Terms of Use Agreement

TERMS OF USE AGREEMENT

Last revised on November 24, 2019

NOTE: YOU ARE ENTERING A LEGALLY BINDING AGREEMENT.

1. INTRODUCTION.

A. Purpose.

Monetical is an Artificial Intelligent platform for Agile organisations, consisting of dedicated applications, processes and structured knowledge (information). Whether your organisation is evaluating Agile, are recent adopters or is looking to rollout Agile across all the organisation, Monetical’s is here to ensure success.

B. Scope and Intent.

You agree that by creating an account on Monetical (collectively “Monetical” or the “Services”), you and the individual user accounts you create are entering into a legally binding agreement with Monetical Limited, St John’s Innovation Centre, Cowley Road, Cambridge CB4 0WS, United Kingdom. If you are using Monetical on behalf of a company or other legal entity, you are nevertheless individually bound by this Agreement even if your company has a separate agreement with us. If you do not want to register an account and become a Monetical User, do not conclude the Agreement, do NOT click “Agree” and do not access, view, download or otherwise use any Monetical webpage, information or services. By clicking “Agree,” you acknowledge that you have read and understood the terms and conditions of this Agreement and that you agree to be bound by all of its provisions. By clicking “Agree,” you also consent to use electronic signatures and acknowledge your click of the “Agree” button as one. Please note that Privacy Statement is also collectively referred to as Monetical’s “Terms of Service.”

YOUR OBLIGATIONS.

A. Applicable laws and this Agreement

You must comply with all applicable laws, the Agreement, as may be amended from time to time with or without advance notice, and the policies and processes explained in the following sections:

DOs and DON’Ts;
Complaints Regarding Content Posted on the Monetical; and
Monetical’s Privacy Policy.

B. License and warranty for your submissions to Monetical.

You own the personal information you provide Monetical under this Agreement, and may request its deletion at any time, unless you have shared information or content with others and they have not deleted it, or it was copied or stored by other users. Additionally, you grant Monetical a nonexclusive, irrevocable, worldwide, perpetual, unlimited, assignable, sublicense, fully paid up and royalty-free right to use, to copy, prepare derivative works of, improve, distribute, publish, remove, retain, add, process, analyse, use and commercialise, in any way now known or in the future discovered, any information you provide, directly or indirectly to Monetical, including, but not limited to, any user generated content, ideas, concepts, techniques or data to the services, you submit to Monetical, without any further consent, notice and/or compensation to you or to any third parties. Any information you submit to us is at your own risk of loss as noted in Sections 2 and 3 of this Agreement.

By providing information to us, you represent and warrant that you are entitled to submit the information and that the information is accurate, not confidential, and not in violation of any contractual restrictions or other third party rights. It is your responsibility to keep your Monetical account information accurate and updated.

The term ‘personal information’ related to individual user details, including first name, surname, organization, email address. This information will NOT be disclosed to any 3rd party without Monetical first obtaining your written consent.

C. Service Eligibility.

To be eligible to use the Service, you must meet the following criteria and represent and warrant that you: (1) are 18 years of age or older; (2) are not currently restricted from the Services, or not otherwise prohibited from having a Monetical account, (3) are not a competitor of Monetical or are not using the Services for reasons that are in competition with Monetical; (4) will only maintain one Monetical account at any given time; (5) have full power and authority to enter into this Agreement and doing so will not violate any other agreement to which you are a party; (6) will not violate any rights of Monetical, including intellectual property rights such as copyright or trademark rights; and (7) agree to provide at your cost all equipment, software, and internet access necessary to use the Services.

D. Sign-In Credentials.

You agree to: (1) Keep your password secure and confidential; (2) not permit others to use your account; (3) refrain from using other Users’ accounts; (4) refrain from selling, trading, or otherwise transferring your Monetical account to another party; and (5) refrain from charging anyone for access to any portion of Monetical, or any information therein. Further, you are responsible for anything that happens through your account until you close down your account or prove that your account security was compromised due to no fault of your own. To close your account, please Email support@monetical.com.

