Licences

This statement was updated on 23rd May 2018 and is GDPR compliant.


Software Licence Agreement


1     Introduction


1.1     This software licence agreement (“Licence“) is a legal agreement between you (“Licensee” or “you“) and Kudlian Software Ltd (registered address Monkstone House, 90 Station Road, Studley, Warwickshire B80 7JS; company number 03573318) (“Licensor” or “we“). This Licence sets out our respective rights and obligations in respect of the I Can Animate, Animate It!  and I Can Present software products, including, but not limited to;

            

     I Can Animate, I Can Animate 1, I Can Animate Express, I Can Animate 2, Animate It!, Animate It! Express and I Can Present, for the following platforms, Mac OS X, Microsoft Windows, iOS, Android, Chrome, hereafter known as I Can Animate, Animate It! and I Can Present, and referred to as ‘the Software’,


     and all documentation associated with these applications and made available to you (“Documentation“).


1.2        Your agreement to download, install and use ’the Software’ is with Kudlian Software Ltd even if you have chosen to download via a Link on any other website.

1.3         By clicking ‘DOWNLOAD’ you agree to the terms of this Licence and our Privacy Statement. You should not download, install or use ‘the Software’ if you do not agree to our terms and conditions. You should print a copy of this Licence and the Privacy Statement and retain it for your records.

1.4         If you have any queries about this Licence or our Privacy Statement, you can contact us by telephone (between the hours of 09:00 – 17:00 (UTC), Monday to Friday (other than on bank or public holidays in the UK) or by e-mail support@kudlian.net. This Licence is available in English only. If English is not your first language or you do not understand anything in this Licence we recommend you take independent advice.


2     Ownership notice


2.1         All title, copyright, goodwill, trade marks, service marks, designs, inventions, patents, know how, confidential information, trade secrets and other intellectual property and ownership rights (whether registered, registrable or not) in ‘the Software’ and Documentation are owned by Kudlian Software Ltd, unless otherwise indicated.


3       System requirements


3.1         To be able to use ‘‘the Software’, your device needs to be running either Windows, Mac OS X, iOS, Android or Chrome. You should check the exact requirements on the products web page.


3.2     If you do not have or maintain an internet connection some functionality may not operate properly or be available to you. This connection is normally required for software updates.


3.3         A description of the technical steps you must take to install, enter the Licence code and download ‘the Software’, is available  on our website for each product.


3.4         We will not be able to issue a refund if you pay to download ‘the Software’ but your system does not meet these requirements. We strongly advise that you download the free trial version of ‘the Software’ to confirm your system meets the system requirements referred to in paragraph 3 and ‘the Software’ meets your requirements.


4     Age restriction


4.1        ‘The Software’ can be used by all ages, but we advise supervision of young children. You may only download, ‘the Software’.

          (a) you are 16 years old or older; or

          (b) you are younger than 16 years old but have the permission of your           

          parent or legal guardian.


5      Free trial version


5.1         We make available a free trial version of ‘the Software’. This free trial version will work for a specified number of days from the date of download and may vary form product to product.


5.2         You do not have to provide any payment information to download the free trial version of ‘the Software’. You must provide the registration details indicated on the registration form to download the free trial version of ‘the Software’. We explain how we may use these registration details in our privacy statement.


5.3         If you download the free trial version of ‘the Software’ your rights described in paragraph 7.2 of this Licence will continue at the end of the specified free trial period but the ‘save’ and ‘export’ functionality, and other features will be limited. Apps on iOS and Android will not have functionality restricted from their download state. You may restore the functionality of the trial versions by purchasing a license, or updating to the full version of the App.


5.4         You may only use one free trial period. If we reasonably suspect that you have obtained more than one free trial version of ‘the Software’ we may terminate your licence with immediate effect until you pay to upgrade to a full version.


5.5         We strongly advise that you download the free trial version of ‘the Software’ to confirm your system meets the system requirements referred to in paragraph 3 and ‘the Software’ meets your requirements. We will not issue refunds where you pay to download ‘the Software’ and your system does not meet the system requirements or you consider ‘the Software’ does not meet your requirements.


6      ‘The Software’ full version


6.1         If you pay for the full version of ‘the Software’ you will receive a licence number which you will have to enter to complete installation on Mac OSX and Microsoft Windows. Apps do not currently require a licence number and can be purchased through an appropriate App store.


