My CMS Software Licence Agreement

Effective date: 1 January 2026

Last updated: 7 August 2026

1. Parties

1.1 This Software Licence Agreement is made between My Tech Group, being the developer and distributor of My CMS (Licensor, My Tech Group, we, us or our), and the person, company, partnership, charity, public sector body, organisation, sole trader or other business customer that installs, activates, accesses or uses the Software (Licensee, you or your).

1.2 This Agreement is intended for business use only. It is not intended for consumers or for personal, household or domestic use.

2. Acceptance of Agreement

2.1 By downloading, installing, activating, accessing, updating, copying or using the Software, or by permitting any administrator, employee, contractor, agent or other person to do so on your behalf, you accept and agree to be bound by this Agreement.

2.2 If you do not agree to this Agreement, you must not install, activate, access, update, copy or use the Software and must remove it from all websites, servers, development environments and other systems under your control.

2.3 Where an individual accepts this Agreement on behalf of a company, partnership, charity, public sector body or other organisation, that individual represents that they have authority to bind that organisation.

3. Definitions and Interpretation

3.1 In this Agreement, unless the context requires otherwise:

3.2 Agreement means this My CMS Software Licence Agreement as updated or varied from time to time in accordance with clause 40.

3.3 Licence means the limited, revocable, non-exclusive, non-transferable permission granted under this Agreement to install and use the Software in accordance with this Agreement and the applicable Licence Terms.

3.4 Licence Key means any licence key, token, identifier, account credential or other activation mechanism issued or recognised by My Tech Group for licence activation, verification, entitlement management or software updates.

3.5 Licence Terms means the separate My CMS Licence Terms, order form, invoice, checkout terms, subscription terms, written quotation or other written commercial terms that govern the Licensee's commercial entitlement to use the Software.

3.6 Licensed Website means a WordPress website, domain, subdomain, staging site, development site or other installation on which the Software is installed, activated or used in accordance with the applicable Licence Terms.

3.7 Software means the My CMS WordPress plugin and platform, including the core plugin, submodules, Gutenberg blocks, Elementor widgets or blocks, integrations, updates, enhancements, bug fixes, security patches, documentation, files, code, templates, styles, scripts, assets, configuration items and related components supplied or made available by My Tech Group from time to time.

3.8 Third-Party Software means WordPress, Elementor, Elementor Pro, WooCommerce, PHP, MySQL, MariaDB, themes, plugins, browsers, hosting control panels, server software, APIs, libraries, packages, services and any other software, platform, service or component not owned or controlled by My Tech Group.

3.9 Update means any update, enhancement, bug fix, security patch, maintenance release, modified version, replacement file, new feature or other change to the Software released or made available by My Tech Group.

3.10 References to including or includes are illustrative and do not limit the general meaning of the words that precede them.

4. Intended Business Use

4.1 The Software is supplied for use by business customers acting in the course of business, including companies, partnerships, charities, public sector bodies, agencies, professional service providers, other organisations and sole traders.

4.2 The Licensee is responsible for ensuring that the Software is suitable for its own business requirements, technical environment, regulatory obligations, security requirements, website architecture, operational processes and risk tolerance.

4.3 The Licensee acknowledges that professional website management involves technical and operational risk, and that WordPress websites may be affected by updates, configuration changes, hosting failures, third-party conflicts, security incidents, administrator action and other matters outside My Tech Group's control.

5. Grant of Licence

5.1 Subject to payment of all applicable fees, compliance with this Agreement and compliance with the applicable Licence Terms, My Tech Group grants the Licensee a limited, revocable, non-exclusive, non-transferable licence to install and use the Software on Licensed Websites for the Licensee's internal business purposes or for permitted client website administration where the applicable Licence Terms expressly allow such use.

5.2 The Licence is granted only for object code use as part of a WordPress installation. No rights are granted except those expressly stated in this Agreement or the applicable Licence Terms.