E. Indemnification.

You indemnify us and hold us harmless for all damages, losses and costs (including, but not limited to, reasonable attorneys’ fees and costs) related to all third party claims, charges, and investigations, caused by (1) your failure to comply with this Agreement, including, without limitation, your submission of content that violates third party rights or applicable laws, (2) any content you submit to the Services, and (3) any activity in which you engage on or through Monetical.

F. Payment.

If you purchase any services that we offer for a fee, either on a one-time or subscription basis (for example, purchasing of 3rd party products or services, training or other forms of professional services), you agree to Monetical storing your payment card information. You also agree to pay the applicable fees for such Services (including, without limitation, periodic fees for premium accounts) as they become due plus all related taxes, and to reimburse us for all collection costs and interest for any overdue amounts. Your obligation to pay fees continues until you cancel your subscription. You may cancel your Services at anytime, however you shall be charged the appropriate full fees for the month. Monetical’s refund policy can be provided upon request. You also acknowledge that Monetical’s Services are subject to this Agreement and any additional terms related to the provision of the Service.

do we include a clear statement of what happens to account access when a payment becomes over-due. 30 day notice and then read only. Then legal action.

G. Notify us of acts contrary to the Agreement.

If you believe that you are entitled or obligated to act contrary to this Agreement under any mandatory law, you agree to provide us with detailed and substantiated explanation of your reasons in writing at least 30 days before you act contrary to this Agreement, to allow us to assess whether we may, at our sole discretion, provide an alternative remedy for the situation, though we are under no obligation to do so.

H. Notifications and Service Messages.

For purposes of service messages and notices about the Services to you, Monetical may place a banner notice across its pages to alert you to certain changes such as modifications to this Agreement. Alternatively, notice may consist of an email from Monetical to an email address associated with your account, even if we have other contact information. You also agree that Monetical may communicate with you through your Monetical account or through other means including email, mobile number, telephone, or delivery services including the postal service about your Monetical account or services associated with Monetical. You acknowledge and agree that we shall have no liability associated with or arising from your failure to do so maintain accurate contact or other information, including, but not limited to, your failure to receive critical information about the Service.

I. Monetical Certified Consultants.

Monetical may offer additional staff to support your project through the Services (“Monetical Consultants”). You agree to pay Monetical the applicable fees for such Services (including, without limitation, periodic fees for premium accounts) as they become due plus all related taxes, and to reimburse us for all collection costs and interest for any overdue amounts. You agree to not approach or engage with Monetical Consultants directly and enter into an agreement with them without the approved consent of Monetical. Services are subject to this Agreement and any additional terms related to the provision of the Service.

J. Monetical Applications and Solutions.

Monetical may offer additional Applications and Solutions through the Services (“Monetical Offerings”). Examples of Monetical Offerings include, Monetical Online a digital Agile Led Application Life Cycle Management Solution, Retrospective.guru a digital project performance analysis application, its Training Courses and Custom Reports. Monetical Offerings are distinct from third party Applications addressed in Section 4.B. If you use a Monetical Offerings, you agree to pay Monetical the fees associated with providing the Monetical Offerings as advertised.

K. User-to-User Communication and Sharing (Project Experience, Work Packs, Monetical Plug-ins and Community Support, etc.).

Monetical offers various forms of knowledge such as Monetical Repository of Standardised Work Packs (also referred to as Open Stories), Discussion Groups and Wikis where you can exploit the experience of past project. Monetical also enables sharing of information by allowing users to post updates, including links to other articles and other information such as wikis and samples code, and 3rd party solutions and products. Monetical registered accounts and their users can exploit such past project experience to create their own body of knowledge for free, however, Monetical may close or transfer Monetical sources of such knowledge, or remove content from them if the content violates this Agreement or others’ intellectual property rights.