6.2         We will send the licence number by e-mail to the e-mail address associated with your payment method (if paying by PayPal) or otherwise as completed on the registration form you complete when making payment. This e-mail will arrive within 48 hours of you making payment. During this period you will be able to continue to use the free trial version if you have downloaded it. If you order ‘the Software’ directly or purchase through a reseller, then you will receive a Licence document that contains your personal licence number.


6.3         You must keep a record of your licence number as you will need to re-enter it if you re-install ‘the Software’. We do not retain sales records of licence numbers and if you lose your licence number you will have to pay a fee to obtain a new one. You may register your ‘the Software’ number online with us for reference.


6.4          If you do not receive your licence number within 48 hours of making payment please contact support@kudlian.net.


7      Licence


7.1         In consideration of you agreeing to abide by the terms of this Licence and (for versions of ‘the Software’ other than the free trial version) the payment of the licence fee specified in paragraph 9, we hereby grant to you a non-exclusive, non-transferable, royalty-free licence to use the version of ‘the Software’ you have selected and the Documentation on the terms of this Licence.


7.2         You may:

          7.2.1     install and use ‘the Software’ for your personal, non-commercial purposes only on the number of computers in accordance with the licence you have been supplied by Kudlian Software Limited;


          7.2.2     transfer ‘the Software’ to another computer if you replace your old computer, provided always it is installed and used on only one computer at any one time;


          7.2.3      receive and use any free supplementary software code or update of ‘the Software’ incorporating patches and corrections of errors as we may provide from time to time;


          7.2.4     and use any Documentation in support of the permitted uses set out in this paragraph


7.3       Your rights will continue as long as you continue to comply with the terms of this Licence and subject to our and your rights to terminate this Licence as set out in paragraph 10.


8      Your commitments


     8.1          Other than as expressly allowed in this Licence or as permitted by local law, you undertake:

          8.1.1     not to copy or reproduce ‘the Software’ or the Documentation except where such copying or reproduction is incidental to normal use;


          8.1.2     not to rent, lease, sub-license, loan, translate, merge, adapt, vary or modify I ‘the Software’ or the Documentation;


          8.1.3      not to make alterations to, or modifications of, the whole or any part of ‘the Software’ nor permit ‘the Software’ or any part of it to be combined with, or become incorporated in, any other program;


          8.1.4      not to disassemble, de-compile, reverse engineer or create derivative works based on the whole or any part of ‘the Software’ nor attempt to do any such things except to the extent that (by virtue of section 296A of the Copyright, Designs and Patents Act 1988) such actions cannot be prohibited because they are essential for the purpose of achieving inter-operability of ‘the Software’ with another software program, and provided that the information obtained by you during such activities:


                    (a)   is used only for the purpose of achieving inter-operability of ‘the           

                         Software’ with another software program;

                    (b)   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;                and

                    (c)   is not used to create any software which is substantially similar to ‘the

                         Software’

          

          8.1.5      to replace the current version of ‘the Software’ with any updated or upgraded version or new release provided by us under the terms of this Licence promptly on receipt of such version or release;

          8.1.6     to include our copyright notice on all entire and partial copies of ‘the      Software’ in any form;


          8.1.7       not to provide, or otherwise make available, ‘the Software’ in any form, in whole or in part (including program listings, object and source program listings, object code and source code) to any person without our prior written consent;

     

          8.1.8       not to use or make available ‘the Software’ via any communications network (including any peer-to-peer network) or by means of remote access, unless specifically authorised by Kudlian Software Limited


     9      Payment


     9.1     Other than for the free trial versions of ‘the Software’ you must complete payment before you will be able to receive a licence code or download the full App form an App store.


     9.2       Details of payment methods we accept will be displayed on our web site.


     9.3     When buying online, by clicking ‘BUY NOW’ you are confirming that either: (a) you are the registered card holder of the card used for payment; or (b) you have the permission of the registered card holder to use their card for payment.


10        Cancellation and refunds        


     10.1     We may cancel a Licence immediately, notifying you by written notice or email if you commit a material or persistent breach of this Licence which you fail to remedy (if remediable) within 14 days of us sending you a notice requiring you to do so.


     10.      If you buy online, when you click ‘BUY NOW’ a licence number is generated automatically allowing you to download and install the full version of ‘the Software’ and use it immediately. Therefore, once you have clicked ‘BUY NOW’ you will not have a right to cancel this Licence or receive a refund of any payment you have made other than as set out in paragraph 10.3. This is a permitted exception from your normal right to exercise a right to cancel an online contract under the seven day ‘cooling off’ period established by the Consumer Protection (Distance Selling) Regulations 2000.


