THECOSYSTEMS USER TERMS OF SERVICE

Thank you for using the Thecosystems web application (the 'Service'). The Service is provided by MMRG Limited.

We are MMRG Limited, doing business as Thecosystems, a company registered in England under company number 08070754, whose registered address is 16 Trinity Churchyard, Guildford GU1 3RR. Our VAT number is GB137 9169 80.

You can contact us by email at admin@thecosystems.app.

We set out our Terms below so that you know what to expect from us and what your obligations are as a user of the Service.

These User Terms of Service, together with our Privacy Policy and Cookie Policy and all other documents referred to within these User Terms of Service, set out the terms of use under which you may use the Service (the 'Terms').

These Terms constitute a legally binding agreement made between you, whether personally or on behalf of an entity ('You' or 'Your') and MMRG Limited ('We', 'Us' or 'Our'), concerning your access to and use of the Service.

By accessing or using the Service, you agree that you have read, understood and agree to be bound by all of these Terms and confirm you have read and understand our Privacy Policy and Cookie Policy, which are incorporated into these Terms by reference. The Terms apply from the time that you begin using the Service. If you do not agree with all of these Terms, then you are expressly prohibited from accessing or using the Service.

Access to Our Service
Data Protection
Use of Service
User Content
Intellectual Property Rights and Licence
Viruses, Malware and Security
Acceptable Use Policy
Limitation of Liability
Suspension and Cancellation of the Service
Confidentiality
Communications from Us
Other Important Terms

1. Access to our Service

To access and use the Service, You must create an account. When creating an account, You agree to provide us with accurate, complete, and current information about yourself.

You are responsible for choosing a secure password for your account and keeping this confidential. We are not liable for any losses or damages you may experience from failing to keep this information confidential.

You are solely responsible for all activities that occur within your account, you must notify us immediately if you suspect there has been unauthorised access to or use of your account and provide all reasonable assistance to bring an end to such unauthorised access or use.

You may not create an account if you are under 18 years of age.

2. Data Protection

We and You agree to comply with all applicable privacy and personal Data Protection Legislation when processing Personal Data through our Service.

We undertake to, in connection with providing The Service, comply with Our Privacy Policy relating to the privacy and security of Your Personal Data. You agree and understand that We may process Your Personal Data in accordance with Our Privacy Policy.

We use cookies on Our Website in accordance with Our Cookie Policy.

3. Use of Service

Subject to your compliance with these Terms, We will grant you the right to access and use the Service, and will provide the Service with reasonable skill and care. This right is non-exclusive, non-transferable and limited by and subject to these Terms. We may revoke your right to access and use the Service at any time, in our sole discretion.

You must only use the Service for your own lawful internal business purposes in accordance with these Terms.

The Service and its content are under continuing development by us and are provided to You on an "as is" and 'as available' basis.

We make efforts that we reasonably can, to keep the Service available and running smoothly. However, from time to time, we may be required to suspend the operation of the Service or restrict access without notice for planned or unscheduled maintenance, improvement, or for another technical reason. We do not guarantee that the Service will be available all the time or that use of the Service will be uninterrupted or error-free.

3.1 Disclaimers

No part of Our Service constitutes advice on which you should rely. The Service is provided for general information purposes only. Professional or specialist advice should always be sought before taking any action relating to Stakeholder engagement and planning.

Subject to your legal rights if you are a consumer insofar as is permitted by law, We make no representation, warranty, or guarantee that Our Service will meet your requirements, that it will be fit for a particular purpose, that it will not infringe the rights of third parties, that it will be compatible with all software and hardware, or that it will be secure.

We make reasonable efforts to ensure that the content contained within Our Service is complete, accurate and up to date. We do not, however, make representations, warranties or guarantees (whether express or implied) that Our Service (and the content therein) is complete, accurate or up to date.

We are not responsible for the content, accuracy, or for any opinions, views, or values expressed in any User Content created or uploaded using Our Service. Any such opinions, views, or values are those of the relevant User, and do not reflect Our opinions, views, or values in any way.

4. User Content

The Service allows you to create/upload tags, lists, corporate flags or free text comments created ('User Content').

You agree that you will be solely responsible for any and all User Content that you create or upload using Our Service. Specifically, you agree, represent and warrant that you have the right to create or upload the User Content and the right to use all materials of which it is comprised and that it will not contravene any aspect of Our Acceptable Use Policy.