5.3 The Licence does not transfer ownership of the Software, any intellectual property rights in the Software, or any right to obtain source code except where source code is necessarily included in the distributed WordPress plugin files.

6. Permitted Use

6.1 The Licensee may install, activate and use the Software only in accordance with this Agreement, the applicable Licence Terms, the documentation made available by My Tech Group, and all applicable laws and regulations.

6.2 The Licensee may make a reasonable number of copies of the Software solely for installation, backup, disaster recovery, testing, staging or development purposes, provided that such copies remain subject to this Agreement and the applicable Licence Terms.

6.3 The Licensee is responsible for all use of the Software by its employees, administrators, contractors, agents, clients and other persons who access or use the Software through the Licensee's websites, systems or Licence Keys.

7. Licence Restrictions

7.1 Except to the extent expressly permitted by this Agreement, the applicable Licence Terms or applicable law, the Licensee must not:

1. sell, resell, rent, lease, lend, sub-license, distribute, publish, share or make available the Software or any Licence Key to any third party;
2. use the Software on more websites or installations than permitted by the applicable Licence Terms;
3. copy, reproduce, modify, adapt, translate, create derivative works from, reverse engineer, decompile or disassemble the Software, except to the extent such restriction is prohibited by applicable law;
4. remove, obscure or alter any copyright, trade mark, attribution, branding, security, licence or proprietary notice contained in or displayed by the Software;
5. circumvent, disable, disrupt, bypass or interfere with licence activation, licence verification, update entitlement checks or other technical protection measures;
6. use the Software for unlawful, fraudulent, harmful, infringing, malicious or security-compromising purposes;
7. use the Software to develop, support or improve a competing product or service; or
8. permit any third party to do any of the above.

8. Intellectual Property Rights and Ownership

8.1 The Software is licensed, not sold. My Tech Group and its licensors retain all right, title and interest in and to the Software, including all copyright, database rights, design rights, trade marks, confidential information, know-how and all other intellectual property rights whether registered or unregistered.

8.2 The Licensee does not acquire any ownership interest in the Software or in any Update, documentation, module, integration, block, widget, interface, file, asset or component forming part of the Software.

8.3 All rights not expressly granted to the Licensee are reserved by My Tech Group and its licensors.

9. Copyright and Branding Notices

9.1 The Licensee must not remove, obscure, alter or suppress any copyright notice, licence notice, attribution, branding, product identification or proprietary notice included in the Software, except where My Tech Group expressly permits this in writing or the relevant notice is intended to be configurable through the Software's ordinary settings.

9.2 The Licensee must not use the names, logos, trade marks or branding of My Tech Group or My CMS in a manner that suggests endorsement, partnership, agency, authorship or ownership unless expressly authorised in writing by My Tech Group.

10. Installation and Activation

10.1 The Licensee is responsible for installing, activating, configuring, maintaining and removing the Software on each Licensed Website unless My Tech Group has expressly agreed in writing to provide implementation services.

10.2 The Licensee is responsible for ensuring that administrators have appropriate skills, permissions and safeguards before installing, updating, configuring, disabling or removing the Software.

10.3 Activation of the Software may require a valid Licence Key, connection to My Tech Group's licence verification and update services, and a technical environment capable of communicating with those services.

11. Licence Verification and Update Services

11.1 The Software may communicate with servers operated by or on behalf of My Tech Group for licence verification, licence activation, licence management, determining update entitlement, and delivering or managing Updates.

11.2 For those purposes, the Software may send the website or domain name, the Licence Key or licence identifier, the installed My CMS version, relevant WordPress or server version information, and other technical information reasonably required for licence verification, activation, entitlement management or update operation.

11.3 The Software does not send general website analytics, behavioural usage analytics, website content, customer content or general visitor data to My Tech Group for analytics purposes as part of these licence verification and update services.

11.4 Disrupting, blocking, bypassing, falsifying or interfering with licence verification or update services may affect licence activation, entitlement checks, access to Updates, and the proper operation of the Software.