Please note that ideas you post and information you share may be seen and used by other Users, and Monetical cannot guarantee that other Users will not use the ideas and information that you share on Monetical. Monetical shall ensure all personal user information (for example, Company Name, Address or other data that is considered confidential or of a commercial nature) shall not be shared. Therefore, if you have an idea or information that you would like to keep confidential and/or don’t want others to use, or that is subject to third party rights that may be infringed by your sharing it, do not post it to any Monetical forum or elsewhere on Monetical. MONETICAL IS NOT RESPONSIBLE FOR A USER’S MISUSE OR MISAPPROPRIATION OF ANY CONTENT OR INFORMATION YOU POST IN ANY MONETICAL FORUM.

L. Privacy.

You should carefully read our full Privacy Policy before deciding to become a User as it is hereby incorporated into this Agreement by reference, and governs our treatment of any information, including personally identifiable information you submit to us. Please note that certain information, statements, data, and content (such as photographs) which you may submit to Monetical, or groups you choose to join might, or are likely to, reveal your gender, ethnic origin, nationality, age, and/or other personal information about you. You acknowledge that your submission of any information, statements, data, and content to us is voluntary on your part.

M. Contributions to Monetical

By submitting ideas, suggestions, documents, and/or proposals ("Contributions") to Monetical through its suggestion or feedback webpages, you acknowledge and agree that: (a) your Contributions do not contain confidential or proprietary information; (b) Monetical is not under any obligation of confidentiality, express or implied, with respect to the Contributions; (c) Monetical shall be entitled to use or disclose (or choose not to use or disclose) such Contributions for any purpose, in any way, in any media worldwide; (d) Monetical may have something similar to the Contributions already under consideration or in development; (e) you irrevocably assign to Monetical all rights to your Contributions; and (f) you are not entitled to any compensation or reimbursement of any kind from Monetical under any circumstances.

N. Evaluation Subscription Period (1- 30 days)

Monetical may choose to grant individual organisations free-of-charge access to the Monetical Service for a period up to 30days.

As a Evaluation Subscriber you are granted access to the application, but the following limitations are imposed:

Create a maximum of 10 named user accounts
Create a maximum of 2 projects
Create unlimited retrospective sessions
Create unlimited capability assessment sessions
Access community support and documentation

1. Monetical retains the right to 'Terminate' any subscription to the service.

O. Beyond the Evaluation Period (without Enterprise Subscription), i.e. Community Subscription

Should you choose not to upgrade to an Enterprise subscription at the end of the Evaluation Subscription period, you shall continue to have access to the initial projects for a further 30days with the following conditions being applied:

NO further named user accounts can be created
NO further projects can be created
NO new User Stories can be created
NO new retrospective sessions can be created
NO further changes can be made to retrospective sessions details of workflow
NO new capability assessment sessions can be created
NO further changes can be made to capability assessment sessions details of workflow
NO access to the Expertise library from either the Retrospective or Assessment applications
NO access to the Root Cause Pathway feature
Access community support and documentation

Complete access will be removed form the platform and services after a total of 60 days have elapsed from the date the original Evaluation Subscription was created.

P. Copyright Monetical Limited

All of the information, instructions or data that is provided as part of a Monetical Project Template, Open Stories, Capability Assessments, Corrective Measures, and Retrospective Comments are protected by Copyright. Your must NOT copy the information, instructions or data for purposes other than in conjunction with use of the Monetical Service. You are in breach of the Terms of Use Agreement and Copyright should you copy any information, instructions or data and choose to process, refer or reference it that which is stored in other digital applications; this includes spreadsheets, reports or similar digital applications or services.

3. YOUR RIGHTS.

On the condition that you comply with all your obligations under this Agreement, including, but not limited to, the Do’s and Don’ts listed in Section 10, we grant you a limited, revocable, nonexclusive, nonassignable, nonsublicenseable license and right to access the Services, through a generally available web browser, mobile device or application (but not through scraping, spidering, crawling or other technology or software used to access data without the express written consent of Monetical or its Users), view information and use the Services that we provide on Monetical webpages and in accordance with this Agreement. Any other use of Monetical contrary to our mission and purpose (such as seeking to exploit the knowledge and repackage it and pass it off as your own works either free of charge or otherwise) is strictly prohibited and a violation of this Agreement. We reserve all rights not expressly granted in this Agreement, including, without limitation, title, ownership, intellectual property rights, and all other rights and interest in Monetical and all related items, including any and all copies made of the Monetical website.

