C19-YRS End User License Agreement
Last reviewed: 31st October 2024
Introduction
This end user license agreement (hereinafter referred to as the “EULA”) constitute a legal and binding agreement between ELAROS 24/7 Ltd, with registered office at The Electric Works, Concourse Way, Sheaf St, Sheffield City Centre, Sheffield S1 2BJ, business registration no. 07469441 , including its subsidiaries, affiliates and contractors acting on its behalf (hereinafter collectively referred to as “Us”, “We”, or “Our”) and any person or entity and its heirs, agents, successors and assigns that have purchased, or is authorised to, access Our C19-YRS Software (hereinafter singularly and collectively referred to as “You” or “Your”).
IMPORTANT NOTICE: Your continued use of the C19-YRS Software constitutes Your expressed acceptance of, and agreement to be bound by, this EULA, as in force from time to time. Therefore, You understand and acknowledge that by downloading, accessing, installing or using the C19-YRS Software You agree to be bound by the terms of this EULA. If You do not accept such terms in their entirety, You must not download, access, install or use the C19-YRS Software. If You agree to this EULA on behalf of an entity, or in connection with providing or receiving services on behalf of an entity, You represent and warrant that You have the authority to bind that entity to this EULA. In such an event, “You” and “Your” will refer and apply to that entity or agency.
1. Definitions
The following capitalised terms shall have the meanings set forth below, provided that the singular includes the plural and vice-versa, and any gender shall include the other genders:
1.1 “Data” means any information, text, message, software, picture, sound, video, music and any library, data, content, or material transmitted or conveyed through the C19-YRS Software and/or the related Services.
1.2. “Commencement Date” means any of the following moments, whichever occurs first: (i) Your express acceptance of this EULA; (ii) Your download and/or installation of the C19-YRS Software; (iii) Your registration of an account on the C19-YRS Software website at c19-yrs.elaros.com; (iv) Your acceptance of any valid communication with Us or any of Our authorised representative that refers to this EULA.
1.3. “Force Majeure” means any act, event or cause, except in relation to obligations to make payments, beyond the reasonable control of the Party affected by that force majeure including, without limitation, any act of God or any public enemy, fire, flood, explosion, landslide, epidemic, breakdown of or damage to plant, equipment or facilities, inability to obtain or unavailability of or damage to materials, ingredients or supplies, strikes, labour disputes, war, sabotage, riot, insurrection, civil commotion, national emergency and martial law, expropriation, restraint, prohibition, embargo, decree or order of any government, governmental authority or court.
1.4. “Intellectual Property Rights” or “IP Rights” means all intellectual property and other similar proprietary rights in any jurisdiction, whether owned or held for use under license, whether registered or unregistered, including such rights in and to: trademarks, logos, trade names, patents and patent applications, utility models, inventions, discoveries, writings and other works of authorship, trade secrets, information that is not generally known to the public or that constitutes a trade secret under any applicable Law, Software (including, without limitation, data files, source code, object code, application programming interfaces, databases and other software-related specifications and documentation), advertising and promotional materials, as well as claims, causes of action and defences relating to the enforcement of any of the foregoing. In each case above, “IP Rights” include also any registrations of, applications to register, and renewals and extensions of, any of the foregoing before or by any governmental authority in any jurisdiction.
1.5. “Law” means, collectively and indistinctly, any applicable local, state, national, and international laws, by-laws, rules, regulation, circulars, notifications, ordinances, protocols, codes, guidelines, policies, notices, directions, orders, decrees, judgments of courts, or other requirements of any governmental authority.
1.6. “Party” means either You or Us, while “Parties” means, collectively, both You and Us.