11.5 My Tech Group may apply reasonable technical controls to its licence and update infrastructure, including authentication, rate limiting, fraud prevention, abuse prevention, version controls and entitlement checks.

11.6 Licence verification and update services may be subject to availability limitations, maintenance, outages, security controls, service provider failures, technical changes or discontinuation. My Tech Group does not guarantee that licence or update servers will be available continuously or indefinitely.

11.7 My Tech Group may suspend, rate-limit, modify, replace or discontinue licence verification or update services where reasonably necessary for security, operational, legal, commercial, infrastructure or abuse-prevention reasons. Where reasonably practicable, My Tech Group may give notice before permanent discontinuation of material licence or update services.

12. Updates

12.1 My Tech Group may, at its discretion, release Updates, enhancements, bug fixes, security patches, maintenance releases, new features or replacement versions of the Software.

12.2 My Tech Group is not obliged to provide Updates forever, to maintain any particular development schedule, or to provide Updates for every historical, current or future version of WordPress, Elementor, Elementor Pro, WooCommerce, PHP, MySQL, MariaDB, browser, theme, plugin, hosting platform or other dependency.

12.3 Updates may add, modify, rename, replace, suspend, discontinue or remove functionality, user interfaces, settings, submodules, integrations, Gutenberg blocks, Elementor widgets or blocks, behaviours, files, APIs, documentation or other components.

12.4 No representation, warranty or undertaking is given that any particular feature, module, integration, block, widget, interface, behaviour or compatibility will remain available indefinitely or for any particular period.

12.5 Updates may create compatibility issues, change website behaviour, interact differently with Third-Party Software, require configuration changes, require technical remediation, or cause part or all of a website to stop functioning as expected.

12.6 The Licensee is responsible for maintaining complete, current and tested backups and, where appropriate, testing Updates in staging or development environments before deploying them to production websites.

13. Future Functionality Changes

13.1 My Tech Group may add, modify, rename, replace, suspend, discontinue or remove any feature, submodule, integration, Gutenberg block, Elementor widget or block, setting, user interface, behaviour, API, file, documentation item or other functionality of the Software.

13.2 The Licensee acknowledges that software products evolve over time and that no feature or component of the Software is guaranteed to exist, operate, be supported or remain unchanged for any particular period.

13.3 My Tech Group is not liable, to the fullest extent permitted by applicable law, for any loss, cost, claim, business interruption, website change, redevelopment requirement or incompatibility arising from any modification, replacement, suspension, discontinuation or removal of functionality.

14. Compatibility

14.1 The Software depends upon WordPress and may depend upon or interact with Elementor, Elementor Pro, WooCommerce, PHP, MySQL, MariaDB, browsers, hosting environments, server configurations, themes, plugins, APIs, libraries, packages and other Third-Party Software.

14.2 My Tech Group does not control WordPress, Elementor, Elementor Pro, WooCommerce, PHP, MySQL, MariaDB, browsers, hosting platforms, server software, themes, plugins, APIs or other third-party dependencies. Any of them may change, be discontinued, remove functionality, deprecate functionality, introduce breaking changes, alter security controls or stop working without notice to My Tech Group or the Licensee.

14.3 Such changes may cause the Software, or parts of it, to stop working, operate differently, create errors, conflict with other code, impair website administration, affect website presentation, affect website availability, or require technical remediation.

14.4 My Tech Group gives no guarantee or warranty of compatibility with any previous, current or future version of WordPress, Elementor, Elementor Pro, WooCommerce, PHP, MySQL, MariaDB, browser, theme, plugin, hosting platform, server configuration, API or other dependency.

14.5 My Tech Group is not obliged to maintain support for every historical, current or future version of any Third-Party Software or technical environment.

15. Dependencies and Third-Party Software

15.1 The Licensee acknowledges that the Software operates within a wider technical environment that may include WordPress, web servers, databases, hosting providers, content delivery networks, caching systems, security services, themes, plugins, APIs, payment services, email services and other Third-Party Software.