4. OUR RIGHTS AND OBLIGATIONS.

A. Services Availability.

For as long as Monetical continues to offer the Services, Monetical shall provide and seek to update, improve and expand the Services. As a result, we allow you to access Monetical as it may exist and be available on any given day and have no other obligations, except as expressly stated in this Agreement. We may modify, replace, refuse access to, suspend or discontinue Monetical, partially or entirely, or change and modify prices for all or part of the Services for you or for all our users in our sole discretion. All of these changes shall be effective upon their posting on our site or by direct communication to you unless otherwise noted. Monetical further reserves the right to withhold, remove and or discard any content available as part of your account, with or without notice if deemed by Monetical to be contrary to this Agreement. For avoidance of doubt, Monetical has no obligation to store, maintain or provide you a copy of any content that you or other Users provide when using the Services.

B. Third Party Services and Suppliers.

Monetical may include links to third party services and supplier sites (“Third Parties”), and elsewhere. Monetical also enables third party developers (“Platform Developers”) to create applications (“Platform Applications”) that provide features and functionality using data and developer tools made available by Monetical through its developer platform.

You are responsible for evaluating whether you want to access or use a Third Party Site or Platform Application. You should review any applicable terms and/or privacy policy of a Third Party Site or Platform Application before using it or sharing any information with it, because you may give the operator permission to use your information in ways we would not.

Monetical is not responsible for and does not endorse any features, content, advertising, products or other materials on or available from Third Party Sites or Platform Applications. Monetical also does not screen, audit, or endorse Platform Applications. Accordingly, if you decide to access Third Party Sites or use Platform Applications, you do so at your own risk and agree that your use of any Platform Application is on an “as-is” basis without any warranty as to the Platform Developer’s actions, and that this Agreement does not apply to your use of any Third Party Site or Developer Application.

Please note: If you allow a Platform Application or Third Party Site to authenticate to or connect with your Monetical account, that application or website can access information on Monetical related to you and your connections.

For additional information regarding Platform Developers and Platform Applications, please refer to Monetical’s Privacy Policy.

C. Disclosure of User Account Information.

You acknowledge, consent and agree that we may access, preserve, and disclose your registration and any other information you provide if required to do so by law or in a good faith belief that such access preservation or disclosure is reasonably necessary in our opinion to: (1) comply with legal process, including, but not limited to, civil and criminal subpoenas, court orders or other compulsory disclosures; (2) enforce this Agreement; (3) respond to claims of a violation of the rights of third parties, whether or not the third party is a User, individual, or government agency; (4) respond to customer service inquiries; or (5) protect the rights, property, or personal safety of Monetical, our Users or the public.

Disclosures of User information to third parties other than those required to provide customer support, administer this agreement, or comply with legal requirements are addressed in the Privacy Policy.

D. Disclosure of User Project Information.

You acknowledge, consent and agree that we may access, preserve, and disclose your project information and any other information you provide. However, we shall ensure that; (1) personal information; (2) confidential, whether or not the third party is a User, individual, or government agency; (3) respond to customer service inquiries; or (4) protect the rights, property, or personal safety of Monetical, our Users or the public.

E. Connections and Interactions with other Users.

You are solely responsible for your interactions with other Users via Monetical. Monetical may limit the number of projects you may create or data within a given project. Monetical reserves the right, but has no obligation, to monitor disputes between you and other account holders and to restrict, suspend, or close your account if Monetical determines, in our sole discretion, that doing so is necessary to enforce this Agreement.

5. DISCLAIMER.

SOME COUNTRIES AND JURISDICTIONS DO NOT ALLOW THE DISCLAIMER OF IMPLIED TERMS IN CONTRACTS WITH CONSUMERS AND AS A RESULT THE CONTENTS OF THIS SECTION MAY NOT APPLY TO YOU.

