Terms and Conditions
Terms and Conditions
Last update: 28 November 2021
By accessing or using SoftwareDirect, you agree to be legally bound by Terms and Conditions. Please read this document carefully. If you do not agree with one or more provisions of these Terms and Conditions, you should not use SoftwareDirect.
1. General Information
1.1 These SoftwareDirect Terms and Conditions (the “Terms”) constitute a legally binding agreement between an individual user or an entity (“you” and “your”) accessing the online marketplace available at www.softwaredirect.com and the related services (collectively, “SoftwareDirect”) and the owner and operator of SoftwareDirect, namely, Empire Digital Group Ltd having a registered business address at 4 Marsh Close, Leicester LE4 7TJ, the United Kingdom, and the business registration number 08534021 (“we”, “us”, and “our”).
1.2 About SoftwareDirect. SoftwareDirect offers for sale digital product codes (the “Products”) delivered electronically (e.g. by email or through the SoftwareDirect website) that can be used for accessing, downloading, or using online games and software (collectively, the “Software”) provided by third-party suppliers (the “Suppliers”). The Software is owned, operated, or offered by the Suppliers, therefore, the Software can be accessed and/or downloaded by using the Codes on the websites of the Suppliers only. We do not own, operate, or offer the Software.
1.3 License to use SoftwareDirect. We grant you a worldwide, personal, revocable, non-exclusive, non-transferable and limited license to use SoftwareDirect pursuant to these Terms.
1.4 Disclaimer. Although we regularly monitor the information available on SoftwareDirect, we cannot guarantee the accuracy, reliability, currency, relevance, and completeness of all information, whether provided by us, the Suppliers, or any other third parties.
1.5 Third-party links. SoftwareDirect may contain links to software, websites, applications, and other online sources owned and operated by third parties, including, without limitation, the Suppliers and social media networks. We are not responsible or liable in any manner for the content of such third-party links, information, and advertisements, as well as the security and privacy practices deployed by the operators of the third-party websites. Please exercise your due diligence before clicking on any of such third-party links or advertisements.
1.7 Minors. SoftwareDirect is not intended for use by persons under the age of 18. Only persons who are at the age of majority (18) can register their user accounts and make payments for the Products. Thus, if you would like to allow your child under 18 to use SoftwareDirect, you must be an adult to register your user account by using your personal data and payment details.
1.8 Privacy and other relevant terms. The documents that include important provisions regarding your use of SoftwareDirect and should be read and interpreted together with these Terms are our:
- Returns and Refunds Policy that explains when and how we issue refunds; and
- Other individual terms and conditions made available by us on
2. Fees and Payments
2.1 The Fees. The purchase of the Products is subject to the applicable fees (the “Fees”) payable by you in accordance with the schedule of the Fees available on the respective webpage of each Product. The Products can be purchased by paying the Fees directly on SoftwareDirect. By concluding a sales contract with us (i.e., placing your order), you agree to pay the Fees in accordance with these Terms, the terms and conditions of the respective Fees, and other terms and conditions in force at the moment the service contract is concluded. The Fees are indicated in British Pounds (GBP) and remain valid for as long as (i) they are indicated on SoftwareDirect or (ii) as communicated by us. The Fees are subject to a change without a prior notice. Any changes to the Fees will be made available to you and, if necessary, we will request you to provide consent to the amendments of the Fees.
2.2 Taxes. Unless indicated otherwise, the Fees VAT and all other taxes, levies, and duties imposed by taxing authorities. We are not responsible for covering any Internet service fees, surcharges, and other amounts incurred as a result of your use of SoftwareDirect and you are solely responsible for covering such costs.
2.3 Payment. All payments related to SoftwareDirect are processed by our third-party payment processors Stripe and PayPal (the “Payment Processors”). When you make a payment on SoftwareDirect, the Payment Processors collect some personal data from you which allows them to make the payments (e.g, your credit card number, expiration date, billing address, and security codes). The Payment Processors handle all steps in the payment process through their systems, including data collection and data processing. We do not have direct access to your payment information. You are responsible for ensuring that all payment information is correct and the funds necessary for paying the Fees are available. You agree not to hold us liable for payments that do not reach us because you have quoted incorrect payment information or the Payment Processors refused the payment for any other reason.
