CRISP THINKING (U.K.) LIMITED

IMPORTANT SOFTWARE LICENSING, SERVICE TERMS AND TERMS AND CONDITIONS FOR THE IMSAFER WEBSITE

1. TERMS AND CONDITIONS

1.1 ACCEPTANCE

Welcome to www.imsafer.com (this "Website"). This Website is owned and operated by Crisp Thinking (UK) Limited, trading as imsafer. References to "we", "us" or "our" are references to Imsafer. We are a company registered in England and Wales (company number 5636614), and our address for correspondence is: Angel’s Wing, Whitehouse Street, Leeds, LS10 1AD, United Kingdom (support@imsafer.com).

These terms and conditions ("Terms and Conditions") are deemed to incorporate our Privacy Policy, which you should read together with these Terms and Conditions.

Your use of this Website and your use and/or purchase of Imsafer's products and services is at all times subject to these Terms and Conditions as applicable to your use of the website (which forms a legally binding contract between you and us) and all applicable laws. By accessing this Website or using and/or purchasing Imsafer's products or services, you agree to these Terms and Conditions. If you do not agree to these Terms and Conditions, you must exit our website immediately do not use this Website and do not use and/or purchase Imsafer's products or services.

1.2 Changes to Terms and Conditions

We reserve the right, from time to time, with or without notice to you, to change these Terms and Conditions at our sole discretion. The Terms and Conditions applicable to your access to and use of this Website and your use and/or purchase of our products or services will be the version that is current and displayed on this Website as at each date you access this Website or use and/or purchase our products or services (as applicable). Your use of this Website or your use and/or purchase of Imsafer's products or services after changes are made means that you agree to be bound by such changes.

Membership and Billing

You can find the specific details regarding your subscription with Imsafer including your next billing date, at any time by clicking on the relevant section of the website.

1.3 Software

The software which you are about to download ("the Client") is provided to you by Crisp Thinking (U.K.) Limited on the basis of the terms set out below.

The Client is required to enable your use of the content monitoring service offered by us from time to time in accordance with our current service ("the Service").

1.4 To protect your own interests, please read these software licensing and service terms carefully before downloading the Client and/or using the Service. Once you have read them and if you wish to proceed, then you may download the Client.

1.5 By downloading the Client you accept that:

1.5.1 We do not give any warranty (express or implied) or assurances of whatever nature as to the reliability, merchantability, quality or fitness for purpose of the Client and to the extent permitted by law all such warranties or assurances are hereby excluded;

1.5.2 You will be responsible for any use by you of the Client and in particular you will not use the Client for anything other than its intended purpose or use it illegally or unlawfully or for any unlawful or illegal purpose (including (without limitation) breaching any Federal or other wire tapping regulations). You will indemnify us for any loss or damage we suffer as a result of any failure by you to comply with this clause; and

1.5.3 We will not be responsible to you if the Client or the Service does not meet any of your particular needs or requirements.

2. LICENCE OF THE CLIENT

2.1 We licence you on a non-exclusive basis to use the Client for the sole purpose of accessing the Service.

2.2 You agree that these terms will apply to your use of the Client including any copy.

2.3 You do not own the copyright or other intellectual property rights in the Client, the Service, or in any proprietary information they may contain. Your rights to use the Client and the Service are as specified in these terms and we retain all rights not expressly granted to you in them.

3. HOW YOU MAY USE THE CLIENT AND THE SERVICE

3.1 This licence is for your personal use. You may make copies of the Client for internal purposes only. It may not be sub-licenced, copied for use outside your home, sold, distributed, reproduced, incorporated into other software or otherwise used without our prior written consent, except that it may be backed up for normal security purposes. You may not rent, lend or lease the Client or allow any person other than you to use the Service.

3.2 You may not adapt, modify, decompile or disassemble the Client.

3.3 You must not use the Service or allow the Service to be used in any way which breaks any law or the conditions of any licence or rights of others

3.4 If we reasonably believe that you have used the Service to break the law or the conditions of any licence given to you we may take action to suspend your use of the Service or end your agreement with us without telling you first, even if you were not aware that your Service was misused.

3.5 You are responsible for properly using any user IDs, personal identification numbers and passwords needed for the Service, if any, and must take all necessary steps to make sure that you keep these confidential and secure, use them properly and do not make these available to unauthorised people.

3.6 Whilst your use of Service will reduce the risk of Message Data comprising grooming activity, you acknowledge that your use of the Service does not guarantee that all potentially criminal or undesirable Message Data will be correctly identified as such by the Service. You acknowledge that the Service should be used in conjunction with other practical methods of risk management and is not a substitute for other forms of monitoring and supervision.

4. PAYING FOR THE SERVICE

4.1 In consideration of provision of the Client and the Service you agree to pay the relevant Subscription Charges in respect of the same, including any charges for late payment, whether you use the Service or otherwise. These charges will be made known to you in advance of you using the Service.

4.2 Subject to paragraph 4.3, unless we agree otherwise, you will pay our relevant charges for the Service in advance.

4.3 If we have agreed to provide the Services on the basis of an initial free period, your obligation to pay for such Services shall not begin until expiry of such initial free period.

4.4 We may vary our charges for the provision of Services at any time. We will tell you at least 30 days before we do this.