DO NOT RELY ON MONETICAL, ANY INFORMATION THEREIN, OR ITS CONTINUATION. WE PROVIDE THE PLATFORM FOR MONETICAL AND ALL INFORMATION AND SERVICES ON AN “AS IS” AND “AS AVAILABLE” BASIS. MONETICAL DOES NOT CONTROL OR VET USER GENERATED CONTENT FOR ACCURACY. WE DO NOT PROVIDE ANY EXPRESS WARRANTIES OR REPRESENTATIONS.

TO THE FULLEST EXTENT PERMISSIBLE UNDER APPLICABLE LAW, WE DISCLAIM ANY AND ALL IMPLIED WARRANTIES AND REPRESENTATIONS, INCLUDING, WITHOUT LIMITATION, ANY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, ACCURACY OF DATA, AND NONINFRINGEMENT. IF YOU ARE DISSATISFIED OR HARMED BY MONETICAL OR ANYTHING RELATED TO MONETICAL, YOU MAY CLOSE YOUR MONETICAL ACCOUNT AND TERMINATE THIS AGREEMENT IN ACCORDANCE WITH SECTION 7 (“TERMINATION”) AND SUCH TERMINATION SHALL BE YOUR SOLE AND EXCLUSIVE REMEDY.

MONETICAL IS NOT RESPONSIBLE, AND MAKES NO REPRESENTATIONS OR WARRANTIES FOR THE DELIVERY OF ANY MESSAGES (SUCH AS INMAILS, POSTING OF ANSWERS OR TRANSMISSION OF ANY OTHER USER GENERATED CONTENT) SENT THROUGH MONETICAL TO ANYONE. IN ADDITION, WE NEITHER WARRANT NOR REPRESENT THAT YOUR USE OF THE SERVICE WILL NOT INFRINGE THE RIGHTS OF THIRD PARTIES. ANY MATERIAL, SERVICE, OR TECHNOLOGY DESCRIBED OR USED ON THE WEBSITE MAY BE SUBJECT TO INTELLECTUAL PROPERTY RIGHTS OWNED BY THIRD PARTIES WHO HAVE LICENSED SUCH MATERIAL, SERVICE, OR TECHNOLOGY TO US.

MONETICAL DOES NOT HAVE ANY OBLIGATION TO VERIFY THE IDENTITY OF THE PERSONS SUBSCRIBING TO ITS SERVICES, NOR DOES IT HAVE ANY OBLIGATION TO MONITOR THE USE OF ITS SERVICES BY OTHER USERS OF THE COMMUNITY; THEREFORE, MONETICAL DISCLAIMS ALL LIABILITY FOR IDENTITY THEFT OR ANY OTHER MISUSE OF YOUR IDENTITY OR INFORMATION.

MONETICAL DOES NOT GUARANTEE THAT THE SERVICES IT PROVIDES WILL FUNCTION WITHOUT INTERRUPTION OR ERRORS IN FUNCTIONING. IN PARTICULAR, THE OPERATION OF THE SERVICES MAY BE INTERRUPTED DUE TO MAINTENANCE, UPDATES, OR SYSTEM OR NETWORK FAILURES. MONETICAL DISCLAIMS ALL LIABILITY FOR DAMAGES CAUSED BY ANY SUCH INTERRUPTION OR ERRORS IN FUNCTIONING. FURTHERMORE, MONETICAL DISCLAIMS ALL LIABILITY FOR ANY MALFUNCTIONING, IMPOSSIBILITY OF ACCESS, OR POOR USE CONDITIONS OF THE MONETICAL SITE DUE TO INAPPROPRIATE EQUIPMENT, DISTURBANCES RELATED TO INTERNET SERVICE PROVIDERS, TO THE SATURATION OF THE INTERNET NETWORK, AND FOR ANY OTHER REASON.

