APPERCEPT – TERMS AND CONDITIONS

Updated 2025

These terms and conditions (T&Cs) govern the sale of our Software Development Toolkit for Delphi (SDK) and certain related services which are made via our website (www.appercept.com) and customer portal (access.appercept.com), by us, Appercept Limited (Appercept, We, Us or Our), a company incorporated in England and Wales with registered number 07959138 whose registered office is at Christopher House, 94B London Road, Leicester, LE2 0QS.

Capitalised terms in these T&Cs shall have the meaning set out in either these T&Cs, or the EULA.

1. PLACING AN ORDER

1.1 By clicking the "Accept" button below, you agree to purchase: (i) the Standard Edition of the SDK (which includes "basic support" and 12 months of updates); or (ii) the Professional Edition of the SDK (which includes "priority support" and 12 months of updates); and where you have selected an option given by us accordingly, (iii) a further period of 12 months of updates for the Standard or Professional Edition of the SDK (after the expiry of an initial 12 months, or any renewal of such period); and/or (iv) our additional "Premium Support Services". You can find further details of these options here: Appercept AWS SDK for Delphi. In these terms references to the SDK and our services shall be a reference to the SDK and those services and updates (as referred to in (i) to (iv)) which you have agreed to purchase. All sales are subject to and made pursuant to these T&Cs (an Order) and the terms of our End User Licence Agreement (EULA). If you do not agree to these T&Cs, you must not use the Website to place an Order.

1.2 The price and availability of the SDK and our services are subject to change at any time and without notice.

1.3 We may refuse or reject any Order at any time, refunding you any monies you have paid for the Order, for reasons which include, but are not limited to, if you have not met the conditions specified at the time of the order, if your payment cannot be processed, if the SDK (including or Premium Support Services are not available, or other errors. In the event of pricing or other errors, we reserve the right, in our discretion, to either (a) cancel your Order or (b) contact you for instructions. In the event of cancellation, your access to the associated software or service will be disabled.

2. PAYMENT

2.1 We will take payment for purchases of:

2.1.1 the SDK at the time of purchase; and

2.1.2 our services when you click the payment link we share with you via email.

2.2 The fees are exclusive of VAT or other sales tax or transaction fees which may be charged by or through our third party payment provider Paddle. You will be responsible for the payment of any VAT or other sales tax or transaction fees in any country.

2.3 You agree to ensure the information submitted tn the Website is up to date so that we can complete your transactions and contact you as needed in connection with your transactions.

2.4 Once payment has been received by us, we will provide you with a licence code to download the current version of the SDK via the email address you have provided to us. If you are a new customer, we will also provide you with access details to log in and use our customer portal.

2.5 We may withdraw or suspend your use of the SDK or our services in circumstances where payment is not received by us. We shall not be liable to you in respect of any such suspension.

3. NO REFUND POLICY

3.1 Unless we refuse or reject an Order, all sales of our SDK and related services and all other digital products from Appercept are final. Due to the nature of our digital products and services, we do not offer refunds, returns, or exchanges under any circumstances including but not limited to instances where a product or service has not been accessed, downloaded, or used. Accordingly, by completing your purchase, you acknowledge and agree that you are not entitled to a refund or return.

4. TERMS RELATING TO USE OF THE WEBSITE

4.1 Access to the Website is permitted when available and we will not be liable if for any reason our Website is unavailable, in whole or in part, for any reason, at any time or for any period.

4.2 From time to time, we may restrict access to some parts of the Website, or the entire Website at our sole discretion.

4.3 If you are provided with a username and/or password or any other piece of information as part of our security procedures or customer portal (Identifying Information), you must treat such information as confidential, and you must not disclose it to any third party. You agree to notify us immediately of any unauthorised use of the Identifying Information, or any other breach of security.

4.4 You are responsible for all activity that occurs using the Identifying Information issued to you and you may be held liable for losses incurred by you, us or any other user of or visitor to the Website due to any use connected with your Identifying Information, whether or not that use has been made by you.