2.4 Technical steps to conclude a service contract. If you would like to conclude a service contract with us, you need to: (i) visit SoftwareDirect; (ii) register your User Account by submitting the requested personal data (optional step); (iii) add the chosen Product to your shopping cart; and (iv) provide the required payment information and personal data. You will be able to identify and correct any input errors prior to clicking on the “Pay” button. After you click on the “Pay” button, we will send a confirmatory email informing you about your order. By clicking on the “Pay” button and receiving a confirmatory email, you conclude a service contract in English with us on the basis of these Terms. The details of the specific service contract will not be filed by us and, therefore, the specific contract will not be available to you. However, if you do require any information regarding the order, you can consult your User Account or contact us directly.
2.5 Right of withdrawal and refunds. For the information on our policies regarding your right of withdrawal and refunds, please refer to our Returns and Refunds Policy .
2.6 Access to the Software. After purchasing the Products, you will receive them and the instructions on how to access the Software (the “Instructions”). We will arrange for the Products and the Instructions to be delivered to the email address that you specify during the checkout process; you will also receive the Products and the Instructions on SoftwareDirect after the checkout is completed. The estimated delivery times remain subject to change at our sole discretion. Please note that the delivery times are estimates only and may depend on various factors that we may not be able to control. If you have not received your Products and/or Instructions during the specified delivery times, please contact us and we will look into your order. If we are unable to deliver your Products and/or Instructions and such a failure occurs due to your fault (e.g. you have provided a wrong email address), we may, but have no obligation to, agree to arrange for re-delivery of the Products and/or the Instructions.
3. User Account
3.2 Your warranties. By registering your Account, you acknowledge, agree, and warrant that:
- You will comply with these Terms and all applicable local, state, national and foreign laws, treaties, and regulations in connection with your use of SoftwareDirect;
- You will provide only true, accurate, complete, and up-to-date personal data;
- You will update your user Account as soon as any changes to your personal data or other information occur;
- You can conclude legally binding contracts with us;
- If you register a business User Account, you have the full right and authorisation to act on behalf of the entity that you represent;
- You will register a single User Account; and
- You are a human individual.
3.3 Security of User Account. You are solely responsible for maintaining the confidentiality of your User Account, including keeping secure your login details. You agree to immediately notify us about allegedly unauthorised use of your User Account or any other security breach related to your User Account. You are also responsible for using secure Internet connection and protected networks while using SoftwareDirect. We cannot and will not be liable for any loss or damage resulting from your failure to comply with these security obligations
3.4 Deletion of User Account. At any time, you may delete your User Account through your dashboard or by contacting us directly. Upon deletion of the User Account, these Terms shall terminate.
3.5 Suspension and termination of the Account. We reserve the right to suspend or terminate your User Account if, at our sole discretion, we have grounds to believe that your use of SoftwareDirect seriously and repeatedly breaches these Terms. We may also suspend or terminate your User Account upon a lawful request of a public authority.
4. Intellectual Property
4.1 SoftwareDirect Content. Most of the content available on SoftwareDirect, including all information, software, data, logos, marks, designs, graphics, pictures, video files, sound files, illustrations, graphics, and similar (collectively, the “SoftwareDirect Content”) is owned by us, our partners, agents, licensors, vendors, and/or other content providers. The SoftwareDirect Content is protected by applicable intellectual property laws and international treaties. You are not allowed, without obtaining prior written authorisation from us, to copy, distribute, make available, disassemble, make alterations, decompile, reverse engineer, translate, adapt, rent, loan, use, lease or attempt to grant other rights to the SoftwareDirect Content to third parties, or use any manual or automated means to scrape any content available on SoftwareDirect.
4.2 SoftwareDirect brand. You are not allowed to use the brand, the word or figurative trademarks associated with SoftwareDirect or third-party trademarks available on SoftwareDirect without prior consent of a trademark owner. You are not allowed to use such brands and trademarks in any way that suggests that we sponsor, endorse, or associate with you without obtaining prior written consent from us.