1.7. “C19-YRS Software” means, collectively and indistinctly, Our “C19-YRS” proprietary Software and any Third-Party Software integrated thereto, which is made available to You according to this EULA. In particular, the said “C19-YRS” Software has the following features: The C19-YRS is a digital platform that enables users to record information about their health condition, or review information related to other users under their supervision; access educational material; send messages to other users; and view the histories of their personal account, or the histories of other users under their supervision with relevant permission(s). “Personal Data” means any Data referred to an identified or identifiable natural person. “Personal Data Protection Laws” mean any applicable Law regarding the protection of Personal Data. “Software” means, collectively and indistinctly, any software, including, without limitation, computer software, mobile apps, documentation (including, without limitation, standard product documentation, user and technical documentation, further documents that describe the standard functionalities thereof, etc.), tool, application, application programming interface (API), development libraries, user interfaces, component, user interface, appearance (including, without limitation, images, designs, fonts, etc.), code (including, without limitation, assemblers, applets, compilers, source code, source code listings, object code, plug-in, etc.), as well as any fixes, patches, updates or upgrades to such items.
1.8. “Services” means, collectively and indistinctly, the services (including, without limitation, SaaS, internet-based service, etc.) made available to You according to this EULA. To such purpose, “Services” include access to any C19-YRS Software, website, platform and any associated feature or service, as well as any Software or Data to which You have access as part of the C19-YRS Software and/or the same Services.
1.9. “Third-Party Software” means, collectively and indistinctly, any Software developed, distributed or sold by an entity other than the Parties.
1.10. “Subscription Plan” means, collectively and indistinctly, the term which either you have purchased a licence to use the C19-YRS Software for personal use, or which an organisation has paid Us to deliver Our Services to them so that other users can access the C19-YRS Software under specific terms and conditions set by the organisation.
You agree that when using the System you will comply with all Applicable Laws and these Terms. In particular, but without limitation, you agree not to: (a) Use the System in any unlawful manner or in a manner which promotes or encourages illegal activity including (without limitation) copyright infringement; or (b) Attempt to gain unauthorised access to the System or any networks, servers or computer systems connected to the system; or (c) Modify, adapt, translate or reverse engineer any part of the system or re-format or frame any portion of the pages comprising the System, save to the extent expressly permitted by these Terms or by law.
You agree to indemnify ELAROS in full and on demand from and against any loss, damage, costs or expenses which they suffer or incur directly or indirectly as a result of your use of the System otherwise than in accordance with these Terms or Applicable Laws.
2. Sources, Access, Delivery and Requirements
2.1. Authorised sources. You must lawfully acquire the C19-YRS Software by purchasing, downloading or accessing it from Us directly or Our website at c19-yrs.com or from any of Our authorised reseller, partner or provider. In the latter case, You shall also comply with the terms and conditions of such resellers, partners or providers.
2.2. Access. Your access to the C19-YRS Software is granted subject to an account registration to Our C19-YRS Software, as well as under the terms of this EULA.
2.3. Requirements. Only the Software running on the hardware and in the environment(s) specified in the C19-YRS Software’s documentation is unconditionally eligible for running the C19-YRS, as well as for Our support and other services. You agree that You are solely responsible for meeting these requirements, as well as for any needed changes, updates and fees, where applicable.
The trademarks, service marks, and logos (“Trade Marks”) contained on or in the System are owned by ELAROS or third party partners of ELAROS. You cannot use, copy, edit, vary, reproduce, publish, display, distribute, store, transmit, commercially exploit or disseminate the Trade Marks without the prior written consent of ELAROS or the relevant third party partner of ELAROS.
3. Rights Granted
3.1. Grant of license. You are granted a limited, worldwide, non-assignable, non-sublicensable, non-transferable and non-exclusive license to use the C19-YRS Software according to the terms herein.
3.2. Allowed devices. You are permitted to access and use the C19-YRS Software by running the application or accessing the web login on supported devices.
3.3. Scope of the license. You agree that You will use the C19-YRS Software only in connection with Your own normal personal use, and You will not – unless otherwise provided in this EULA or contractually agreed with Us – sell, lease, re-distribute, provide managed services, or otherwise provide or make available, either directly or via other means, or otherwise, the C19-YRS Software to any third party.
