Your attention is particularly drawn to the provisions of Clause 12 (Limitation of liability).
- What these terms cover. These are the terms and conditions which govern your access to and use of the Monax website located at https://monax.io/ (the “Website”). You must be at least sixteen years of age to use this Website.
- Why you should read them. Please read these terms carefully before using the Website. These terms tell you how to use and how not to use the Website, what to do if there is a problem, and other important information. If you think that there is a mistake in these terms, please contact us to discuss.
- This is our entire agreement with you. These terms constitute the entire agreement between us in relation to your use of the Website. You acknowledge that you have not relied on any statement, promise, representation, assurance or warranty made or given by or on behalf of us which is not set out in these terms and that you shall have no claim for innocent or negligent misrepresentation based on any statement in this agreement.
- Who we are. We are Monax Industries Limited a company registered in England and Wales. Our company registration number is 09101660 and our registered office is at 5th Floor Condor House, 10 St Pauls Churchyard, London, EC4M 8AL. We operate the website https://monax.io/.
- How to contact us. You can contact us through our website or by email at [[email protected]][mailto:[email protected]].
Our contract with you
- Changes to these Terms. Unless we are not allowed to do so under applicable law, we may change these Terms at any time without notice. Your continued use of the Website after any changes to these Terms will be taken as your acceptance of such changes. You are responsible for reviewing these Terms regularly.
- Your licence to use the Monax Website. Subject to these Terms, we agree to grant you a worldwide, non-exclusive, royalty-free, non-transferable and non-sublicensable licence during the term of the Contract to access and use the Website.
- Changes to the Website. We may update and change the Website from time to time to reflect changes to our products, our users’ needs, our business priorities or for any other reason.
Your obligations and use of the Website
- We don’t provide any warranties in respect of the Website. We do not warrant that the use of the Website will be uninterrupted, secure or error free, and you acknowledge that the Website provided by us is provided “as is” and expressly subject to the disclaimers contained in this agreement.
- What you must not do when using the Website. You must not (and you must not attempt to) during the course of your use of the Website:
- access, store, distribute, use, post, publish, transmit or otherwise communicate any Viruses, or any material that:
- is unlawful, harmful, threatening, defamatory, obscene, infringing, harassing or racially or ethnically offensive;
- is the confidential information of a third party and which you have no rights to use, disclose or otherwise transmit via the Website;
- facilitates illegal activity;
- depicts sexually explicit images;
- promotes unlawful violence;
- is discriminatory based on race, gender, colour, religious belief, sexual orientation, disability; or
- is otherwise illegal or causes damage or injury to any person or property;
- disable, overly burden, impair or otherwise interfere with the servers or networks connected to the Website (for example, making a denial of service attack or use it to attack other platforms or services);
- attempt to gain unauthorised access to any part of the Website or the Monax Platform or support any such attempt;
- attempt to de-compile, reverse compile, disassemble, reverse engineer or otherwise reduce to human-perceivable form all or any part of the Website; or
- access, copy, modify, duplicate, create derivative works from, frame, mirror, republish, download, display, transmit, or distribute all or any part of the Website in order to build a product or service which competes with the Website; or
- use the Website to provide services similar to the Website to third parties,
and we reserve the right, without liability or prejudice to our other rights, to disable your access to any material that breaches the provisions of this clause or your access to the Website. For the purposes of this clause, a “Virus” means any thing or device (including any software, code, file or programme) which may: prevent, impair or otherwise adversely affect the operation of any computer software, hardware or network, any telecommunications service, equipment or network or any other service or device; prevent, impair or otherwise adversely affect access to or the operation of any programme or data, including the reliability of any programme or data (whether by re-arranging, altering or erasing the programme or data in whole or part or otherwise); or adversely affect the user experience, including worms, trojan horses, viruses and other similar things or devices.
- Your licence to us. To any content or communication you make using the Website and any User Data, you agree to grant us a fully paid-up, worldwide, non-exclusive, royalty-free, transferable and sublicensable licence to access, store, copy, modify and otherwise use at our discretion. User Data means all materials, data, information or other content:
- that you load, transmit to or enter into the Website (including Templates); and/or
- that we collect from your usage of the Website.
- How we can use your User Data. You agree that we can use your User Data for the following purposes:
- to make available, develop and enhance the Website; and
- to produce data, information or other materials that are not identified as relating to a particular individual or company, which is called “Anonymised Statistical Information”.
We will not use your User Data for any purpose other than as set out above. However, we shall have the right to create, use, publish or otherwise disclose the Anonymised Statistical Information for any purpose and without any obligations to you of any kind.