You agree that you will be liable to Us and will, to the fullest extent permissible by law, indemnify Us for any breach of the warranties given by You. You will be responsible for any loss or damage suffered by Us as a result of such a breach.

You (or your licensors, as appropriate) retain ownership of your User Content and all intellectual property rights subsisting therein. By creating or uploading User Content, you grant Us an unconditional, non-exclusive, fully transferable, royalty-free, perpetual, worldwide licence to use, store, archive, syndicate, publish, transmit, adapt, edit, reproduce, distribute, prepare derivative works from, display, perform and sub-licence your User Content for the purposes of operating Our Service.

If you wish to remove User Content, you may do so by deleting it within Our Service. Removing User Content also revokes the licence granted to Us to use that User Content. You acknowledge, however, that caching or references to your User Content may not be made immediately unavailable (or may not be made unavailable at all where they are outside of Our reasonable control).

We may reject, reclassify, or remove any User Content created or uploaded using Our Service where that User Content, in Our sole opinion, violates Our Acceptable Use Policy, or if We receive a complaint from a third party and determine that the User Content in question should be removed as a result.

4.1 Intellectual Property Rights and User Content

All User Content and the intellectual property rights subsisting therein, unless specifically labelled otherwise, belong to or have been licenced by the relevant User. All User Content is protected by applicable United Kingdom and international intellectual property laws and treaties.

Users may not copy, distribute, publicly perform, publicly display, reproduce or create derivative works based upon, another User's User Content without first obtaining the express consent of the User to whom the User Content in question belongs.

We take technical measures to limit and/or restrict the ability of Users to unlawfully copy User Content created using Our Service. Despite such measures, We do not make any representation or warranty that your User Content will not be unlawfully copied without your permission.

5. Intellectual Property Rights and Licence

We are the owner or licensee of any and all patents, copyright, trade secrets, trademarks and any other intellectual property rights that subsist on the Service.

Title to the Service shall remain vested in us or our licensors. Any rights not expressly granted herein are reserved to us.

All other content included in Our Service (including all user-facing material, and all underlying material such as code, software, databases and any other form of information that appears on, or forms part of, Our Service) and the copyright and other intellectual property rights in that Content, unless specifically labelled otherwise, belongs to or has been licensed by Us. All content is protected by applicable United Kingdom and international intellectual property laws and treaties.

By accepting these User Terms of Service, you hereby undertake:

Not to copy, download or otherwise attempt to acquire any part of Our Service.
Not to disassemble, decompile or otherwise reverse engineer Our Service.
Not to allow or facilitate any use of Our Service that would constitute a breach of these User Terms of Service.
Not to embed or otherwise distribute Our Service on any website, ftp server or similar.

6. Viruses, Malware and Security

We exercise all reasonable skill and care to ensure that Our Service is secure and free from viruses and other malware. We do not, however, guarantee that Our Service is secure or free from viruses or other malware and accept no liability in respect of the same.

You are responsible for protecting your hardware, software, data and other material from viruses, malware and other internet security risks.

You must not deliberately introduce viruses or other malware, or any other material which is malicious or technologically harmful either to or via Our Service.

You must not attempt to gain unauthorised access to any part of Our Service, the server on which Our Service is stored, or any other server, computer, or database connected to Our Service.

You must not attach Our Service by means of a denial of service attack, a distributed denial of service attack, or by any other means.

Your right to use Our Service will cease immediately in the event of a breach of these Terms and, where applicable, your Account will be suspended and/or deleted.

7. Acceptable Use Policy

You acknowledge and agree to comply with these Terms, including the following rules regarding acceptable use of the Service (the 'Acceptable Use Policy').

7.1. Misuse of the Service

You must not use the Service to carry out, promote or support:

In any way, or for any purpose, that is unlawful or fraudulent.
In any way, or for any purpose, that is intended to harm any person or persons.
Activities that are defamatory, libelous or threatening, constitute harassment, hate speech or stalking.
The violation of the privacy rights of others, including the publishing or posting of other people's confidential or personal information without their express authorisation and permission;
The sending of unsolicited communications, promotions advertisements, or spam.
The publishing of or linking to malicious content; or
The promotion or advertisement of products or services other than your own without appropriate authorisation.