     10.3     Once you have clicked ‘BUY NOW’, you may cancel the contract for Services with immediate effect by giving us written notice if:


          10.3.1      We breach this Licence in a material way and do not correct or fix the breach within thirty (30) days of you asking us to in writing; or


          10.3.2     We change this Licence to your material disadvantage and in either case you will be entitled to a refund of any payment you have made.


          10.4     If you request a refund for any reason our technical and legal departments may need to assess whether you are entitled to a refund, and we may require you to provide us with further information.

     

          10.5     If we suspect that a request for a refund on the basis of unauthorised card usage or for any other reason is fraudulent we will report that to the card issuer. Such a report may result in your card issuer cancelling your card services, have an adverse impact on the credit history third parties may hold about you, or lead to criminal or civil charges.


          10.6     Upon cancellation of this Licence for any reason all rights granted to you under this Licence shall cease, you must cease all activities authorised by this Licence, and you must immediately delete or remove I Can Animate from your computer.


11     Support


     11.1     We will endeavour to answer and resolve by telephone or e-mail any support queries which you may have regarding ‘the Software’. For telephone support please call between the hours of 09:30 – 16:30 (UTC), Monday to Friday (other than bank or public holidays as designated in the United Kingdom). For e-mail support please e-mail support@kudlian.net with a full description of your support request.


12       Registration

     

     12.1     The registration process you complete during the purchase of ‘the Software’ provides a number of benefits including access to ‘the Software’ updates and the support services, as referred to in paragraph 7.2.


     12.2     If you make a mistake during the registration process that you do not correct before completing your purchase, please email support@kudlian.net with a full description of the mistake and we will correct our records.


13            Intellectual property rights


     13.1        You acknowledge that:

          

          13.1.1     all intellectual property rights in ‘the Software’ and the Documentation throughout the world belong to the Licensor or parties from which it obtains licences;


          13.1.2     rights in ‘the Software’ are licensed (not sold) to you


          13.1.3      you have no rights in, or to, ‘the Software’ or the Documentation other than the right to download, install and use them in accordance with the terms of this Licence;


          13.1.4     you have no right to have access to ‘the Software’ in source code form.


     13.2  The integrity of ‘the Software’ is protected by technical protection measures so prevent infringement of intellectual property rights, including copyright, in ‘the Software’. You must not remove, circumvent or attempt to remove or circumvent any such technical protection measures.


     13.3      ‘The Software’ includes features that allow you to create video content that incorporate content and intellectual property rights belonging to other companies, including, but not limited to, Aardman Animations Limited (“Third Party Content“). You agree that in using such Third Party Content you shall not:


          13.3.1     do any act which may denigrate the value of or render invalid or weaken or amount to derogatory treatment of or jeopardise the registration or any application for registration of any Third Party Content or in any way detract from the value of the same;

          

          13.3.2     copy, reproduce, adapt, translate or otherwise use any Third Party Content except as explicitly allowed by the normal functionality of ‘the Software’;


          13.3.3      apply for registration of or register any copyright or design rights in any Third Party Content or content you create incorporating Third Party Content or register or apply for registration of any trade mark or domain name which consists of, or comprises, or is confusingly similar to, any Third Party Content;


          13.3.4     create or produce any work or material defamatory of the Third Party Content owner;


          13.3.5     harm, misuse or bring into disrepute any Third Party Content or owner of the same and shall not challenge or permit the challenge of the validity of any registration of or right in any Third Party Content.


14     Warranty

     14.1     We warrant that:


          14.1.1     ‘the Software’ will, when properly used in accordance with this Licence, perform substantially in accordance with the functions described in the Documentation, and the Documentation correctly describes the operation of ‘the Software’ in all material respects; and


               14.1.2     We have tested ‘the Software’ for viruses using commercially available virus-checking software, consistent with current industry practice.


     14.2      You acknowledge ‘the Software’ has not been developed to meet your individual requirements and that it is therefore your responsibility to ensure that the facilities and functions of ‘the Software’ as described in the Documentation meet your requirements.


     14.3      You acknowledge that ‘the Software’ may not be free of bugs or errors and you agree the existence of any minor errors shall not be a breach of this Licence.


     14.4      If you notify us of any defect or fault in ‘the Software’ in consequence of which it fails to perform substantially in accordance with the Documentation, and such defect or fault does not result from you having amended ‘the Software’ or used it in contravention of the terms of this Licence, we will, at our sole option, repair or replace ‘the Software’, provided that you make available all information that may be necessary to assist us in resolving the defect or fault, including sufficient information to enable us to recreate the defect or fault.