15.2 My Tech Group is not responsible, to the fullest extent permitted by applicable law, for any act, omission, fault, defect, vulnerability, change, discontinuation, outage, incompatibility, security incident, data loss, data corruption, performance issue or failure of Third-Party Software or third-party services.

15.3 The Licensee is responsible for obtaining, maintaining, updating, configuring and securing all Third-Party Software, services, licences, hosting resources, administrator accounts, credentials and infrastructure required for its websites.

16. Third-Party Components and Open-Source Software

16.1 The Software may include or be distributed with third-party libraries, packages, assets, code, tools or components. Those components remain subject to their respective copyright notices and licence terms.

16.2 Nothing in this Agreement is intended to restrict rights that the Licensee may have under applicable open-source licences for third-party components.

16.3 Details of third-party components and applicable licences are available for viewing from the About page within the My CMS software itself, as updated from time to time.

17. Hosting and Technical Environment

17.1 The Licensee is solely responsible for the hosting environment, server configuration, PHP version, database version, file permissions, caching, security controls, network configuration, DNS, SSL or TLS certificates, storage, memory limits, cron processes, administrator access and other technical resources used by each Licensed Website.

17.2 My Tech Group is not responsible, to the fullest extent permitted by applicable law, for hosting failures, server failures, network failures, misconfiguration, insufficient resources, blocked outbound connections, file permission issues, database issues, email delivery issues, caching issues, browser issues or failures caused by hosting providers, administrators, contractors or other third parties.

18. Backups and Testing

18.1 The Licensee is responsible for maintaining complete, current, secure and tested backups of each Licensed Website, including files, databases, media, configuration, custom code, content, user data and any other material required for recovery.

18.2 The Licensee is responsible for testing significant installations, Updates, configuration changes, environment changes and removals in staging or development environments where appropriate before applying them to production websites.

18.3 The Licensee must maintain appropriate disaster recovery, rollback and incident response procedures proportionate to the importance of each website and the business risks associated with downtime, data loss or security incidents.

18.4 My Tech Group is not liable, to the fullest extent permitted by applicable law, for losses arising from the Licensee's failure to maintain backups, test changes, implement recovery procedures or take reasonable precautions before installing, updating, configuring or removing the Software.

19. Modifications

19.1 Any modification, direct edit, override, unofficial patch, extension, custom integration or other alteration to the Software made by anyone other than My Tech Group is undertaken entirely at the Licensee's own risk.

19.2 My Tech Group is not responsible, to the fullest extent permitted by applicable law, for any issue, loss, incompatibility, defect, security weakness, data loss, website failure or support requirement caused by or associated with modified installations.

19.3 My Tech Group may decline, suspend or limit support for modified installations, unsupported overrides, direct code edits, unofficial patches or environments where third-party changes prevent reliable diagnosis or remediation.

20. Support

20.1 Support is provided only where expressly included in the applicable Licence Terms or another written agreement with My Tech Group.

20.2 This Agreement does not guarantee any support response time, support availability, fix, resolution, maintenance period, Update, security patch, compatibility change, workaround or future development.

20.3 My Tech Group may decline, suspend or limit support where an issue is caused by unsupported environments, Third-Party Software, plugin conflicts, theme conflicts, direct code modifications, unofficial patches, hosting problems, administrator action, security incidents, expired licence entitlement, unpaid fees or other matters outside My Tech Group's reasonable control.

21. Security

21.1 No software, plugin, website, server, network or technical environment can ever be guaranteed to be completely secure. The Software is supplied AS IS and AS AVAILABLE, and is not warranted to be free of vulnerabilities, exploits, weaknesses, defects, malware, malicious interference or security-relevant errors.

21.2 Website security depends on many factors outside My Tech Group's control, including hosting, server configuration, WordPress, PHP, database software, user credentials, administrator behaviour, other plugins and themes, network infrastructure, DNS, third-party services, firewalls, access controls, patch management, backups and incident response.