3.4. Trial Period. We do not offer trial periods to individual end users purchasing a license directly through the app. However, trial periods are available at our discretion to organisations that wish to purchase licenses on behalf of end users under their supervision which can be arranged by contacting us at c19-yrs@elaros.com. The trial period is subject to the terms and conditions or other collateral contract agreed upon between the organisation and Us and is designed to enable You to evaluate all or part of the C19-YRS Software and the related Services before taking out a paid Subscription Plan. Upon the expiration of the said trial period without the purchase of a Subscription Plan, You will be prevented to access the evaluated C19-YRS Software and the Services; to such purpose, You expressly acknowledge and accept that We are not be liable towards You, any Authorised User or any other third party for any Data and/or customisation that might be lost due to the said limited access or fruition of the C19-YRS Software and/or the related Services
3.5. Third-Party Software. You expressly acknowledge and accept that certain content, products and services available via the C19-YRS Software may include Third-Party Software, as specified in the C19-YRS Software’s documentation. All Third-Party Software is licensed to You under the terms of this EULA, unless We provide other terms along with the C19-YRS Software’s documentation. To any Third-Party Software shall apply Sections. 9.1), 9.2), 9.3) and 9.4) below and, therefore, without limiting the foregoing, We are not responsible for examining or evaluating the content or accuracy of the Third-Party Software nor provide any warranty, express or implied, with respect to any Third-Party Software and expressly disclaim any warranty or condition of merchantability, fitness for a particular purpose, title, and non-infringement.
3.6. Reservation of rights. We expressly reserve all rights not expressly granted to You in this EULA.
4. Your Responsibilities
4.1. General responsibilities. You are entirely responsible for the use of the C19-YRS Software and, to such purpose, You shall not use, encourage, promote, facilitate, instruct (or induce others to do the foregoing on) the C19-YRS Software for any activity that violates any applicable Law or to transmit, store, display, distribute or otherwise make available any Data that is illegal or that would encourage or constitute a criminal or civil liability under any Law.
4.2. Data lawfulness. You undertake to have all the interest and title (including, without limitation, any related Intellectual Property Right) in and to the Data that You may transmit, store, display, distribute or otherwise make available through the C19-YRS Software, and that You are solely responsible for the accuracy, quality, integrity, legality, reliability, and appropriateness thereof. Without limiting the foregoing, You warrant and represent that such Data is fully compliant with any applicable Law. In no way whatsoever We will be responsible for any of such Data.
4.3. Updates. In case the C19-YRS Software needs any update as provided in Sect. 5.1) below, You are encouraged to install such updates as soon as they are available. You shall bear full risk of any loss or damage in case any updates are not properly and timely installed due to Your fault; We expressly disclaim any liability in such respect.
4.4. Export regulations compliance. You expressly acknowledge that You are not an entity targeted by any Law which provides economic sanctions, export controls, import regulations or trade embargoes, nor You are otherwise owned or controlled by, or acting on behalf of, any person or entity targeted or in any way affected by the foregoing. Furthermore, You expressly acknowledge that You will not download or otherwise export or re-export the C19-YRS Software’s content, products or services or any related technical data directly or indirectly to any person or entity targeted by the aforementioned Law or for any end-use prohibited or restricted by such Law.
4.1. General responsibilities. You are entirely responsible for the use of the C19-YRS Software and, to such purpose, You shall not use, encourage, promote, facilitate, instruct (or induce others to do the foregoing on) the C19-YRS Software for any activity that violates any applicable Law or to transmit, store, display, distribute or otherwise make available any Data that is illegal or that would encourage or constitute a criminal or civil liability under any Law.
4.2. Data lawfulness. You undertake to have all the interest and title (including, without limitation, any related Intellectual Property Right) in and to the Data that You may transmit, store, display, distribute or otherwise make available through the C19-YRS Software, and that You are solely responsible for the accuracy, quality, integrity, legality, reliability, and appropriateness thereof. Without limiting the foregoing, You warrant and represent that such Data is fully compliant with any applicable Law. In no way whatsoever We will be responsible for any of such Data.