7.2 Disruption of the Service

You must not:

Probe, scan, or test the vulnerability of the Service or breach or circumvent any security or authentication measure.
Access or search the be App by any means other than through the publicly supported interfaces (for example, 'scraping').
Interfere with or disrupt, or attempt to interfere with or disrupt, Our infrastructure or the access of any user, host or network, including, without limitation, by sending a virus, overloading, flooding, spamming, mail-bombing the Service, or by scripting the creation of User Content in such a manner as to interfere with or create an undue burden on the Service.

7.3 Links to Our Service

You may link to the homepage of Our web application thecosystems.app provided that:

You do so in a fair and legal manner.
You do not do so in a manner that suggests any form of association, endorsement or approval on Our part where none exists.
You do not use any of Our logos or trademarks (or any others displayed on Our Service) without Our express written permission.
You do not do so in a way that is calculated to damage Our reputation or to take unfair advantage of it.

You may not link material to Our Service from any other websites or create/upload User Content which contains material that:

Is sexually explicit, obscene, deliberately offensive, hateful or otherwise inflammatory.
Promotes violence.
Promotes or assists in any form of unlawful activity.
Discriminates against, or is in any way defamatory of, any person, group or class of persons, race, sex, religion, nationality, disability, sexual orientation, or age.
Is designed or is otherwise likely to threaten, harass, annoy, alarm, inconvenience, upset, or embarrass another person.
Is calculated or is otherwise likely to deceive another person.
Is designed or is otherwise likely to infringe (or threaten to infringe) another person's privacy.
Misleadingly impersonates any person or otherwise misrepresents the identity or affiliation of a particular person in a way that is calculated to deceive.
Implies any form of affiliation with Us where none exists;
Infringes, or assists in the infringement of, the intellectual property rights (including, but not limited to, copyright, trademarks, patents and database rights) of any other party.
Is made in breach of any legal duty owed to a third party including, but not limited to, contractual duties and duties of confidence.

8. Suspension and Cancellation of the Service

At Our discretion, We may suspend, disable or cancel any Subscription and access to the Service with or without notice and without liability or further obligation to You, if We reasonably believe that:

You have breached (or attempted to breach) Our Intellectual Property Rights in the Service.
You have breached the Acceptable Use Policy.
the Service has otherwise been used in breach of these Terms.

The suspension, disablement or cancellation of your right to access the Service for whatever reason shall not prejudice any other rights or remedies You or We may be entitled to under law.

9. Confidentiality

Confidential information is defined as any information (whether disclosed in oral, written or electronic form) belonging or relating to a party's business affairs or activities and which: (i) has been marked as confidential or proprietary, (ii) has been identified orally or in writing as being of a confidential nature, or (iii) may reasonably be supposed to be confidential in the circumstances.

Confidential Information includes, without limitation, business, financial, technical, sales or customer information, product development plans, source code, technology, algorithms, data models, customer materials, work product, specifications, processes, diagrams, manuals, unpublished content, and personal data which one party (the ‘Disclosing Party') discloses to the other party (the ‘Receiving Party') in connection with these Terms and the Subscription.

We mutually agree that We and You will not disclose each other's Confidential Information to any third-party.

Each party undertakes that for a period of three (3) years from the date of disclosure it will not, without the prior written consent of the other party, use, disclose, copy or modify the other party's Confidential Information (or permit others to do so) other than is necessary for the performance of its rights and obligations under the relevant Agreement. In any event, each party hereby agrees that it shall treat the other's Confidential Information with the same degree of care as it employs with regard to its own Confidential Information of a like nature, disclosing such Confidential Information only to those of its employees, consultants and bona fide professional advisers who need to have such information for the purposes of the relevant Agreement, and ensuring that such employees, consultants and professional advisers shall be bound by the same confidentiality obligations as are set out in these Terms.

The provisions of clause shall not apply to:

any information in the public domain otherwise than by breach of these Terms;
information lawfully in the possession of the receiving party thereof before disclosure by the disclosing party, as evidenced by written documents;
information lawfully obtained without restriction from a third party, as evidenced by written documents; and
information required to be disclosed by a court of competent jurisdiction, governmental body or applicable regulatory authority provided that the party under such duty to disclose shall use all reasonable endeavours to give the other party as much prior notice of such disclosure as is reasonably practicable and permitted by law.

10. Limitation of Liability

If you are a consumer, We will be liable to You for any foreseeable loss or damage that is caused by Us as a result of Our breach of these Terms or Our failure to exercise reasonable care and skill. Loss or damage is foreseeable if it is either obvious that it will occur or was contemplated by You and Us when the agreement between us was formed.