              14.5 Software Update - A software update or patch,  is usually a free download for ‘the software’ that provides fixes for features that aren't working as intended. It might also add minor software enhancements and compatibility. Software updates are released to address minor bugs discovered in the software, to improve the operation of hardware or peripherals, and to add support for new models of equipment. These small, incremental updates are designed to improve the operation of ‘the software’.


              14.6  A software upgrade is a new version of 'the software' that offers a significant change or major improvement over your current version. The version number might be incremental ie, 2.1.0 to 2.2.0. A Software upgarde is chargeable, The ugrade may be offered at a reduced price for a limited period, usually 12 months from the release date, for registered users of 'the software'. after twelve mnonths the software' will revert to full price (rrp).



15     Our liability


     15.1     This paragraph sets out our entire financial liability to you in respect of any breach of this Licence or any other claim arising under or in connection with this Licence.


     15.2      Nothing in this Licence shall limit or exclude our liability for: (a) death or personal injury resulting from our negligence; (b) fraud or fraudulent misrepresentation; (c) breach of certain terms implied by section 12 of the Sale of Goods Act 1979; (d) breach of section 2 of the Consumer Protection Act 1987; or (e) the deliberate default or wilful misconduct of our employees, agents or subcontractors.

     

     15.3     Subject to paragraph 15.2, our maximum liability to you under or in connection with this Licence shall in all circumstances be limited to a sum equal to the price you paid for ‘the Software’. Excluding any carriage or additional charges.


     15.4     You agree that the exclusions and limits of liability referred to in this paragraph 15 are reasonable taking account of: (a) the price we charge for ‘the Software’; (b) the fact you are only permitted to use ‘the Software’, non-commercial use; and (c) the fact you were able to download a free trial version of ‘the Software’ prior to paying for the full version.


     15.5      If you do not understand anything in this paragraph, 15, or need more information about what the laws referred to say, please contact us. Depending on your question we may suggest you should seek independent legal advice or contact a consumer advice body.


     15.6      This Licence explains the full extent of our obligations and liabilities in respect of the supply of ‘the Software’ and the Documentation.


16      Miscellaneous


     16.1      Variation We may change the terms of this Licence at any time. Unless we are required by a court or other competent authority to change these terms immediately, we will give you fourteen (14) days notice by e-mail of any change which reduces or limits any of your rights or imposes extra responsibilities on you. For changes which increase or extend your rights or impose extra responsibilities on us we will not normally give you notice and such changes will apply immediately. If you do not agree to any changes to this Licence you should notify us immediately, stop using ‘the Software’ and delete it from your device(s).


     16.2      Transfer of rights and obligations This Licence is binding on you and us and on our respective successors and assigns. You may not transfer, assign, charge or otherwise dispose of this Licence, or any of your rights or obligations arising under it, without our prior written consent. We may transfer, assign, charge, sub-contract or otherwise dispose of this Licence, or any of his rights or obligations arising under it, at any time during.


     16.3     Waiver If we fail to insist on strict performance of any of your obligations under this Licence or fail to exercise any rights or remedies we are entitled to, that shall not be a waiver of those rights or remedies and shall not relieve you from compliance.


     16.4      If a competent authority (such as a court) finds any term of this Licence to be invalid, unlawful or unenforceable to any extent, it will to that extent be severed from the remaining terms, and the remaining terms will continue to be valid.


     16.5      Entire agreement; this Licence and any document expressly referred to in it constitute the whole agreement between us and supersedes any previous arrangement, understanding or agreement between us, relating to the licensing of ‘the Software’ and Documentation. Nothing in this clause shall limit or exclude any liability for fraud.

     

     Please note that to use the Animate It! website operated by Aardman Animations Limited, you will have to agree to their website terms of use and privacy policy specified on that website.


     16.6     Third party rights Aardman Animations Limited shall be entitled to enforce paragraph 13 of this Licence under the Contracts (Rights of Third Parties) Act 1999, but nothing in this Agreement shall otherwise confer any right on any person under that Act.


     16.7     Law and jurisdiction This Licence, its subject matter or its formation (including non-contractual disputes or claims) shall be governed by and construed in accordance with English law and each party agrees that any dispute arising out of it shall be submitted to the non-exclusive jurisdiction of the English courts.