4.3. Updates. In case the C19-YRS Software needs any update as provided in Sect. 5.1) below, You are encouraged to install such updates as soon as they are available. You shall bear full risk of any loss or damage in case any updates are not properly and timely installed due to Your fault; We expressly disclaim any liability in such respect.
4.4. Export regulations compliance. You expressly acknowledge that You are not an entity targeted by any Law which provides economic sanctions, export controls, import regulations or trade embargoes, nor You are otherwise owned or controlled by, or acting on behalf of, any person or entity targeted or in any way affected by the foregoing. Furthermore, You expressly acknowledge that You will not download or otherwise export or re-export the C19-YRS Software’s content, products or services or any related technical data directly or indirectly to any person or entity targeted by the aforementioned Law or for any end-use prohibited or restricted by such Law.
4.5. Indemnification. To any third party’s claim arising out of a violation of Your obligations under this Section 4 (Your Responsibilities), Sects. 10.1 and 10.2 below shall apply, in addition to any other rights or remedies afforded to Us under this EULA and/or as per the applicable Law.
ELAROS will not be liable, in contract, tort (including, without limitation, negligence), under statute or otherwise, as a result of or in connection with the System, for any: (i) economic loss (including, without limitation, loss of revenues, profits, contracts, business or anticipated savings); or (ii) loss of goodwill or reputation; or (iii) special or indirect or consequential loss. IF ELAROS IS LIABLE TO YOU DIRECTLY OR INDIRECTLY IN RELATION TO THE SYSTEM, THAT LIABILITY (HOWSOEVER ARISING) SHALL BE LIMITED TO: (A) FIFTY POUNDS STERLING (50.00); OR (B) THE SUMS PAID BY YOU/YOUR ORGANISATION UPON PURCHASING THE SYSTEM.
Nothing in these Terms shall be construed as excluding or limiting the liability of ELAROS for death or personal injury caused by its negligence or for any other liability which cannot be excluded by English law.
5. Licence checks, Updates, Availability and Discontinuation
5.1. Updates. We, in Our sole discretion, reserve the right to add or remove tools, utilities, improvements, Third-Party Software, features or functions, or to provide programming fixes, updates and upgrades, to the C19-YRS Software in order to improve and enhance the features and performance thereof and/or according to this EULA. The C19-YRS Software contains automatic update technology, a feature used to provide maintenance (such as a bug fixes, patches, enhanced functions, missing plug-ins, and new versions) and, by installing the same C19-YRS Software initially, You consent to the transmission of standard computer information and the automatic downloading and installation of maintenance Software. Given the preceding, You expressly acknowledge and agree that: (i) We have no obligation to make available and/or provide any updates; (ii) in case We provide any updates, this EULA shall automatically apply thereto, unless We provide other terms along with such updates; (iii) We disclaim any liability in case any updates result in an unavailability, deficiency or incompatibility of any Third-Party Software (and/or of any other pre-existing feature or function) with the updated Software.
5.2. Availability. We will use commercially reasonable efforts to ensure the availability of the C19-YRS Software for Our customers. Regardless, You acknowledge and agree that We have no control or liability over the availability of the C19-YRS Software on a continuous or uninterrupted basis, so that from time to time the same may be inaccessible or inoperable, including, without limitation, for: (i) equipment malfunctions, periodic maintenance procedures or repairs; (ii) Force Majeure; (iii) limitations due to Your particular device or hardware; (iv) unavailability, deficiency or incompatibility of any Third-Party Software with the C19-YRS Software for any reason (e.g., third-party’s or Our discontinuation policy, incompatibilities between any updates and a Third-Party Software, etc.); (v) Your violation of any relevant provision of this EULA. Any unavailability of the C19-YRS Software under this Sect. 5.3) shall not excuse You from Your obligation to make timely payment(s) under the applicable Subscription Plan.