4.5 We have the right to disable any Identifying Information allocated to you, at any time, if in our opinion you have failed to comply with any of the provisions of these T&Cs.

4.6 You are responsible for making all arrangements necessary for you to have access to the Website. You are also responsible for ensuring that all persons who access the Website through your internet connection are aware of these T&Cs, and that they comply with them.

4.7 The Website includes content, services and hypertext links to websites owned, operated, controlled and/or provided by third parties (Third Party Content). Your use of any Third Party Content may be subject to the relevant third party's terms and conditions, and it is your responsibility to make yourself aware of those terms and conditions. We will not necessarily see or be aware of any enquiries that you submit to any third parties who provide Third Party Content.

4.8 We have no control over or proprietary interest in any Third Party Content. We do not give any promises about the quality, security, accuracy or any other aspect of any Third Party Content and exclude any and all liability arising from your use of it.

4.9 We will use reasonable endeavours to ensure that the information on the Website is accurate and complete, but information is provided on an "as is" and "as available" basis and we do not give any other express or implied promises about the accuracy, completeness, timeliness or usefulness of that information. The use of the Website is at your sole risk and our liability for any loss or damage whatsoever and howsoever arising as a result of your use or reliance on the information shall be excluded to the maximum extent permitted by law. This does not affect your statutory rights.

5. HOW WE MAY USE YOUR PERSONAL INFORMATION

5.1 We will use the personal information provided by you in accordance with the Privacy Policy.

6. LIABILITY

6.1 The material on the Website is provided without any guarantees, conditions or warranties as to its accuracy. To the extent permitted by law, we hereby expressly exclude all conditions, warranties and other terms which might otherwise be implied by statute, common law or the law of equity.

6.2 Our liability in connection with the licence and supply of the SDK and our services is as set out in the EULA.

6.3 Nothing in these T&Cs shall operate so as to exclude, limit or restrict our liability: for death or personal injury; for fraud or fraudulent misrepresentation; or for any other liability the exclusion or limitation of which is not permitted by English law.

7. NOTICES

7.1 If you wish to contact us in writing, or if you are required to give us notice in writing, you can send this to us by email or by pre-paid post to Appercept at support@appercept.com. We will confirm receipt of this by contacting you in writing, normally by email.

7.2 If we have to contact you or give you notice in writing, we will do so by email to the address you provide or confirm to us.

8. OTHER IMPORTANT TERMS

8.1 These T&Cs constitute the entire agreement between you and us and supersedes and extinguishes all previous agreements, promises, assurances, warranties, representations and understandings between us, whether written or oral, relating to its subject matter. You acknowledge and accept that, in entering into these T&Cs, you have not relied upon any representation, undertaking or promise except as set out in these T&Cs.

8.2 You agree that it will have no remedies in respect of any statement, representation, assurance or warranty (whether made innocently or negligently) that is not set out in these T&Cs.

8.3 We may transfer our rights and obligations under these T&Cs to another organisation. We will always tell you in writing if this happens and we will ensure that the transfer will not affect your rights under these T&Cs.

8.4 You may only transfer your rights or your obligations under these T&Cs to another person if we agree in writing.

8.5 These T&Cs do not give rise to any rights to any person other than you to enforce any term of these T&Cs.

8.6 Each of the paragraphs of these T&Cs operate separately. If any court or relevant authority decides that any of them are unlawful, the remaining paragraphs will remain in full force and effect.

8.7 We will not accept any variation to these T&Cs. We may update these T&Cs by providing you with reasonable notice of any changes by such means as we reasonably determine.

8.8 If we do not insist immediately that you do anything you are required to do under these T&Cs, or if we delay in taking steps against you in respect of you breaching these T&Cs, that will not mean that you do not have to do those things and it will not prevent us taking steps against you at a later date.

8.9 These T&Cs are governed by English law and you or we can bring legal proceedings in the English courts.