5. SUBSCRIPTION CHARGES

The relevant subscription charges for the IMSafer Service will be charged on the day immediately after your free trial ends (if applicable) or on the first day you subscribe to the IMSafer Service if you are not eligible for a free trial. This charge will continue on each renewal date thereafter unless and until you cancel, and regardless of how much you use the service. We will automatically charge you, using your specified payment method, each period (annually unless otherwise specified) on or after the calendar day corresponding to the commencement of your subscription. All fees and charges are non-refundable. If you wish to use a different payment method, or if there is a change in your card validity or expiry date, you may edit payment details through the "My account" section of the IMSafer Website. We do not provide refunds for cancellations part-way through the billing period.

You agree not to hold us responsible for banking charges incurred due to payments on your account.

6. DURATION OF RIGHTS AND TERMINATION

6.1 You may cancel your agreement with us before you have used the Service. If you do cancel this agreement before you use the Service we will not charge you. If you cancel the Service, you agree to uninstall the Client from your computer.

6.2 If you have used the Service, you can terminate the Service by giving not less than 48 hours notice before the day of the monthly or annual anniversary of the commencement of the provision of the Service to you (“Billing Day”)

6.3 If you do not give at least 48 hours notice before the Billing Day you will continue to receive, and be charged for the Service until your next Billing Day. We can end your access to the Service by giving you 30 days' written notice.

6.4 If we stop providing you with access to the Service within any relevant minimum period because you have asked us to, you may have to pay a charge for ending it early equivalent to the balance of the charges that you would have paid us until the end of the relevant minimum period.

6.5 In the event you terminate the Service part way through a Subscription Period all fees and charges are non refundable.

6.6 If you breach any of these terms and that breach is serious or cannot be put right, this licence terminates immediately. In all other cases we will give you notice of your breach and a reasonable opportunity to put it right before we terminate the licence. On termination you will no longer be able to use the Client, or the Service.

7. SUPPORT ISSUES

In the event that you require assistance in relation to the Client or the Service, assistance is available through the following channels:

7.1 the frequently asked questions section of our website at www.imsafer.com/support.aspx; and/or

7.2 by emailing our helpdesk at the following address support@imsafer.com

8. DATA PROTECTION

8.1 In order to use the Service the Client will send copies of all instant messaging conversations from supported messaging software to our Anti-Grooming Engine and Database for analysis ("the Message Data"). Such Message Data may include personal data relating to you or third parties. For the purposes of the Data Protection Act 1998 ("the Act") you acknowledge that you are the Data Controller under the Act and that you will be processing Message Data for the purposes of your personal, family or household affairs (including recreational purposes).

8.2 The Service and the Client enables you to use our IMSafer Database to process Message Data to identify whether any Message Data constitutes a potential grooming conversation:

8.3 In order to continuously improve the quality of the Service available to you and to any other user of the Service any Message Data received from you will be included in the IMSafer Database.

8.4 Subject to clause 7.5, we shall not disclose your Message Data to any third party without your consent and shall only keep such Message Data for so long as it is reasonably necessary to improve the quality of the IMSafer Database.

8.5 We may disclose Message Data to law enforcement agencies and other government agencies without the need for your consent, or notice.

8.6 acknowledge that for the purposes of the Data Protection Act 1998 ("the Act") you will be the Data Controller (as defined in the Act) and we shall act as a Data Processor (as defined in the Act) by processing Message Data on your behalf as part of the Service. You also acknowledge that the Message Data processed by the Service will be for the purposes of your personal, family and household affairs (including recreational purposes).

9. LIMITATION OF LIABILITY

9.1 We will accept liability for our negligence or breach of these terms if such negligence or breach causes death or injury. We will also accept liability for damage to your property if the cause is our fault. Other than that, we will not be liable for any losses or damage caused directly or indirectly from any failure of the Client or the Service to operate in the manner in which you expect it to. You acknowledge that we are not making a commitment to you that your use of the Service will identify and/or eliminate all potentially criminal Message Data.

9.2 In particular, since the Client and the Service is provided to you as a consumer, we cannot accept responsibility for any losses related to any business of yours such as lost data, lost profits or other business loss.

9.3 Unfortunately, we cannot guarantee that the Service will be available 100% of the time and cannot guarantee the performance of the Service.

9.4 The Service has been tested to operate in conjunction with computer systems meeting the minimum system specifications set out on our website at www.protectingeachother.com/minimumspecs.htm

9.5 We do not guarantee any aspect of performance of the Service or its effect on any software you may operate in conjunction with the Service.

9.6 Nothing in these terms affects your statutory rights.

10. GENERAL

10.1 Sometimes we may be unable to do what we have agreed because of something beyond our reasonable control. This could include unavailability of the Internet generally or locally, we do not accept responsibility for what has happened.

10.2 We will try to work through any disputes that you may have with us. However, if we cannot do this, you may refer the matter to any relevant dispute resolution service.

10.3 You accept that the agreement for access to the Service is personal to you and agree not to transfer it to anyone else, or to try to do so. However, we may take instructions from a person who we think, with good reason, is acting with your permission.

10.4 When we need to contact you, we will use your billing address, email address, mobile or fixed phone number. If you need to contact us, please use the address on your last bill or any other (email) address or phone number we have given to you for that purpose.

11. LAW

This licence is governed by and shall be construed in accordance with the laws of England and Wales and you and we submit to the non-exclusive jurisdiction of the courts of England and Wales.