6. LIMITATION OF LIABILITY.

SOME COUNTRIES DO NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY IN CONTRACTS WITH CONSUMERS AND AS A RESULT THE CONTENTS OF THIS SECTION MAY NOT APPLY TO YOU.

Neither Monetical nor any of our subsidiaries, affiliated companies, employees, shareholders, or directors (“Monetical Affiliates”) shall be cumulatively liable for (a) any damages in excess €100, or (b) any special, incidental, indirect, punitive or consequential damages or loss of use, profit, revenue or data to you or any third person arising from your use of the Service, any platform applications or any of the content or other materials on, accessed through or downloaded from Monetical. This limitation of liability is part of the basis of the bargain between the parties and without it the terms and prices charged would be different. This limitation of liability shall:

Apply regardless of whether (1) you base your claim on contract, tort, statute or any other legal theory, (2) we knew or should have known about the possibility of such damages, or (3) the limited remedies provided in this section fail of their essential purpose; and
Not apply to any damage that Monetical may cause you intentionally or knowingly in violation of this Agreement or applicable law, or as otherwise mandated by applicable law that cannot be disclaimed from in this Agreement.
Not apply if you have entered into a separate agreement to purchase Premium Services with a separate Limitation of Liability provision that supersedes this section in relation to those Premium Services.

7. TERMINATION.

A. Mutual rights of termination.

You may terminate this Agreement, for any or no reason, at any time, with notice to Monetical pursuant to Section 9.C. This notice will be effective upon Monetical processing your notice. Monetical may terminate the Agreement and your account for any reason or no reason, at any time, with or without notice. This cancellation shall be effective immediately or as may be specified in the notice. For avoidance of doubt, only Monetical or the party paying for the services may terminate your access to any Premium Services. Termination of your Monetical account includes disabling your access to Monetical and may also bar you from any future use of Monetical.

B. Misuse of the Services.

Monetical may restrict, suspend or terminate the account of any User who abuses or misuses the Services. Misuse of the Services includes inviting other Users with whom you do not know to connect; abusing the Monetical messaging services; creating multiple or false profiles; using the Services commercially without Monetical’s authorisation, infringing any intellectual property rights, violating any of the Do’s and Don’ts listed in Section 10, or any other behaviour that Monetical, in its sole discretion, deems contrary to its purpose. In addition, and without limiting the foregoing, Monetical has adopted a policy of terminating accounts of Users who, in Monetical’s sole discretion, are deemed to be repeat infringers.

C. Effect of Termination.

Upon the termination of your Monetical account, you lose access to the Services. The terms of this Agreement shall survive any termination, except Sections 3 (“Your Rights”) and 4.a-b, and d (“Our Rights and Obligations”) hereof.

8. DISPUTE RESOLUTION

A. Law and Forum for Legal Disputes

The Agreement submits to the non-exclusive jurisdiction of the English courts and agrees that the Contract is to be governed and construed according to English law.

9. GENERAL TERMS.

A. Severability.

If any provision of this Agreement is found by a court of competent jurisdiction or arbitrator to be illegal, void, or unenforceable, the unenforceable provision will be modified so as to render it enforceable and effective to the maximum extent possible in order to effect the intention of the provision; and if a court or arbitrator finds the modified provision invalid, illegal, void or unenforceable, the validity, legality and enforceability of the remaining provisions of this Agreement will not be affected in any way.

B. Language.

Where Monetical has provided you with a translation of the English language version of this Agreement, the Privacy Policy, and/or any other documentation, you agree that the translation is provided for your convenience only and that the English language versions of this Agreement, the Privacy Policy, and any other documentation, including additional terms of service for Premium Services, will govern your relationship with Monetical.

C. Notices and Service of Process.

In addition to Section 2.h. (“Notices and Service Messages”), we may notify you via postings on www.monetical.com. You may contact us here.

Or via mail or courier at:

Monetical Limited

ATTN: Legal Department
Quern House
Mill Court
Great Shelford
Cambridgeshire
CB22 5LD
United Kingdom

Additionally, Monetical accepts service of process at this address. Any notices that you provide without compliance with this section on Notices shall have no legal effect.