5.3. Discontinuation. You expressly acknowledge and accept that the C19-YRS Software is subject to this EULA and, therefore, We reserve the right – without Our liability in such respect towards You or any other third party – to discontinue any Software’s feature, content or service (including, without limitation, access to technical support, access to Third-Party Software, etc.), in accordance with this EULA or other contractual licence agreement agreed separately. The preceding applies also to any Third-Party Software, which is subject to such third party’s discontinuation policy, without Our liability towards You or any other third party in case any updates result in an unavailability, deficiency or incompatibility of any pre-existing Third-Party Software with the updated Software.
6. Term and Termination
6.1. Term. The rights herein conferred to You are provided as of the Commencement Date unless terminated as provided below.2. Termination for breach. In the case that You breach any term herein provided and do not rectify within 10 (ten) days after Our provision of initial notice to you, We are entitled to terminate the EULA.
6.2. Right to Cancel. Subscription Plans for Our Services purchased directly through the C19-YRS mobile application are not eligible to cancel after purchase which You acknowledge by agreeing to this EULA. Subscription Plans purchased by organisations on behalf of end users have a 14-day grace period following the purchase date for the full amount, minus any administration fees, unless otherwise stated in any collateral contract or agreement between Us and the organisation.
6.3. Eligibility for Refunds. Subscription Plans purchased directly through the C19-YRS mobile application or website are ineligible for refunds unless the app does not perform as described, have technical issues that prevent use, or other valid reasons. Refund requests must be made within 14 days of purchase. Eligibility for refunds of Subscription Plans purchased by organisations on behalf of users is subject to this EULA and any collateral contract or agreement between Us and the organisation.
6.4. No access after termination. Upon the termination, for any reason whatsoever, of this EULA or the applicable Subscription Plan which grants you a licence to use Our Services, You no longer have rights to access or use the C19-YRS Software and, if applicable, We will delete or otherwise make inaccessible Your account and any Data in the C19-YRS Software, if any. We shall not be liable towards You or any other third party for the loss of any Data and/or customisation after the termination of this EULA for whatever reason or cause.
6.5. Renewal Policy
6.5.1. Automatic Renewal: Unless cancelled prior to the end of the current subscription period, your subscription will automatically renew for an additional period at the then-current subscription rate, unless otherwise stated in any collateral contract or agreement with the Customer. The renewal charge will be applied to the payment method on file.
6.5.2. Renewal Reminders: Customers making in-app purchases will be sent a renewal reminder email by their respective Apple or Android App Store Provider before your subscription is set to renew, detailing the renewal date and subscription cost. Customers purchasing on behalf of end users will be notified at least 30 days before expiry of their respective plan Subscription Plan via their chosen email.
6.5.3. Cancellation: Customers can cancel their in-app purchases at any time before the renewal date to prevent the next billing cycle. Organisations who purchase a Subscription Plan outside through our website or directly with us can cancel their Subscription Plan by contacting our support team at c19-yrs@elaros.com.
6.5.4. Changes to Subscription Rates: We reserve the right to change subscription rates at any time. Any rate changes will be communicated to you in advance, and you will have the option to cancel your subscription before the new rates take effect.
If any provision(s) of these Terms is held by a court of competent jurisdiction to be invalid or unenforceable, then such provision(s) shall be construed, as nearly as possible, to reflect the intentions of the parties (as reflected in the provision(s)) and all other provisions shall remain in full force and effect.
ELAROS’ failure to exercise or enforce any right or provision of these Terms shall not constitute a waiver of such right or provision unless acknowledged and agreed to by ELAROS in writing.
Unless otherwise expressly stated, nothing in the Terms shall create any rights or any other benefits whether pursuant to the Contracts (Rights of Third Parties) Act 1999 or otherwise in favour of any person other than you and ELAROS.