If you are a business, to the fullest extent permissible by law, We accept no liability for any foreseeable loss in contract, tort (including negligence), for breach of statutory duty, or otherwise arising out of or in connection with the use of (or inability to use) Our Service or the use of or reliance upon any Content (whether that Content is provided by Us or whether it is User Content) included in Our Service.

To the fullest extent permissible by law, We accept no liability to consumers or businesses for loss or damage that is not foreseeable.

To the fullest extent permissible by law, We exclude all representations, warranties, and guarantees (whether express or implied) that may apply to Our Service or any Content (including User Content) included in Our Service.

If you are a business, We accept no liability for loss of profits, sales, business or revenue; loss of business opportunity, goodwill or reputation; loss of anticipated savings; business interruption; or for any indirect or consequential loss or damage.

We exercise all reasonable skill and care to ensure that Our Service is free from viruses and other malware. We accept no liability for any loss or damage resulting from a virus or other malware, a distributed denial of service attack, or other harmful material that may adversely affect your hardware, software, data or other material that occurs as a result of your use of Our Service (including the downloading of any Content (including User Content) from it) or any other website or service that We may provide a link to.

We neither assume nor accept responsibility or liability arising out of any disruption or non-availability of Our Service resulting from external causes including, but not limited to, ISP equipment failure, host equipment failure, communications network failure, natural events, acts of war, or legal restrictions and censorship.

Nothing in these Terms excludes or restricts Our liability in any situation where it would be unlawful for us to do so including fraud or fraudulent misrepresentation, for death or personal injury resulting from negligence, or for any other forms of liability which cannot be excluded or restricted by law. For full details of applicable consumers' legal rights, including those relating to digital content, please contact your local Citizens' Advice Bureau or Trading Standards Office.

11. Communications from Us

If you have an Account, We may from time to time send you important notices by email. Such notices may relate to matters including, but not limited to, service changes, changes to these User Terms of Service, changes to Our Service, and changes to your Account.

We will never send you marketing emails of any kind without your express consent. If you do give such consent, you may opt out at any time. Any and all marketing emails sent by Us include an unsubscribe link. If you opt out of receiving emails from Us at any time, it may take up to 5 business days for Us to comply with your request. During that time, you may continue to receive emails from Us.

For questions or complaints about email communications from Us (including, but not limited to, marketing emails), please contact Us at admin@thecosystems.app or via thecosystems.com/talk-to-us

12. Other Important Terms

These Terms shall be governed by English law, and You and We both agree to submit to the exclusive jurisdiction of the English Courts.

If you are a consumer, you will benefit from any mandatory provisions of the law in your country of residence. Nothing in these Terms takes away or reduces your rights as a consumer to rely on those provisions.

If a dispute arises that You and We are unable to resolve between ourselves, You and We agree to first attempt to settle it by mediation under the Centre for Effective Dispute Resolution (CEDR) Model Mediation Procedure, and neither party shall commence court proceedings until it has attempted to settle the dispute by mediation. However, nothing in these Terms shall limit either party's right to seek injunctive relief.

Each of the provisions 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.

If We fail to insist that You perform any particular obligation under these Terms, or if We do not enforce our rights against You when We are entitled to do so, or if We delay in doing so, that will not mean that We have waived our rights against You or that You do not have to comply with those obligations. If We do waive a default by You, We will only do so in writing, and that will not mean that We will automatically waive any later default by You.

You may not transfer (assign) your obligations and rights under these Terms without Our express written permission. No other person shall have any rights to enforce any of its terms.

We may transfer our rights and obligations under the Terms to another organisation. We will notify You in writing if this happens, but this will not affect Your rights or obligations under the Terms. You may only assign or transfer Your rights or obligations under the Terms if we agree in writing.

We may revise these Terms from time to time by posting a modified version on our Service. If, in our sole discretion, the modifications to these Terms are material, we will provide you with reasonable notice prior to the change taking effect, either by emailing the email address associated with your account or by alerting you through the Service. If you do not agree to or cannot comply with the modified Terms, you must stop using the Service. Unless otherwise stated elsewhere in these Terms or in our notice, the updated Terms will take effect upon their posting and will apply on a going-forward basis. Your continued use of the Service after any update to these Terms constitutes your acceptance of such changes.

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