Our licences are based on annual fees and are calculated by the number of users or sites/locations.

A single-site institution is an institution that is located in one place. The starting licence price is £2,100 for 1 to 3 users. If you wish to have more users, you can add them for £350 per user per annum. Alternatively, you can take an unlimited user licence for £7,000.

A multi-site institution is an institution that has a number of laboratories at different locations. For example, for an institution with two laboratories at different locations, there are two main options: a) Choose the multi-site institution licence with unlimited users; b) Choose the single-site institution licence (up to 3 or unlimited users) and add the second location for £1,800 per annum.

User/Organisation Type	Maximum number of concurrent users	Annual Fees
Single-site Institution	1-3	£2,100
	Add an additional user	£350
Single-site Institution	Unlimited	£7,000
	Add an additional site	£1,800
Multi-site Institution (single organisation)	Unlimited	£12,000

All prices excluding VAT.

We offer a discount of 10% for licenses paid 3 years up-front.

• By using the software ("Software", "Amo" or "AmoAi") that includes source codes and exacutable files provided by the AmoAi^® Technologies ("AmoAi" or "Amo"), you agree to the terms of this End User License Agreement (“EULA”) between you and AmoAi trading name of AmoAi Technologies (“company” or “we”). IF YOU DO NOT AGREE TO THE TERMS OF THIS EULA, YOU MAY NOT USE THE SOFTWARE, YOU MUST NOT DISTRIBUTE THE SOFTWARE AND YOU MAY CHOOSE TO PROMPTLY DELETE THE SOFTWARE FOR A REFUND OF THE SOFTWARE PURCHASE PRICE BY CONTACTING AMOAI TECHNOLOGIES AT THE ADDRESS BELOW.

1. Interpretation

• 1.1 The words and expressions used in these Licence Terms shall have the following meanings
  
  • the Accepted Licence Request: the copy of accepted licence request provided by AmoAi to you on confirming acceptance of your request for a licence;
  • the Agreement: the Accepted Licence Request and these Licence Terms;
    
  • the Author: the author or authors of the Software identified in the Accepted Licence Request;
    
  • the Description: AmoAi; Compuational tools for biological data analysis;
    
  • the Fees: the signing fee and annual fee specified in the Accepted Licence Request;
    
  • Intellectual Property Rights: any and all rights in inventions, patents, trade marks, service marks, copyright, database rights, moral rights, rights in designs, know-how, confidential information and all or any other intellectual or industrial property rights, whether or not registered or capable of registration;
    
  • the Intended Use: the intended use specified in the Accepted Licence Request;
    
  • the Licence: the licence granted by AmoAi to the Licensee under clause 2.1 of these terms;
    
  • the Licensee: the Licensee named in the Accepted Licence Request;
    
  • the Software: AmoAi (v.2.7.5 & future upgrades) in code form;
    
  • the Start Date: the date on which AmoAi confirms to the Licensee that the Accepted Licence Request has been received;
    
  • the Term: the term set out in the Accepted Licence Request; and
    
• 1.2 Any phrase introduced by the term “include”, “including”, “in particular” or any similar expression will be construed as illustrative and will not limit the sense of the words preceding that phrase.

2. Grant of Licence

• 2.1 The Licensee may use and copy the Software on the terms set out in this Agreement. The Licence is non-exclusive and non-transferable. The Software may only be used by the Licensee to manage collections at the site(s) specified in the Accepted Licence Request.
• 2.2 If the Licensee wants to increase that number of sites or users it must obtain an additional licence or extension of this Licence from AmoAi. Any additional licence or extension may be subject to the Licensee paying additional licence fees.
• 2.3 The Licence will begin on the Start Date. Unless it is terminated under clause 8.2 or clause 4.4.3, the Licence will automatically renew on each anniversary of the Start Date until either:
• 2.3.1 it is terminated by AmoAi or the Licensee giving the other at least 30 days' notice of termination to expire on any anniversary of the Start Date; or
• 2.3.2 an anniversary of the Start Date where the Licensee fails to pay the renewal Fee within thirty (30) days of receipt of an invoice from AmoAi for that anniversary of the Start Date.