21.3 The Licensee is responsible for securing its websites, administrator accounts, credentials, hosting accounts, databases, files, networks, devices, backups and third-party services, and for taking appropriate professional advice where necessary.

21.4 My Tech Group is not responsible, to the fullest extent permitted by applicable law, for hacking, cyber-attacks, malware infection, website compromise, unauthorised access, credential compromise, privilege escalation, data breaches, data exfiltration, denial of service, malicious code, server compromise or other security incidents, even where the Software is alleged to have been involved.

22. Availability and Uninterrupted Operation

22.1 My Tech Group does not warrant or guarantee that the Software, any Licensed Website, any licence verification service, any update service or any feature of the Software will be available, uninterrupted, error-free, secure, timely or compatible with the Licensee's technical environment.

22.2 The Software may be affected by downtime, bugs, defects, plugin conflicts, theme conflicts, WordPress updates, Elementor or Elementor Pro updates, WooCommerce updates, PHP version changes, database version changes, hosting environment changes, browser changes, API changes, deprecated functionality, removed third-party functionality, administrator action and other circumstances outside My Tech Group's control.

22.3 My Tech Group is not liable, to the fullest extent permitted by applicable law, for a website ceasing to function, being unavailable, loading slowly, displaying incorrectly, failing to send email, failing to receive form submissions, losing SEO ranking, suffering reduced traffic, losing orders, losing leads or otherwise failing to operate as expected.

23. Warranty Disclaimer

23.1 To the fullest extent permitted by applicable law, the Software is supplied AS IS and AS AVAILABLE, without any guarantee, warranty, representation, condition or undertaking of any kind as to functionality, security, compatibility, availability, reliability, accuracy, completeness, performance, non-infringement, error-free operation, satisfactory quality or fitness for any particular purpose.

23.2 All warranties, conditions, representations and other terms that might otherwise be implied by statute, common law, custom, trade usage or course of dealing are excluded to the fullest extent permitted by applicable law.

23.3 The Licensee acknowledges that it has not relied on any statement, representation, assurance or warranty that is not expressly set out in this Agreement or the applicable Licence Terms.

24. Fitness for Purpose and Use at Own Risk

24.1 The Licensee is responsible for deciding whether the Software is suitable for its intended use, website architecture, technical environment, business operations, security requirements, accessibility requirements, regulatory obligations and commercial objectives.

24.2 My Tech Group does not warrant that the Software will meet the Licensee's requirements, achieve any particular outcome, generate revenue, prevent downtime, prevent security incidents, preserve data, improve SEO, ensure legal compliance, or remain compatible with any website, workflow, plugin, theme, service, host or platform.

24.3 Use of the Software is at the Licensee's own risk, subject always to those liabilities which cannot lawfully be excluded or limited under clause 29.

25. Limitation of Liability

25.1 Nothing in this Agreement excludes or limits liability to the extent such liability cannot lawfully be excluded or limited under the laws of England and Wales.

25.2 Subject to clause 29, My Tech Group shall not be liable, to the fullest extent permitted by applicable law, for any direct, indirect, incidental, consequential, special, punitive or economic loss, damage, cost, expense, claim or liability arising out of or in connection with the Software, this Agreement, the Licence, any Licensed Website, any Update, any licence verification or update service, any Third-Party Software or any technical environment.

25.3 Without limiting clause 25.2, My Tech Group shall not be liable, to the fullest extent permitted by applicable law, for loss of revenue, loss of profit, loss of contracts, loss of sales, loss of business, loss of goodwill, loss of reputation, loss of anticipated savings, loss of opportunity, loss of use, loss of traffic, SEO ranking loss, loss of leads, loss of orders, wasted expenditure, increased costs, management time, business interruption, website downtime, email delivery issues, data loss, data corruption, security incidents, website compromise or unauthorised access.

25.4 The exclusions and limitations in this Agreement apply whether liability arises in contract, tort including negligence, breach of statutory duty, misrepresentation, restitution or otherwise, and whether or not My Tech Group has been advised of the possibility of the relevant loss.