7. Intellectual Property Rights
We hold and retain all and any title and interest in and to the C19-YRS Software, as well as in any Intellectual Property Right associated with the same and, therefore, nothing in this EULA will be interpreted as a transfer, in whole or in part, of any IP Rights in and to the C19-YRS Software to You or any other third party. Accordingly, You must not, and must not cause or permit others to: (i) remove or alter any C19-YRS Software identification code, marking or notice from Us or Our licensors; (ii) copy, modify, adapt, make derivative works of, disassemble, decompile, reverse engineer, reproduce, distribute or republish any part of the C19-YRS Software; (iii) perform or disclose any benchmark or performance tests of the C19-YRS Software or any associated infrastructure (such as, without limitation, network discovery, port and service identification, vulnerability scanning, password cracking, remote access testing, penetration testing, etc.); and (iv) license, sell, rent, lease, transfer, assign, distribute, host, outsource, permit timesharing or service bureau use, or otherwise commercially exploit or make available the C19-YRS Software to any third party.
8. Privacy and Data Protection
8.1. Privacy Policy. You declare to have carefully read Our Privacy Policy (available at c19-yrs.com) and got a clear understanding of how We collect, use, protect or otherwise handle Personal Data in the provision of the Services.
8.2. Anonymised Data analysis. We are allowed to analyse anonymised Data (i.e., Data that cannot be linked to or used to identify an individual and that, therefore, do not include personal identifiers of a person, such as their name, e-mail address, address, etc. in our analysis) for the purpose to maintain, update or improve the C19-YRS Software and/or the Services, as well as to conduct internal statistics and analytics on the use and proper functioning of the same Services. You have no right, title or interest in any result of these analyses performed by Us, which shall be deemed as Our Intellectual Property Rights.
9. Warranty and Liability
9.1. 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.
9.2. Limited warranty. THE C19-YRS SOFTWARE IS PROVIDED “AS IS”, “AS AVAILABLE” AND “WITH ALL FAULTS”, WITHOUT WARRANTY OF ANY KIND. TO THE MAXIMUM EXTENT PERMITTED BY THE APPLICABLE LAW, WE DISCLAIM ANY AND ALL WARRANTIES, WHETHER EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION, ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, AND ANY WARRANTY THAT MAY ARISE OUT OF COURSE OF DEALING, COURSE OF PERFORMANCE, USAGE OR TRADE PRACTICE.
9.3. Disclaimer of liability. IN NO EVENT SHALL WE BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, PUNITIVE, OR CONSEQUENTIAL DAMAGES (INCLUDING, BUT NOT LIMITED TO, PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES, COMPUTER FAILURE OR MALFUNCTION, LOSS OF DATA OR PROFITS, BUSINESS INTERRUPTION, ETC.) HOWEVER CAUSED AND ON ANY THEORY OF LIABILITY, WHETHER IN CONTRACT, STRICT LIABILITY, OR TORT (INCLUDING NEGLIGENCE OR OTHERWISE) ARISING IN ANY WAY OUT OF THE USE OF THE C19-YRS SOFTWARE, EVEN IF WE ARE AWARE OF OR HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGE.
9.4. Remedies. EXCEPT FOR CLAIMS WITH RESPECT TO FRAUD, DEATH OR PERSONAL INJURY, FOR WHICH NO LIMIT SHALL APPLY, IN NO EVENT – TO THE MAXIMUM EXTENT PERMITTED BY THE APPLICABLE LAW – OUR LIABILITY SHALL IN THE AGGREGATE EXCEED £50.
9.5. Mandatory legal provisions. Some jurisdictions do not allow certain limitations of warranty or liability, therefore some or all of the limitations above provided may not apply to You. In such case, the limitations provided herein shall be applicable to the fullest and maximum extent permitted by the applicable Law.
9.6. Save where expressly provided, all conditions, warranties or other terms which might have effect between the parties or be implied or incorporated into this Agreement or any collateral contract, whether by statute, common law or otherwise, are hereby excluded to the maximum extent permitted by law.