3. Use of the Software

• 3.1 Only the Licensee, its employees and authorised visitors may use the Software for the Licensee's internal business purposes including the sharing of its collections information through the Software with any person through any digital portals that access that information.
• 3.2 The Licensee may not sub-license or otherwise commercialise the use of the Software.
• 3.3 The Licensee may not modify the Software except as expressly permitted in writing by AmoAi.
• 3.4 Except as permitted under s50B(2) or s. 296A(1) of the Copyright, Design and Patents Act or any other directly applicable law, the Licensee must not reverse engineer any of the Software to determine any design structure, concepts or methodology behind the Software, or to incorporate it in any other software or any product, or for any other purpose.
• 3.5 The Licensee acknowledges that by virtue of this Agreement the Licensee acquires no more than the Licence which is granted at clause 2.1 and does not acquire any rights of ownership or title in or over the Software or any Intellectual Property Rights in the Software.
• 3.6 The Licensee will not tamper with or remove the Copyright Notice or other proprietary notice or any disclaimer that appears on or in any part of the Software, and will reproduce the same in all copies of any of the Software.

4. Installation of the Software

• 4.1 On the Start Date, the Licensee may download the Software from the URL detailed in the Accepted Licence Request.
• 4.2 Installation instructions will be provided in the Accepted Licence Request and the Licensee will be responsible for installing the Software.
• 4.3 In the event that the Licensee requests reasonable advice from the Author or AmoAi in connection with the installation of the Software, AmoAi will use reasonable endeavours to provide or arrange for the Author to provide that advice by email free of charge to the Licensee for a period of up to one hundred and twenty (120) days from the Effective Date.
• 4.4 If, within a period of one hundred and twenty (120) days from the Effective Date , the Licensee notifies AmoAi of any defect or fault in the Software in consequence of which it fails to conform in all material respects to the Description, and such defect or fault does not result from the Licensee, or anyone acting with the authority of the Licensee, having modified the Software or used it outside the terms of this Licence, for a purpose or in a context other than the Licensee’s business use or in combination with any other software not provided by AmoAi, AmoAi shall, at AmoAi’s option, do one of the following:
• 4.4.1 repair the Software;
• 4.4.2 replace the Software; or
• 4.4.3 terminate this Agreement immediately by notice in writing to the Licensee and refund the Fees paid by the Licensee as at the date of termination (less a reasonable sum in respect of the Licensee’s use of the Software to the date of termination) on return of the Software and all copies of it by the Licensee;
provided that AmoAi will have no obligation to repair or replace the Software unless the Licensee provides all the information that may be necessary to assist AmoAi in resolving the defect or fault, including sufficient information to enable AmoAi to re-create the defect or fault and if AmoAi is unable to repair or replace the Software it will have the right to terminate this agreement under clause 4.4.3 above.

5. Maintenance and Support:

• 5.1 AmoAi is not obliged to and does not undertake to provide the Licensee with any form of ongoing maintenance or other support or assistance in relation to the development or use of the Software, but at the request of the Licensee, will use reasonable endeavours to procure that the Authors shall, so far as they are reasonably able, provide ongoing support to the Licensee. Project specific alterations or additions to the software may be subject to additional fees that would be negotiated separately to this agreement.

6. Payments

• 6.1 The Licensee will pay the Fees in consideration for the grant of the Licence.
• 6.2 AmoAi will invoice the Licensee for each Fee after the date on which that Fee is due as set out in the Accepted Licence Request and the Licensee must settle that invoice within thirty (30) days after receipt.
• 6.3 Each annual Fee will be increased by the percentage change in the General Index of Retail Prices for all items which is published in the United Kingdom in the Monthly Digest of Statistics by the Office for National Statistics or any replacement of it (the “Retail Price Index”) between the published Retail Price Index prevailing on the first day of the month in which the relevant annual fee is due and the published Retail Price Index prevailing on the first day of the month in which the Start Date occurs.
• 6.4 Where the Licensee has to make a payment to AmoAi under this Agreement which attracts value-added, sales, use, excise, or other similar taxes or duties, the Licensee will pay those taxes and duties in addition to the Fees within 30 days of receipt from AmoAi of a statement with reasonable detail as to the source of such tax and calculation of the amount.
• 6.5 Where the Licensee has to withhold tax by law, the Licensee will deduct the tax, pay it to the relevant taxing authority, and supply AmoAi with a Certificate of Tax Deduction at the time of payment to AmoAi .

