to have failed of its essential purpose.

Our total liability to you for all claims arising from or related to the Website shall not exceed £100 (one hundred pounds sterling).

11. Indemnification

You agree to defend, indemnify, and hold harmless Code Red Software Ltd and its licensors, employees, contractors, agents, officers, and directors from and against any and all claims, damages, obligations, losses, liabilities, costs, or debt, and expenses (including but not limited to attorney's fees) arising from:

• Your use of and access to the Service
• Your violation of any term of these Terms
• Your violation of any third-party right, including without limitation any copyright, property, or privacy right
• Any claim that your Content caused damage to a third party

This defense and indemnification obligation will survive these Terms and your use of the Service.

12. Termination

We may terminate or suspend your access to the Service immediately, without prior notice or liability, for any reason whatsoever, including without limitation if you breach the Terms.

All provisions of the Terms which by their nature should survive termination shall survive termination, including, without limitation, ownership provisions, warranty disclaimers, indemnity, and limitations of liability.

Upon termination, your right to use the Service will immediately cease. If you wish to terminate your account, you may simply discontinue using the Service or contact us to request account deletion.

13. Governing Law and Jurisdiction

These Terms shall be governed and construed in accordance with the laws of England and Wales, without regard to its conflict of law provisions.

Any disputes arising from or related to these Terms or your use of the Website shall be subject to the exclusive jurisdiction of the courts of England and Wales.

If you are a consumer, you will benefit from any mandatory provisions of the law of the country in which you are resident. Nothing in these Terms affects your rights as a consumer to rely on such mandatory provisions of local law.

14. Dispute Resolution

If you have any concern or dispute about the Service, you agree to first try to resolve the dispute informally by contacting us at info@coderedsoftware.co.uk.

If we are unable to resolve the dispute informally within 30 days, either party may pursue formal dispute resolution through the courts as described in the Governing Law section above.

15. Force Majeure

We shall not be liable for any failure or delay in performing our obligations under these Terms where such failure or delay results from any cause beyond our reasonable control, including but not limited to:

• Acts of God, including fire, flood, earthquake, or other natural disasters
• War, invasion, hostilities, terrorist acts, riot, or other civil unrest
• Government order, law, or action
• Embargoes or blockades in effect
• National or regional emergency
• Strikes, labor stoppages, or slowdowns
• Telecommunication or internet failures
• Power failures or shortages

16. Severability

If any provision of these Terms is held to be unenforceable or invalid, such provision will be changed and interpreted to accomplish the objectives of such provision to the greatest extent possible under applicable law, and the remaining provisions will continue in full force and effect.

17. Waiver

No waiver by the Company of any term or condition set forth in these Terms shall be deemed a further or continuing waiver of such term or condition or a waiver of any other term or condition, and any failure of the Company to assert a right or provision under these Terms shall not constitute a waiver of such right or provision.

18. Entire Agreement

These Terms and Conditions, together with our Privacy Policy and Cookie Policy, constitute the entire agreement between you and Code Red Software Ltd regarding the use of the Website and supersede all prior and contemporaneous written or oral agreements between you and Code Red Software Ltd.

19. Assignment

You may not assign or transfer these Terms, by operation of law or otherwise, without our prior written consent. Any attempt by you to assign or transfer these Terms without such consent will be null and void.

We may freely assign or transfer these Terms without restriction. Subject to the foregoing, these Terms will bind and inure to the benefit of the parties, their successors, and permitted assigns.

20. Contact Information

21. Acknowledgment

BY USING THE SERVICE OR OTHER SERVICES PROVIDED BY US, YOU ACKNOWLEDGE THAT YOU HAVE READ THESE TERMS OF SERVICE AND AGREE TO BE BOUND BY THEM.