26. Excluded Losses and Specific Risks

26.1 To the fullest extent permitted by applicable law, My Tech Group is not liable for losses, liabilities, claims, costs or expenses arising from or connected with plugin conflicts, theme conflicts, WordPress updates, Elementor updates, Elementor Pro updates, WooCommerce updates, PHP version changes, database version changes, hosting environment changes, browser changes, API changes, deprecated WordPress or Elementor functionality, removed third-party functionality, server failures, hosting failures, administrator error, contractor error, security weaknesses, malware infection, hacking, cyber-attacks, unauthorised access or data breaches.

26.2 To the fullest extent permitted by applicable law, My Tech Group is not liable for acts or omissions of hosting providers, website administrators, developers, contractors, agencies, consultants, employees, third-party service providers, payment providers, email providers, DNS providers, security providers or any other third party.

27. Security Incidents and Data Breaches

27.1 The Licensee acknowledges that security incidents may arise from many causes, including weak credentials, reused passwords, compromised administrator accounts, insecure hosting, outdated WordPress installations, vulnerable plugins or themes, insecure file permissions, insufficient server hardening, malicious insiders, third-party service failures and targeted cyber-attacks.

27.2 To the fullest extent permitted by applicable law, My Tech Group is not responsible for investigating, remedying, reporting, notifying, compensating for or otherwise dealing with any security incident or data breach affecting a Licensed Website, except where My Tech Group has a non-excludable legal obligation or has expressly agreed in writing to provide a specific security incident service.

27.3 The Licensee remains responsible for its own obligations under data protection, confidentiality, cyber security, sector-specific and incident reporting laws and regulations.

28. Data Loss, Corruption, Downtime and Business Interruption

28.1 The Licensee acknowledges that installing, updating, configuring, disabling or removing software on a WordPress website may result in data loss, data corruption, website downtime, business interruption, functional errors, display errors, broken integrations, lost orders, lost enquiries, lost bookings, lost leads, email delivery issues or other operational disruption.

28.2 To the fullest extent permitted by applicable law, My Tech Group is not liable for data loss, data corruption, failure to restore data, website downtime, a website ceasing to function, business interruption, lost revenue, lost profit, lost contracts, lost business, lost goodwill, lost anticipated savings, SEO ranking loss, reduced traffic, email delivery issues or consequential operational losses.

28.3 The Licensee's primary protection against such risks is maintaining backups, testing changes, controlling administrator access, using appropriate hosting, maintaining an incident response process and obtaining professional technical support where necessary.

29. Liability Cap and Statutory Carve-Outs

29.1 Nothing in this Agreement excludes or limits either party's liability for death or personal injury caused by negligence, fraud or fraudulent misrepresentation, or any other liability which cannot lawfully be excluded or limited.

29.2 Subject to clause 29.1 and to the fullest extent permitted by applicable law, the total aggregate liability of My Tech Group arising out of or in connection with the Software, this Agreement, the Licence, any Licensed Website, any Update, support, licence verification services, update services or related matters shall not exceed the total amount actually paid by the Licensee for the relevant Software licence during the twelve months immediately preceding the event giving rise to the claim.

29.3 Where the Licensee has paid no fee for the relevant Software licence during that twelve-month period, My Tech Group's total aggregate liability shall be limited to £100 to the fullest extent permitted by applicable law.

29.4 The liability cap in this clause applies in aggregate to all claims, whether arising from a single event or a series of related or unrelated events.

30. Indemnity

30.1 The Licensee shall indemnify My Tech Group against losses, liabilities, damages, claims, costs and reasonable legal expenses suffered or incurred by My Tech Group arising out of or in connection with:

1. the Licensee's misuse of the Software;
2. unlawful, infringing, fraudulent, negligent or harmful use of the Software by the Licensee or anyone acting through the Licensee's websites, systems or Licence Keys;
3. the Licensee's breach of this Agreement or the applicable Licence Terms;
4. unauthorised copying, distribution, sharing, sub-licensing, resale or disclosure of the Software or any Licence Key;
5. modifications, direct edits, overrides, unofficial patches or extensions made by or on behalf of the Licensee;
6. claims arising from the Licensee's own website, content, products, services, systems, customers, users, data, activities or legal obligations; and
7. claims made by the Licensee's clients, customers, website users, contractors, service providers or other third parties arising from the Licensee's use of the Software.

