PLEASE READ CAREFULLY BEFORE ACCESSING ANY SERVICES OR DOWNLOADING ANY PLATFORM FROM THIS WEBSITE.
This licence agreement (“Licence”) is a legal agreement between you (“Licensee” or ”you”) and MANKIND TECHNOLOGIES LTD (“Licensor”, “us” or ”we”) (together ”us” or ”parties”) for:
• adeus.life Digital Vault services and any data supplied with the services (“Services”).
• Any online applications provided as part of the Services (“Platform”).
• Any online documents provided as part of the Services (“Documents”).
We license use of the Services, Platform and Documents to you on the basis of this Licence. We do not sell the Services, Platform or Documents to you. We, or our licensors, remain the owners of the Services, Platform and Documents at all times.
AGREED TERMS
- GRANT AND SCOPE OF LICENCE, MINOR CHANGES, UPDATES AND UPDGRADES
1.1 In consideration of you agreeing to abide by the terms of this Licence, the Licensor hereby grants to you a non-exclusive, non-transferable licence to use the Platform and the Documentation on the terms of this Licence.
1.2 You may:
(a) use the Platform for your personal purposes only
(b) provided it is used at any one time on only one computer owned or leased by you, transfer the Platform from one computer to another;
(c) use any Documentation in support of the use permitted under condition 1.2 and make copies of the Documentation as are reasonably necessary for its lawful use.
1.3 We may update or require you to update the Platform, provided that the Platform shall always match the description of it that we provided to you before you bought it.
1.4 We will use commercially reasonable endeavours to make the Services available but we do not guarantee their accuracy, usability or availability. Furthermore, planned, or unscheduled maintenance required to repair urgent matters, will be carried out at times that we deem necessary.
1.5 The information provided, including information on investment and cash holdings in your accounts is provided for general information only. It is not intended to amount to advice on which you should rely. You should always speak to your accountant or advisor before taking, or refraining from, any action on the basis of the information displayed.
1.6 We make no guarantees that the information shown is accurate, complete or up to date, and we are not responsible for any errors in information provided to us by third parties that were present when provided to us.
1.7 We may make important documents about your accounts or any transactions (such as contract notes, tax certificates, periodic statements and invoices) available for you to view and download.
1.8 We may update and change the Platform from time to time, for example to reflect changes to our products, our users' needs, our business priorities, for security reasons and to reflect changes in the law. We will try to give you reasonable notice of any major changes.
1.9 We do not guarantee that the Platform, or any information on it, will always be available, uninterrupted or error free. We may suspend or withdraw or restrict the availability of all or any part of the Platform for business, security, legal and operational reasons. We will try to give you reasonable advance notice of any suspension or withdrawal but this may not always be possible (for example, where there is an urgent security issue).
1.10 We may need to undertake due diligence in relation to you as regards Anti-Money Laundering (“AML”) checks and Know Your Customer (“KYC”) identification. Promptly, on request, you shall provide us with the relevant data forms and documentation to allow us, or our providers to do so.
- Restrictions
2.1 Except as expressly set out in this Licence or as permitted by any local law, you undertake:
(a) not to copy the Platform or Documentation, except where such copying is incidental to normal use of the Platform or where it is necessary for the purpose of back-up or operational security;
(b) not to rent, lease, sub-license, loan, translate, merge, adapt, vary, alter or modify, the whole or any part of the Platform or Documentation nor permit the Platform or any part of it to be combined with, or become incorporated in, any other programs;
(c) not to disassemble, de-compile, reverse engineer or create derivative works based on the whole or any part of the Platform nor attempt to do any such things, except to the extent that (by virtue of sections 50B and 296A of the Copyright, Designs and Patents Act 1988) such actions cannot be prohibited because they are necessary to decompile the Platform to obtain the information necessary to create an independent program that can be operated with the Platform or with another program (Permitted Objective), and provided that the information obtained by you during such activities:
(i) is used only for the Permitted Objective;
(ii) is not disclosed or communicated without the Licensor's prior written consent to any third party to whom it is not necessary to disclose or communicate it in order to achieve the Permitted Objective; and
(iii) is not used to create any Platform that is substantially similar in its expression to the Platform;
(d) to keep all copies of the Platform secure and to maintain accurate and up-to-date records of the number and locations of all copies of the Platform;
(e) to include our copyright notice on all entire and partial copies of the Platform in any form;
(f) not to provide, or otherwise make available, the Platform in any form, in whole or in part (including, but not limited to, program listings, object and source program listings, object code and source code) to any person without prior written consent from us;
(g) to comply with all applicable technology control or export laws and regulations.
2.2 You shall not use the Services to:
(a) distribute or transmit to the Licensor any Viruses or Vulnerability and shall implement procedures in line with Good Industry Practice to prevent such distribution or transmission;
(b) store, access, publish, disseminate, distribute or transmit any material which:
(i) is unlawful, harmful, threatening, defamatory, obscene, infringing, harassing or racially or ethnically offensive;
(ii) facilitates illegal activity;
(iii) depicts sexually explicit images;
(iv) promotes unlawful violence;
(v) is discriminatory based on race, gender, colour, religious belief, sexual orientation, disability; or
(vi) is otherwise illegal or causes damage or injury to any person or property,
(vii) and we reserve the right, on no less than thirty (30) days’ prior written notice to you, such notice specifying the breach of this condition and requiring it to be remedied within the thirty (30) day period, to disable your access to the Services, Platform and Documents for the duration of time that the breach remains unremedied.