9.7. Third party organisations. Any third-party that invites You to use the App is solely responsible for making payment to us under the contract in place between us and them. The contract in place between Us and the third-party organisation outlines our liability to them in connection with the Services, including for breaches under this Agreement. As a result of this, and to the maximum extent permitted by law, we shall not be liable to You in any way whether in tort (including for negligence or breach of statutory duty), contract, misrepresentation, restitution or otherwise for any liability, loss, cost, charges or other damages you incur through Your use of the App and our Services.
9.8. Events out of our control. We are not responsible for events outside of our control. If the Services we provide to you are disrupted then We will contact you as soon as possible to provide the relevant and necessary updates and assurances that We will take steps to minimise the effect of the disruption. Provided that We do this, We will not be liable for minor disruptions caused by the event but if there is a risk of major disruption to Our Services provided to you or a third party Service that grants you access to the C19-YRS Software, Our Customers may contact us to end this Agreement and any collateral contracts and receive a refund for any Services they have paid for but not received.
10. Indemnification
10.1. Indemnification. You shall indemnify and hold Us harmless from and against all damages, losses, and expenses of any kind (including reasonable legal fees and costs) arose by any claim made by any third party (including, without limitation, any agency, public administrations, entities, etc.) against Us in connection with any of Your: (i) violation or breach of any term of this EULA; (ii) violation of any applicable Law, whether or not referenced herein; (iii) violation of any rights of any third party; (iv) use or misuse of the C19-YRS Software.
10.2. Remedies. You expressly agree and acknowledge that any violation of Your obligations pursuant to this EULA may cause Us irreparable harm and damage, which may not be recovered at law. Therefore, You agree that Our remedies for breach of this EULA may be in equity by way of injunctive relief, as well and any other relief available, whether in law or in equity.
11. Miscellaneous
11.1. Assignment. You are not allowed to assign this EULA or any rights hereunder, unless with Our previous written consent. Conversely, We are allowed, at Our sole discretion, to assign this EULA or any rights hereunder to any third party, without giving You any prior notice.
11.2. Force majeure. A Party shall not be responsible for any failure to perform due to any event of Force Majeure. In the event of any such delay, the affected Party will be excused from such performance to the extent it is delayed or prevented by such cause. However, the other Party may terminate this EULA forthwith on written notice if such Force Majeure condition continues for a period of sixty (60) days.
11.3. No implied waiver. Any tolerance or silence by Us, even if on a continuous and reiterated basis, in relation to any breach or default by You of any provision of this EULA shall not be considered as a consent to such breaches and defaults and shall not affect the validity of the clause breached nor shall be construed as a waiver to any of the rights pertaining to Us pursuant to this EULA and/or the applicable Law.
11.4. Governing law and exclusive jurisdiction. This EULA is governed by the substantive and procedural Laws of United Kingdom of Great Britain and Northern Ireland. Any dispute arising out of, or relating to, this EULA shall be submitted to the exclusive jurisdiction of the Court of United Kingdom of Great Britain and Northern Ireland.
11.5. Severability. Should any part of this EULA be declared illegal or unenforceable, the remaining portion will remain in full force and effects.
11.6. Amendments. The effective date of the last version of this EULA is written above. We have the right to amend this EULA at any time, and to change, delete, discontinue or impose conditions on use of the C19-YRS Software, in which case the new terms and conditions will supersede prior terms. Any changes will be effective after thirty (30) days from the time We first notify You about such changes via email or/and notifications while using the C19-YRS Software and/or other reasonable means. Your continued use of the C19-YRS Software following changes to this EULA after the effective date of a revised version thereof constitutes Your expressed acceptance of, and agreement to be bound by, this EULA as in force from time to time. If You do not accept modified EULA in part or full, You must terminate Your account and stop using the C19-YRS Software before the change takes effect.
12. Contact Us
If you have any questions about the terms outlined by this agreement, then please contact us at
c19-yrs@elaros.com.
Last updated 15th October 2023