4.3 Third-party intellectual property. Some of the intellectual property assets, such as the Software and third-party trademarks, featured on SoftwareDirect are owned by the Suppliers or other third parties. Such third-party intellectual property does not belong to us (but may be licensed to us) and it remains the sole property of the respective third-party proprietors. You are not allowed to infringe the third-party intellectual property by using SoftwareDirect.
4.4 Copyright infringement claims. If you have any grounds to believe that any content available on SoftwareDirect violates your or third party’s intellectual property rights, please contact us and express your concerns or request to remove the allegedly infringing content. We will reply to the copyright infringement claim as soon as possible but no later than 2 weeks. Before sending your claim to us, please make sure that you sign it and include information that would allow us to locate the allegedly infringing content.
4.5 Your Content. By uploading any content onto SoftwareDirect or creating any content by using SoftwareDirect (e.g. reviews, photos, links, and comments) (“Your Content”), you grant us unrestricted, sub-licensable, royalty-free, perpetual, and irrevocable rights to store, use, distribute, advertise, adapt, remix, modify, display, perform, excerpt, prepare derivative works of, and reproduce Your Content for the purposes of providing you with the requested services and carrying out our legitimate business interests. You understand and agree that, in order to ensure the security of SoftwareDirect, we may, but have no obligation to, monitor or review Your Content. We reserve the right, at our sole discretion, to refuse to upload, modify, delete, or remove Your Content, in whole or in part, that violates these Terms or may harm the reputation of SoftwareDirect.
5. Prohibited Use
5.1 SoftwareDirect can be used for lawful purposes only. Please be advised that we work closely with law enforcement and we report any inappropriate content that may infringe applicable laws. You are not permitted to use SoftwareDirect in any manner that substitutes or contributes to the following activities (the list is representative and not exhaustive):
- Any unlawful activity, including violation of any laws, statutes, ordinances, or regulations;
- Any unauthorised access to machines, programs, data, or committing any other forms of cyber offences;
- Provision of false, inaccurate, or misleading information;
- Spreading of malware (e.g., viruses, worms, Trojan horses), spam, and other illegal messaging;
- Spreading ethnically, racially, or otherwise objectionable information;
- Spreading sexually explicit, libellous, harassing, defamatory, abusive, profane, vulgar, threatening, hateful, obscene behaviour and terrorism-related content;
- Copying, distributing, renting, reselling, modifying, compromising, damaging, disabling, impairing, and overburdening SoftwareDirect;
- Interfering with or abusing other users of SoftwareDirect;
- Using bots, scripts, and other automated methods; and
Collecting and disclosing any information about other users of SoftwareDirect.
6. Availability and Force Majeure
We put reasonable efforts to ensure that SoftwareDirect is always accessible to you. However, the availability of SoftwareDirect may be affected by factors, which we cannot control, such as bandwidth problems, equipment failure, acts and omissions of third-parties, or force majeure events, including, but not limited to: acts of God; strikes; work stoppages; accidents; acts of war or terrorism; civil or military disturbances; nuclear or natural catastrophes and interruptions; shortage of supply, breakdowns, loss or malfunctions of utilities and communications or computer (software and hardware) services. We take no responsibility for the unavailability of SoftwareDirect caused by such factors.
7. Disclaimer of Warranties
7.1 We provide SoftwareDirect on “AS AVAILABLE”, “AS IS”, and “WITH ALL FAULTS” basis. To the extent permitted by the applicable law, we do not make any representations or warranties about the reliability, suitability, and accuracy, for any purpose, of SoftwareDirect, the Software, or other content featured on SoftwareDirect, whether provider by us or by third parties, and hereby disclaim all warranties regarding SoftwareDirect and its operation.
7.2 It is your sole responsibility to verify and assess the fit for the purpose of SoftwareDirect, including the Software, prior to using it and to decide whether or not SoftwareDirect fits for the intended use.