- Intellectual property rights
3.1 You acknowledge that all intellectual property rights in the Platform and the Documentation throughout the world belong to us, that rights in the Platform are licensed (not sold) to you, and that you have no intellectual property rights in, or to, the Platform or the Documentation other than the right to use the Platform and the Documentation in accordance with the terms of this Licence.
3.2 You acknowledge that you have no right to have access to the Platform in source code form other than as expressly provided in this Licence.
3.3 Images, trademarks and brands that appear on the Platform are protected by intellectual property laws and may not be reproduced or appropriated in any manner without permission of their respective owners. You must not remove any acknowledgement which indicates that we or any other person is the author of any information which is provided or made available through the Platform.
- Our responsibility for loss or damage suffered by you
4.1 We are responsible to you for foreseeable loss and damage caused by us. If we fail to comply with these terms, we are responsible for loss or damage you suffer that is a foreseeable result of our breaking this Licence or our failing to use reasonable care and skill, but we are not responsible for any loss or damage that is not foreseeable. Loss or damage is foreseeable if either it is obvious that it will happen or if, at the time this Licence was made, both we and you knew it might happen.
4.2 We do not exclude or limit in any way our liability to you where it would be unlawful to do so. This includes liability for death or personal injury caused by our negligence or the negligence of our employees, agents or subcontractors or for fraud or fraudulent misrepresentation.
4.3 When we are liable for damage to your property. If defective digital content that we have supplied damages a device or digital content belonging to you, we will either repair the damage or pay you compensation. However, we will not be liable for damage that you could have avoided by following our advice to apply an update offered to you free of charge or for damage that was caused by you failing to correctly follow installation instructions or to have in place the minimum system requirements advised by us.
4.4 We are not liable for business losses. The Platform is for domestic and private use. If you use the Platform for any commercial, business or resale purpose we will have no liability to you for any loss of profit, loss of business, business interruption, or loss of business opportunity.
4.5 Subject to clause 4.2, our maximum aggregate liability under or in connection with this Licence whether in contract, tort (including negligence) or otherwise, shall in all circumstances be limited to £1,000 in aggregate.
4.6 You acknowledge that the Platform has not been developed to meet your individual requirements, and that it is therefore your responsibility to ensure that the facilities and functions of the Platform as described in the Documentation meet your requirements.
- Termination
5.1 We may terminate this Licence immediately by written notice to you if you commit a material or persistent breach of this Licence which you fail to remedy (if remediable) within 14 days after the service of written notice requiring you to do so.
5.2 Upon termination for any reason:
(a) all rights granted to you under this Licence shall cease;
(b) you must cease all activities authorised by this Licence; and
(c) you must immediately delete or remove the Platform from all computer equipment in your possession and immediately destroy or return to us (at our option) all copies of the Platform then in your possession, custody or control and, in the case of destruction, certify to us that you have done so.
- Communications between us
6.1 If you are a consumer, if you wish to contact us in writing, or if any condition in this Licence requires you to give us notice in writing, you can send this to us by email or by pre-paid post to MANKIND TECHNOLOGIES LTD at 86-90 Paul Street, London, United Kingdom, EC2A 4NE or [email protected]. We will confirm receipt of this by contacting you in writing, normally by email.
6.2 If we have to contact you or give you notice in writing, we will do so by email or by pre-paid post to the address you provide or confirm to us.
- How we may use your personal information
Under data protection legislation, we are required to provide you with certain information about who we are, how we process your personal data and for what purposes and your rights in relation to your personal data and how to exercise them. This information is provided in [LINK TO PRIVACY NOTICE] and it is important that you read that information.
- Other important terms
8.1 We may transfer our rights and obligations under these terms to another organisation. We will always tell you in writing if this happens and we will ensure that the transfer will not affect your rights under the contract.
8.2 You may only transfer your rights or your obligations under this Licence to another person if we agree in writing.
8.3 This agreement does not give rise to any rights under the Contracts (Rights of Third Parties) Act 1999 to enforce any term of this agreement.
8.4 Each of the conditions of these terms operates separately. If any court or relevant authority decides that any of them are unlawful, the remaining conditions will remain in full force and effect.
8.5 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 you do not have to do those things and it will not prevent us taking steps against you at a later date.
8.6 Which laws apply to this contract and where you may bring legal proceedings. These terms are governed by English law and you can bring legal proceedings in respect of the products in the English courts. If you live in Scotland you can bring legal proceedings in respect of the products in either the Scottish or the English courts. If you live in Northern Ireland you can bring legal proceedings in respect of the products in either the Northern Irish or the English courts.
BY CHECKING THE ‘I AGREE TO THE TERMS AND CONDITIONS OF ADEUS’ BOX ON THE SIGN-UP PAGE, AND CLICKING THE ‘GET STARTED’ BUTTON, YOU AGREE TO THE TERMS OF THIS LICENCE WHICH WILL BIND YOU.
IF YOU DO NOT AGREE TO THE TERMS OF THIS LICENCE, DO NOT PROCEED WITH SIGN UP.
Important note: This website and platform is intended to provide general information only and should not be construed as legal or financial advice or a substitute for consultation with a qualified attorney.