30.2 The indemnity in clause 30.1 applies only to the extent that the relevant loss, liability, claim, cost or expense is caused by the relevant matter listed in that clause and is not caused by My Tech Group's fraud, fraudulent misrepresentation or other liability that cannot lawfully be excluded or limited.

31. Suspension

31.1 My Tech Group may suspend licence activation, licence verification, update entitlement, access to Updates or support where My Tech Group reasonably believes that the Licensee has breached this Agreement or the applicable Licence Terms, failed to pay applicable fees, used an invalid or unauthorised Licence Key, exceeded permitted licence entitlement, interfered with licence verification, created a security or abuse risk, or used the Software unlawfully.

31.2 Suspension may continue until the relevant issue has been resolved to My Tech Group's reasonable satisfaction. Suspension does not limit any other right or remedy available to My Tech Group.

32. Termination

32.1 My Tech Group may terminate the Licence immediately by notice if the Licensee materially breaches this Agreement or the applicable Licence Terms and, where the breach is capable of remedy, fails to remedy it within fourteen days after receiving written notice requiring it to do so.

32.2 My Tech Group may terminate the Licence immediately if the Licensee copies, distributes, sub-licenses, resells, shares or makes available the Software or any Licence Key without authorisation, circumvents licence verification, infringes My Tech Group's intellectual property rights, uses the Software unlawfully, or becomes subject to insolvency, administration, liquidation, bankruptcy or analogous proceedings.

32.3 The Licensee may terminate the Licence by ceasing all use of the Software and removing it from all websites, servers, staging environments, development environments and other systems under its control.

33. Effect of Termination

33.1 On termination or expiry of the Licence, the Licensee must cease using the Software and remove or disable the Software from all websites, servers, staging environments, development environments and other systems where continued use is not permitted by the applicable Licence Terms.

33.2 Termination or expiry does not affect any accrued rights, remedies, obligations or liabilities of either party.

33.3 Clauses intended by their nature to survive termination shall continue in force, including clauses relating to intellectual property rights, restrictions, disclaimers, limitation of liability, indemnity, confidentiality where applicable, governing law and jurisdiction.

34. Licence and Update Service Suspension or Discontinuation

34.1 My Tech Group may modify, replace, suspend or discontinue licence verification, licence activation, licence management or update services where reasonably necessary for security, maintenance, infrastructure, abuse prevention, legal, commercial or operational reasons.

34.2 My Tech Group does not guarantee that any licence verification or update service will be available continuously or indefinitely. Where reasonably practicable, My Tech Group may give notice before permanent discontinuation of a material licence or update service.

34.3 My Tech Group is not liable, to the fullest extent permitted by applicable law, for any loss arising from temporary or permanent unavailability, suspension, modification, replacement or discontinuation of licence verification or update services.

35. Force Majeure

35.1 My Tech Group shall not be liable for any failure or delay in performing its obligations where such failure or delay results from events, circumstances or causes beyond its reasonable control, including acts of God, natural disasters, war, terrorism, civil unrest, industrial disputes, epidemic, pandemic, government action, changes in law, power failure, internet failure, hosting provider failure, cloud provider failure, network failure, cyber-attack, denial of service attack, third-party service failure or supply chain disruption.

36. Assignment

36.1 The Licensee must not assign, transfer, charge, subcontract or deal in any other manner with any of its rights or obligations under this Agreement without the prior written consent of My Tech Group, except to the extent expressly permitted by the applicable Licence Terms.

