Software Plan & Software Download Terms and Conditions

1. Introduction

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 before you place an order on our website.

1.3 This document does not affect any statutory rights you may have as a consumer.

2. Interpretation

2.1 In these terms and conditions:

(a) "we" means DRSTUARTATKINSON.COM 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);

(d) "your software programs" means any such software programs that you have purchased through our website (including any enhanced or upgraded version of the software programs that we may make available to you from time to time).

(e) “plan” means the subscription plan chosen by the User during registration of the product. Plans include the free [Basic/Evaluation] version or the paid-for annual Site/MAT versions. Prices of which are quoted on the website.

3. Order process

3.1 The advertising of software programs on our website constitutes an "invitation to treat" rather than a contractual offer.

3.2 No contract will come into force between you and us unless and until we accept your order in accordance with the procedure set out in this Section 3.

3.3 [Basic/Evaluation Plans] To enter into a contract, the following steps must be taken: Follow the steps to Download the software via the website; Fill out the Download user form with User details; Accept the Terms and Conditions by checking the “Accept Terms and Conditions” (at which point your order will become a binding contract); you will be redirected to the download page; you may then register for a free user account;

3.4 [Site/MAT Plans] To Upgrade your subscription plan to an Annual Site/MAT Plan, the following steps must be taken: Download the software and set up a free account [following the steps set out in 3.3]; send a purchase order request to sales@drstuartatkinson.com or through the request page on the Website; a NET30 invoice will be returned (at which point your order will become a binding contract); your account will be manually upgraded from a Basic/Evaluation account to the new Plan; Payment details and time-frames are set out in Section 5.

4. Prices [For Paid Plan Subscriptions]

4.1 Our prices for software subscription Plans are quoted on our website.

4.2 We will from time to time change the Plan prices quoted on our website, but this will not affect contracts that have previously come into force.

4.3 All amounts stated in these terms and conditions or on our website are stated inclusive of VAT.

5. Payments [For Paid Plan Subscriptions]

5.1 For annual subscription Plans [Site/MAT Plans] you should request an invoice for which You shall pay using either BACS, PayPal or cheque. A new invoice will be sent annually until the termination of your contract with Us.

5.2 You agree to pay any and all prices and fees due for Services purchased or obtained at this Site at the time you order the Services. All prices and fees are non-refundable unless otherwise expressly noted in the Refund Policy section below, even if your Services are suspended, terminated, or transferred prior to the end of the Services term. We expressly reserve the right to change or modify its prices and fees at any time, and such changes or modifications shall be posted online at this Site and effective immediately without need for further notice to you. If you have purchased or obtained Services for a period of months or years, changes or modifications in prices and fees shall be effective when the Services in question come up for renewal as further described below.

5.3 In order to ensure that you do not experience an interruption or loss of Services, some Services include automatic renewal. The automatic renewal automatically renews the applicable Service for a renewal period equal in time to the most recent service period. For example, for products if your last service period is for one year, your renewal period will be for one year. While the details of the automatic renewal option vary from Service to Service, the Services that offer an automatic renewal option treat it as the default setting. Therefore, unless you cancel your subscription, We will automatically renew the applicable Service when it comes up for renewal and will send a NET30 invoice for renewal. From the point Us sending a renewal invoice, there will be a payment period of 30 days during which time the User has the option cancel their subscription in writing. In the event that the full payment is not made within 30 days, the Services may be withdrawn without notice.

5.4 You acknowledge and agree that it is your sole responsibility to modify and maintain your Account settings, including but not limited to (i) setting your renewal options and (ii) ensuring your associated Payment Method(s) are current and valid. Further, you acknowledge and agree that your failure to do so, may result in the interruption or loss of Services, and We shall not be liable to you or any third party regarding the same. If for any reason We are unable to charge your Payment Method for the full amount owed for the Services provided, or if We receive notification of a chargeback, reversal, payment dispute, or is charged a penalty for any fee it previously charged to your Payment Method, you agree that We may pursue all available lawful remedies in order to obtain payment, including but not limited to, immediate cancellation, without notice to you, of any Subscription Plans or Services registered or renewed on your behalf.

5.5 Refund Policy: Products and Services available for refunds are described here (“Refund Policy”). For products and services eligible for a refund, you may request a full refund within fourteen (14) days of purchase (“Refund Period”).

5.6 In no event will you be eligible for more than one refund of the same product.

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 continued payment of the applicable price and compliance with these terms and conditions, we grant to you a non-exclusive, non-transferable License 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) [Site/MAT Plans] installing a copy of each of your software programs on not more than 10 desktop, laptop or notebook computers within the confines of the Site/MAT that the Plan has been paid for; Student Data processed by our Services should be limited in origin to the Site/MAT that the Customer has paid to use the Services for.

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) the reverse engineering, decompilation or disassembly of any software program (or part thereof); and

(f) 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. Additional users

7.1 You must not permit any other person to use your downloads or to exercise any of the other rights granted to you under these terms and conditions unless otherwise agreed by Us.

8. Free trial [Inclusive of the Basic (Evaluation) Plan]

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.

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 will make 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;

(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;

(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).

11.8 Our aggregate liability to you in respect of any contract to provide services to you under these terms and conditions shall not exceed the total amount paid and payable to us under the contract.

12. Variation

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. Assignment

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 other breach of that provision or any breach of any other provision of that contract.

15. Severability

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. Data Security

17.1 DrStuartAtkinson.com Ltd does NOT directly access or handle any personal student data. All sensitive/personal data relating to students remains on the Users computer and does not leave their computer. This includes personal data relating to: candidates’ name(s), grades, gender and special educational needs (SEN) status and a school’s own internal pupil identifier in the context of progress analysis. This data is not shared with DrStuartAtkinson.com Ltd or any other 3rd parties. In this context, DrStuartAtkinson.com Ltd is not a “Data Processor” under Article 28 of the GDPR but instead provides software for securely processing data by the User locally.

17.2 The software provided by DrStuartAtkinson.com Ltd does collect Usage, Account and Service data. This includes the user account data (username and encrypted password, email and usage statistics) that integrate the software to the online user account database. The legal basis for this processing is our legitimate interests, namely the proper administration of our website, software and business. Further details can be found on the privacy and cookies policy on Our website.

17.3 The full Data Security policy is provided on Our website.

18. Entire agreement

18.1 Subject to Section 11.1, these terms and conditions, together with our EULA agreed upon when installing the Software, 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.

19. Law and jurisdiction

19.1 These terms and conditions shall be governed by and construed in accordance with English law.

19.2 Any disputes relating to these terms and conditions shall be subject to the exclusive jurisdiction of the courts of England.

20. Statutory and regulatory disclosures

20.1 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.

20.2 These terms and conditions are available in [the English language only].

20.3 The website of the European Union's online dispute resolution platform is available at https://webgate.ec.europa.eu/odr/main.

21. Our details

21.1 This website is owned and operated by DrStuartAtkinson.com Ltd.

21.2 We are registered in England and Wales under registration number 10018543, and our registered office is at 35 Drake Avenue, Teignmouth.

21.3 You can contact us using our website contact form;