7. Confidentiality

• 7.1 The Licensee will keep confidential, and not use for any purpose except exercising its rights under this Agreement, the Software or any materials, know how, trade secrets or other information relating to the Software (“Confidential Information”).
• 7.2 Confidential Information may be exchanged freely between AmoAi and the Author and communications between those two parties shall not be regarded as disclosures, dissemination or publication for the purpose of this Agreement.
• 7.3 This clause 7 will not apply to any Confidential Information which:
• 7.3.1 is known to the Licensee before disclosure, and is not subject to any obligation of confidentiality owed to AmoAi;
• 7.3.2 is or becomes publicly known without the fault of the Licensee;
• 7.3.3 is obtained by the Licensee from a third party in circumstances where the Licensee has no reason to believe that there has been a breach of an obligation of confidentiality owed to AmoAi;
• 7.3.4 the Licensee establishes by reasonable proof was substantially and independently developed by officers or employees of the Licensee who had no knowledge of AmoAi’s Confidential Information;
• 7.3.5 is approved for release in writing by an authorised representative of AmoAi; or
• 7.3.6 the Licensee is required to disclose by law provided that, in the case of a disclosure under the Freedom of Information Act 2000, none of the exemptions to that Act applies to the relevant Confidential Information.

8. Termination

• 8.1 If either party commits a material or persistent breach of this Agreement, and the breach is not remedied (where remediable) within the period allowed by notice given by the other party in writing calling on the party in breach to effect such remedy (such period being not less than thirty (30) days), the other party may by further written notice terminate this Agreement immediately.
• 8.2 AmoAi may terminate this Agreement immediately if the Licensee has a petition presented for its winding-up, or passes a resolution for voluntary winding-up otherwise than for the purposes of a bona fide amalgamation or reconstruction, or compounds with its creditors, or has a receiver or administrative receiver appointed of all or any part of its assets, or enters into any arrangements with creditors, or takes or suffers any similar action in consequence of debt.
• 8.5 On termination or expiry of this Agreement, for whatever reason, the Licence will terminate and the Licensee:
• 8.5.1 must cease using the Software, except for the purposes of retrieving and exporting the Licensee's data to another software system;
• 8.5.2 will pay to AmoAi all outstanding sums under this Agreement; and
• 8.6 Unless already terminated in accordance with this clause 8, the Licensee shall be entitled to purchase a perpetual licence to the most recent version of the Software available at that time. The perpetual licence will be subject to a separate agreement on similar terms to the current licence.
• 8.7 Termination of this Agreement in accordance with this clause 8 will be without prejudice to any other rights or remedies of the parties accrued prior to termination.
• 8.8 Clauses 6.5, 7, 8.7, 8.6 and 11 will survive the termination or expiration of this Agreement, for whatever reason, indefinitely.

9. Liability

• 9.1 The Software has been developed within AmoAi and is provided to the Licensee on an “as is” basis. To the fullest extent permissible by law, AmoAi does not make or give any warranties, representations or conditions of any kind and all warranties, conditions, terms, undertakings and obligations on the part of AmoAi implied by statute, common law, custom, trade usage, course of dealing or in any other way are, to the extent permitted by law, excluded.
• 9.2 The Licensee acknowledges and accepts that:
• 9.2.1 AmoAi does not warrant that the use of the Software will meet the Licensee’s data processing requirements or that the operation of the Software will be uninterrupted, reliable or error free;
• 9.2.2 the Software was not designed or produced to the Licensee’s individual requirements and that AmoAi was not responsible for its selection or suitability for any particular use or use under particular conditions;
• 9.2.3 AmoAi has no day to day input or control over the use of the Software by the Licensee and, therefore, acknowledges that AmoAi cannot accept any responsibility for any use which is made of the Software or for any reliance placed on the Software or the accuracy of any results or material obtained by the Licensee in using the Software; and
• 9.2.4 AmoAi does not warrant that use of the Software will not infringe third-party rights.
• 9.3 Subject to clause 9.6, AmoAi's liability for any breach of this Agreement, in negligence or arising in any other way out of the subject matter of this Agreement, will not extend to any incidental or consequential damages or losses, or any loss of profits, loss of revenue, loss of data, loss of contracts or opportunity, whether direct or indirect, even if the Licensee has advised AmoAi of the possibility of those losses arising or if they were or are within AmoAi's contemplation at the date of this Agreement.
• 9.4 Subject to clause 9.6, the maximum aggregate liability of AmoAi for any and all breaches of this Agreement, in negligence or arising in any other way out of the subject matter of this Agreement will not exceed the aggregate of all sums paid by the Licensee to AmoAi under this Agreement.
• 9.5 The Licensee undertakes to make no claim against any employee, student, agent or appointee of AmoAi, being a claim which seeks to enforce against any of them any liability whatsoever in connection with this Agreement or its subject-matter.
• 9.6 Nothing in this Agreement limits AmoAi’s liability for fraud, or death, or personal injury arising as a result of AmoAi’s negligence or any other liability which may not, by law, be excluded.