- You are responsible for any personal data you upload or transmit via the Website. You are responsible for ensuring that you only upload, transmit or otherwise use personal data (as defined in the applicable data protection legislation) via the Website for which you have obtained the necessary consents or otherwise have a valid, legal basis for using.
Intellectual property rights
- We own the Website and other related property. All right, title and interest in and to any intellectual property rights in or arising out of or in connection with the Website (other than your User Data), the Anonymised Statistical Information (other than your User Data) and all other materials provided by us under this Contract, and all renewals and extensions thereof, shall belong to us.
- You own any Content you create. All right, title and interest in and to any intellectual property rights in or arising out of or in connection with your User Data, and all renewals and extensions thereof, shall belong to you.
- When can we disclose your identity. We have the right to disclose your identity to any third party who is claiming that any User Data uploaded by you to the Website constitutes a violation of their intellectual property rights, or of their right to privacy. We have the right to remove and delete any User Data you upload to the Website if, in our opinion, your uploaded data does not comply with applicable content standards as referred to in clause 5 above.
How we may use your personal information
- We will use any personal information you provide to us to:
- improve the Website, the Monax Platform or any other services or products provided by Monax;
- inform you about other products or services that we provide, but you may stop receiving these at any time by contacting us.
Limitation of liability
YOUR ATTENTION IS PARTICULARLY DRAWN TO THIS CLAUSE.
1. What liability cannot be limited or excluded. Nothing in the Contract limits any liability which cannot legally be limited, including liability for:
- death or personal injury caused by negligence; and
- fraud or fraudulent misrepresentation.
2. What losses you will not be able to recover from us. Subject to limitation above, we will not be liable to you for any loss or damage that might arise from your use of the Website, whether in contract, tort (including negligence), for breach of statutory duty, or otherwise, including but not limited to:
- loss of profits;
- loss of sales or business;
- loss of agreements or contracts;
- loss of use or corruption of software, data or information;
- loss of or damage to goodwill; and
- any indirect or consequential loss.
3. You must tell us within 6 months if you are going to make a claim. Unless you notify us that you intend to make a claim in respect of an event within the notice period, we shall have no liability for that event. The notice period for an event shall start on the day on which you became, or ought reasonably to have become, aware of the event having occurred and shall expire six months from that date. The notice must be in writing and must identify the event and the grounds for the claim in reasonable detail.
4. This Limitation of Liability Clause will survive termination of the Contract.
Our rights to end the contract
- We may end the Contract if you break it. We may end the Contract or suspend your access to or use of the Website at any time if you breach the terms of the Contract including.
- You may end the Contract by writing to us. You may end the Contract at any time by simply ceasing to access or use the Website
- Certain Clauses of the Contract will continue after termination. Any provision of the Contract that expressly or by implication is intended to come into or continue in force on or after termination will remain in full force and effect.
Events outside our control
- We are not responsible for things that are outside of our control. We will not be liable or responsible for any failure to perform, or delay in performance of, any of our obligations under the Contract that is caused by any act or event beyond our reasonable control (“Event Outside Our Control”).
- When the Monax Service will be restored. If an Event Outside Our Control takes place, we will make commercially reasonable efforts to restore the provision of the Website as quickly as possible.
Other important terms
- We may transfer this agreement to someone else. We may transfer our rights and obligations under these Terms to another organisation. If we transfer this agreement in full, we will tell you in writing and we will ensure that the transfer will not affect your rights under the Contract.
- You are not allowed to transfer your rights to someone else. This Contract is personal to you and you must not transfer your rights or your obligations under these Terms to another person.
- Nobody else has any rights under this contract. This Contract is between you and us. No other person shall have any rights to enforce any of its terms. Neither of us will need to get the agreement of any other person in order to end the contract or make any changes to these Terms.
- If a court finds part of this contract illegal, the rest will continue in force. Each of the paragraphs of these Terms operates separately. If any court or relevant authority decides that any of them are unlawful, the remaining paragraphs will remain in full force and effect.
- We can only vary the contract if we both agree in writing. Any variation of the Contract only has effect if it is in writing and signed by you and us (or our respective authorised representatives).
- Even if we delay in enforcing this contract, we can still enforce it later. If we do not insist immediately that you do anything you are required to do under these Terms, or if we delay in taking steps against you in respect of your breaking this Contract, that will not mean that we have waived any enforcement rights or remedies in the given or in any other instance and it will not prevent us taking steps against you at a later date.
- Which laws apply to this contract and where you may bring legal proceedings. If you are a business, any dispute or claim arising out of or in connection with the Contract between us or its subject matter or formation (including non-contractual disputes or claims) shall be governed by and construed in accordance with the law of England and the English courts shall have exclusive jurisdiction to settle any such dispute or claim.