7.3 By using SoftwareDirect, you acknowledge that we may use third-party suppliers to provide software, hardware, storage, networking, and other technological services. The acts and omissions of third-party suppliers may be outside of our reasonable control. To the maximum extent permitted by law, we exclude any liability for any loss or damage resulting from the acts and omissions of such third-party suppliers.
7.4 Nothing in these Terms shall affect any statutory rights that you are entitled to as a consumer and that you cannot contractually agree to alter or waive.
8. Limitation of Liability
8.1 Unless otherwise excluded or limited by the applicable law, we will not be liable for any damages, including, but not limited to, incidental, punitive, special or other related damages, arising out or in connection with your use of SoftwareDirect, the Products, the Software, any content made available through SoftwareDirect, whether provided by us or by third parties, any transactions concluded through SoftwareDirect, or use of SoftwareDirect for unauthorised or unlawful purposes. You agree not to hold us liable in respect of any losses arising out of any event or events beyond our reasonable control.
8.2 This Section 8 shall apply whether or not we have been advised of or should have been aware of the possibility of any such losses arising.
You agree to indemnify, defend and hold us, our subsidiaries, affiliates, partners, officers, directors, agents, contractors, licensors, service providers, subcontractors, suppliers, interns and employees, harmless from any claim or demand, including attorneys’ fees, made by any third party due to or arising out of your breach of these Terms, your use of SoftwareDirect, the Products and the Software, or your violation of any law or the rights of a third party.
In the event that any provision of these Terms is determined to be unlawful, void or unenforceable, such a provision shall nonetheless be enforceable to the fullest extent permitted by the applicable law, and the unenforceable portion shall be deemed to be severed from these Terms. The validity and enforceability of the remaining provisions shall not be affected as a result.
11. Governing Law and Disputes
11.1 Governing law. These Terms shall be governed and construed in accordance with the laws of England, the United Kingdom, without regard to its conflicts of law provisions.
11.2 Jurisdiction. You agree to resolve any disputes arising out of or relating to these Terms by means of negotiation with us. If the dispute cannot be resolved by means of negotiation, the dispute shall be submitted to courts in London, the United Kingdom. This Section 11 does not affect any statutory rights that you are entitled to as a consumer.
12.1 Term and termination. The Terms enter into force on the date indicated at the top of the Terms or when you accept them and remain in force until updated or terminated by us.
12.2 Amendments. We reserve the right to modify these Terms at any time, effective upon posting of an updated version on SoftwareDirect. Such amendments may be necessary due to new features of SoftwareDirect, changes in the requirements of laws, regulations, or our business practices. We will send you a notification (if we have your email address) about any material amendments to the Terms that may be of importance to you. You are responsible for regularly reviewing these Terms. Your continued use of SoftwareDirect after any changes shall constitute your consent to such changes. We also reserve the right to modify the services provided through SoftwareDirect at any time, at our sole discretion.
12.3 Breach of the Terms. If we believe, at our sole discretion, that you violate these Terms and it is appropriate, necessary or desirable to do so, we may:
- Send you a formal warning;
- Suspend or terminate your User Account;
- Temporarily or permanently prohibit your use of SoftwareDirect;
- Report you to the relevant public authorities; or
- Commence a legal action against you.
12.4 Transfer of rights. You are not allowed to assign your rights under these Terms. We are entitled to transfer our rights and obligations under these Terms entirely or partially to a third party by giving a prior notice to you. If you do not agree to the transfer, you can terminate these Terms with immediate effect by deleting your User Account and ceasing to use SoftwareDirect.
12.5 Merger or acquisition. In the event we, during the term of these Terms, are acquired, merged, or sell all or substantially all of our assets, these Terms shall not automatically be terminated and we agree to use our best efforts to ensure that the transferee or surviving company shall assume and be bound by the provisions of these Terms.
12.6 Entire agreement. These Terms, together with the documents referred to therein, represent the entire agreement between you and us regarding your relationship with us and govern your use of SoftwareDirect.
If you have any questions about these Terms, please contact us by using the following contact details:
Email: [email protected]
Postal address: Empire Digital Group Ltd, 4 Marsh Close, Leicester LE4 7TJ, the United Kingdom
Our VAT number: GB 22 666 0019