10. Claims by Third Parties

• 10.1 The Licensee agrees to indemnify AmoAi in relation to any and all claims, damages and liabilities:
• 10.1.1 asserted by third parties (including claims for negligence) which arise directly or indirectly from the use of the Software by the Licensee; and/or
• 10.1.2 arising directly or indirectly from any breach by the Licensee of this Agreement.
• 10.2 AmoAi will use its reasonable endeavours to avoid, dispute, resist, appeal, compromise or defend any claim indemnified by the Licensee under clause 10.1 and to minimise its losses, claims, liabilities, costs, charges and expenses. AmoAi will not (except as required by law) take any material action (including any admission, compromise, settlement or discharge of any claim) in respect of any claim indemnified by the Licensee under clause 10.1 without the consent of the Licensee (which will not be unreasonably withheld, delayed or conditioned).
• 10.3 If AmoAi, acting reasonably, believes that the Software may infringe the rights of any third party, AmoAi shall be entitled to:
• 10.3.1 procure the right for the Licensee to continue using the Software;
• 10.3.2 make such alterations, modifications or adjustments to the Software so that the Software becomes non-infringing without incurring a material diminution in performance or function; or
• 10.3.3 replace the Software with non-infringing substitutes provided that such substitutes do not entail a material diminution in performance or functionality.

11. General

• 11.1 Advertising - The Licensee must not use the name of AmoAi, or the Author in any advertising, promotional or sales literature unless AmoAi has provided its prior written approval.
• 11.2 Notices – All notices to be sent to AmoAi under this agreement must indicate AmoAi Project № AMO1509 and should be sent, by email unless agreed otherwise in writing, until further notice to: yaan[DOT]jang[AT]gmail[DOT]com. All notices to be sent to the Licensee under this agreement should be sent, until further notice, to the Licensee’s Contact and Address indicating AmoAi Project № AMO1509.
• 11.3 Assignment – The Licensee may not assign any of its rights or obligations under this Agreement in whole or in part, without the prior written consent of AmoAi.
• 11.4 Severability - If any of the provisions of this Agreement is or becomes invalid, illegal or unenforceable, the validity, legality or enforceability of the remaining provisions will not in any way be affected or impaired. The parties will, however, negotiate to agree the terms of a mutually satisfactory provision, achieving as nearly as possible the same commercial effect, to be substituted for the provision found to be void or unenforceable.
• 11.5 Entire Agreement - This Agreement constitutes the entire Agreement between the parties in relation to the Software and the Licensee has not relied on any other statements or representations in agreeing to enter this contract.
• 11.6 Variation - Any variation of this Agreement must be in writing and signed by authorised signatories for both parties. For the avoidance of doubt, the parties to this Agreement may rescind or vary this Agreement without the consent of any party that has the benefit of clause 11.7.
• 11.7 Rights of Third Parties - Certain items of software included within the Software are subject to “open source” or “free software” licenses (“Open Source Software”). Some of the Open Source Software is owned by third parties. The Open Source Software is not subject to the terms and conditions of this EULA. Instead, each item of Open Source Software is licensed under the terms of the end user license that accompanies such Open Source Software. Nothing in this EULA limits your rights under, or grants you rights that supersede, the terms and conditions of any applicable end user license for the Open Source Software.
• 11.8 Governing Law - This Agreement is governed by English Law, and the parties submit to the exclusive jurisdiction of the English Courts for the resolution of any dispute which may arise out of or in connection with this Agreement except for injunctive relief which may be sought in any court of competent jurisdiction.
• Except as otherwise provided in this section, no amendment to this EULA will be valid unless it is in writing hand-signed by the parties.

If you have questions regarding this EULA, please contact us.