D. Entire Agreement.

You agree that this Agreement constitutes the entire, complete and exclusive agreement between you and us regarding the Services and supersedes all prior agreements and understandings, whether written or oral, or whether established by custom, practice, policy or precedent, with respect to the subject matter of this Agreement. You also may be subject to additional terms and conditions that may apply when you use or purchase certain other Monetical services, third-party content or third party software.

E. Amendments to this Agreement.

We reserve the right to modify, supplement or replace the terms of the Agreement, effective upon posting at www.monetical.com or notifying you otherwise. For example, Monetical presents a banner on the site when we have amended this Agreement or the Privacy Policy so that you may access and review the changes prior to your continued use of the site. If you do not want to agree to changes to the Agreement, you can terminate this Agreement at any time per Section 7 (Termination).

F. No informal waivers, agreements or representations.

Our failure to act with respect to a breach of this Agreement by you or others does not waive our right to act with respect to that breach or subsequent similar or other breaches. Except as expressly and specifically contemplated by the Agreement, no representations, statements, consents, waivers or other acts or omissions by any Monetical Affiliate shall be deemed legally binding on any Monetical Affiliate, unless documented in a physical writing hand signed by a duly appointed officer of Monetical.

G. No Injunctive Relief.

In no event shall you seek or be entitled to rescission, injunctive or other equitable relief, or to enjoin or restrain the operation of the Service, exploitation of any advertising or other materials issued in connection therewith, or exploitation of the Services or any content or other material used or displayed through the Services.

H. Assignment and Delegation.

You may not assign or delegate any rights or obligations under the Agreement. Any purported assignment and delegation shall be ineffective. We may freely assign or delegate all rights and obligations under the Agreement, fully or partially without notice to you. We may also substitute, by way of unilateral novation, effective upon notice to you, Monetical Limited for any third party that assumes our rights and obligations under this Agreement.

9. Potential Other Rights and Obligations.

You may have rights or obligations under local law other than those enumerated here if you are located outside the United Kingdom.

10. MONETICAL USER “DOS” and “DON’TS.”

As a condition to access Monetical, you agree to this User Agreement and to strictly observe the following DOs and DON’Ts:

A. Do undertake the following:

Comply with all applicable laws, including, without limitation, privacy laws, intellectual property laws, export control laws, tax laws, and regulatory requirements;
Provide accurate information to us and update it as necessary;
Review and comply with our Privacy Policy;
Review and comply with notices sent by Monetical concerning the Services; and
Use the Services in a professional manner.

B. Don’t undertake the following:

1. Act dishonestly or unprofessionally by engaging in unprofessional behavior by posting inappropriate, inaccurate, or objectionable content to Monetical;

2. Publish inaccurate information in the designated fields on the profile form (e.g., do not include a link or an email address in the name field). Please also protect sensitive personal information such as your email address, phone number, street address, or other information that is confidential in nature;

3. Create a user profile for anyone other than a natural person;

4. Upload a profile image that is not your likeness or a head-shot photo;

5. Use or attempt to use another's account without authorisation from the Company, or create a false identity on Monetical;

6. Upload, post, email, transmit or otherwise make available or initiate any content that:

Falsely states, impersonates or otherwise misrepresents your identity, including but not limited to the use of a pseudonym, or misrepresenting your current or previous positions and qualifications, or your affiliations with a person or entity, past or present;
Is unlawful, libellous, abusive, obscene, discriminatory or otherwise objectionable;
Adds to a content field content that is not intended for such field (i.e. submitting a telephone number in the “title” or any other field, or including telephone numbers, email addresses, street addresses or any personally identifiable information for which there is not a field provided by Monetical);
Includes information that you do not have the right to disclose or make available under any law or under contractual or fiduciary relationships (such as insider information, or proprietary and confidential information learned or disclosed as part of employment relationships or under nondisclosure agreements);
Infringes upon patents, trademarks, trade secrets, copyrights or other proprietary rights;
Contains software viruses, worms, or any other computer code, files or programs that interrupt, destroy or limit the functionality of any computer software or hardware or telecommunications equipment of Monetical or any User of Monetical;
Forges headers or otherwise manipulate identifiers in order to disguise the origin of any communication transmitted through the Services.