36.2 My Tech Group may assign, transfer, subcontract or otherwise deal with its rights and obligations under this Agreement in connection with a reorganisation, sale of business, transfer of assets, merger, acquisition, outsourcing arrangement or change of service provider, provided that this does not materially reduce the Licensee's rights under this Agreement.

37. Third-Party Rights

37.1 Except for My Tech Group's licensors and suppliers, who may enforce provisions intended to protect their rights, a person who is not a party to this Agreement has no right under the Contracts (Rights of Third Parties) Act 1999 to enforce any term of this Agreement.

38. Waiver

38.1 A failure or delay by My Tech Group to exercise any right or remedy under this Agreement does not constitute a waiver of that or any other right or remedy. A waiver is effective only if given in writing and applies only to the circumstances for which it is given.

39. Severability

39.1 If any provision or part-provision of this Agreement is or becomes invalid, illegal or unenforceable, it shall be treated as modified to the minimum extent necessary to make it valid, legal and enforceable. If such modification is not possible, the relevant provision or part-provision shall be treated as deleted.

39.2 Any modification or deletion under clause 39.1 shall not affect the validity and enforceability of the rest of this Agreement.

40. Variation

40.1 My Tech Group may update or vary this Agreement from time to time to reflect changes in the Software, law, security requirements, business operations, licence verification or update services, support arrangements, Third-Party Software or commercial practices.

40.2 Where reasonably practicable, My Tech Group may provide notice of material changes. Continued use of the Software after an updated Agreement becomes effective constitutes acceptance of the updated Agreement.

40.3 No variation proposed by the Licensee is effective unless agreed in writing by My Tech Group.

41. Entire Agreement

41.1 This Agreement and the applicable Licence Terms constitute the entire agreement between the parties relating to the Software and supersede all prior discussions, correspondence, quotations, proposals, statements, representations, understandings and agreements relating to their subject matter.

41.2 Each party acknowledges that it has not relied on any statement, representation, assurance or warranty other than those expressly set out in this Agreement or the applicable Licence Terms. Nothing in this clause limits or excludes liability for fraud or fraudulent misrepresentation.

42. Relationship with the My CMS Licence Terms

42.1 Use of the Software is also subject to the applicable My CMS Licence Terms. The Licence Terms govern the Licensee's commercial licence entitlement, including matters such as permitted number of websites, production sites, staging sites, development sites, licence tiers, agency use, licence duration, renewals, expiry, cancellation, refunds, upgrades, downgrades, transfers, update entitlement, support entitlement, pricing changes and fair use.

42.2 This Agreement governs the legal use, operation, warranties, risk allocation, security responsibilities, intellectual property rights, restrictions, disclaimers, limitations of liability, indemnities, suspension, termination, governing law and jurisdiction relating to the Software.

42.3 If there is a conflict between this Agreement and the applicable Licence Terms, the Licence Terms shall prevail in relation to commercial licence entitlement, payment, licence duration, renewal, expiry, cancellation, refunds, upgrade, downgrade, transfer, update entitlement and support entitlement matters. This Agreement shall prevail in relation to software use, intellectual property rights, restrictions, operational risk, warranties, disclaimers, security responsibilities, indemnities, limitations of liability, governing law and jurisdiction, unless the applicable Licence Terms expressly state that they override a specific clause of this Agreement.

43. Notices and Contact Details

43.1 Notices to My Tech Group under this Agreement must be sent to [email protected] or to such other contact address as My Tech Group may publish or notify from time to time.

43.2 Notices to the Licensee may be sent to the email address associated with the relevant purchase, account, Licence Key, invoice or support request, or made available through the Software, a customer portal or My Tech Group's website where appropriate.

44. Governing Law

44.1 This Agreement, the Licence and any dispute or claim arising out of or in connection with them, including non-contractual disputes or claims, shall be governed by and construed in accordance with the laws of England and Wales.

45. Jurisdiction

45.1 The courts of England and Wales shall have exclusive jurisdiction to settle any dispute or claim arising out of or in connection with this Agreement, the Licence, the Software or their subject matter or formation, including non-contractual disputes or claims.