7. Participate, directly or indirectly, in the setting up or development of a network that seeks to implement practices that are similar to sales by network or the recruitment of independent consultants to the purposes of creating a pyramid scheme or other similar practices;

8. Duplicate, license, sublicense, publish, broadcast, transmit, distribute, perform, display, sell, rebrand, or otherwise transfer information found on Monetical (excluding content posted by you) except as permitted in this Agreement, or as expressly authorised by Monetical;

9. Reverse engineer, decompile, disassemble, decipher or otherwise attempt to derive the source code for any underlying intellectual property used to provide the Services, or any part thereof;

10. Utilise or copy information, content or any data you view on and/or obtain from Monetical to provide any service that is competitive, in Monetical’s sole discretion, with Monetical;

11. Imply or state, directly or indirectly, that you are affiliated with or endorsed by Monetical unless you have entered into a written agreement with Monetical (this includes, but is not limited to, representing yourself as an accredited Monetical trainer if you have not been certified by Monetical as such);

12. Adapt, modify or create derivative works based on Monetical or technology underlying the Services, or other Users’ content, in whole or part, except as permitted under this agreement;

13. Rent, lease, loan, trade, sell/re-sell access to Monetical or any information therein, or the equivalent, in whole or part;

14. Sell, sponsor, or otherwise monetize a Monetical Group or any other service or functionality of Monetical, without the express written permission of Monetical.

15. Deep-link to the Site for any purpose, (i.e. including a link to a Monetical web page other than Monetical’s home page) unless expressly authorised in writing by Monetical or for the purpose of promoting your profile or a Group on Monetical as set forth in the Brand Guidelines;

16. Remove any copyright, trademark or other proprietary rights notices contained in or on Monetical, including those of both Monetical and any of its licensors;

17. Remove, cover or otherwise obscure any form of advertisement included on Monetical;

18. Collect, use, copy, or transfer any information, including, but not limited to, personally identifiable information obtained from Monetical except as expressly permitted in this Agreement or as the owner of such information may expressly permit;

19. Share information of non-Users without their express consent;

20. Infringe or use Monetical’s brand, logos and/or trademarks, including, without limitation, using the word “Monetical” in any business name, email, or URL or including Monetical’s trademarks and logos except as provided in the Brand Guidelines or as expressly permitted by Monetical;

21. Use manual or automated software, devices, scripts robots, other means or processes to access, “scrape,” “crawl” or “spider” any web pages or other services contained in the site;

22. Use bots or other automated methods to access Monetical, add or download contacts, send or redirect messages, or perform other activities through Monetical, unless explicitly permitted by Monetical;

23. Access, via automated or manual means or processes, Monetical for purposes of monitoring Monetical’s availability, performance or functionality for any competitive purpose;

24. Engage in “framing,” “mirroring,” or otherwise simulating the appearance or function of Monetical’s website;

25. Attempt to or actually access Monetical by any means other than through the interfaces provided by Monetical such as its mobile application or by navigating to www.monetical.com or using a web browser. This prohibition includes accessing or attempting to access Monetical using any third-party service, including software-as-a-service platforms that aggregate access to multiple services, including Monetical;

26. Attempt to or actually override any security component included in or underlying Monetical;

27. Engage in any action that directly or indirectly interferes with the proper working of or places an unreasonable load on Monetical’s infrastructure, including, but not limited to, sending unsolicited communications to other Users or Monetical personnel, attempting to gain unauthorised access to Monetical, or transmitting or activating computer viruses through or on Monetical;

28. Interfere with or disrupt or game Monetical or the Services, including, but not limited to, any servers or networks connected to Monetical, in particular Monetical's search algorithms.