Website Terms and Conditions

**Monet Money Limited (Monet) is the Software as a Service (SaaS) provider of a business banking and back-office platform for creators. The SAAS terms and conditions below are the general terms and conditions (as amended or replaced from time to time) which apply to the Customer’s use of the Monet software and related services available through Monet’s Platform. By ticking the box ‘I accept’, the Customer agrees to follow and be bound by the terms and conditions below, whether in connection with a paid or free subscription. If you are an individual entering into these terms on behalf of an organisation, you represent that you have authority to bind such organisation to the terms and conditions. If you do not have authority, then you will not be able to use the Platform. The customer’s attention is drawn in particular to the provisions of clause 12 (limitation on liability). Agreed terms Interpretation1.1 The following definitions and rules of interpretation in this clause apply in this Agreement. Agreement: the agreement between Monet Money Limited and the Customer, for the provision of the Services in accordance with these Terms and Conditions (including this Schedule Applicable Data Protection Laws: means:A) To the extent the UK GDPR applies, the law of the United Kingdom or of a part of the United Kingdom which relates to the protection of personal data.B) To the extent the EU GDPR applies, the law of the European Union or any member state of the European Union to which Monet is subject, which relates to the protection of personal data. Authorised Users: those individual end users who are authorised by the Customer to use the Services (such as a business director, supplier or partner), as further described in 2.2(d). Business Day: a day other than a Saturday, Sunday or public holiday in England when banks in London are open for business. Change of Control: shall be as defined in section 1124 of the Corporation Tax Act 2010, and the expression change of control shall be construed accordingly. Confidential Information: information that is proprietary or confidential and is either clearly labelled as such or identified as Confidential Information in 10.5. Customer: means the organisation purchasing the User Subscriptions in accordance with clause 8.1. Customer Personal Data: any personal data which Monet processes in connection with the Agreement, in the capacity of a processor on behalf of the Customer, as more particularly described in clause 4.6. EU GDPR: the General Data Protection Regulation ((EU) 2016/679). Heightened Cybersecurity Requirements: any laws, regulations, codes, guidance (from regulatory and advisory bodies, whether mandatory or not), international and national standards, industry schemes and sanctions, which are applicable to either the Customer or an Authorised User relating to security of network and information systems and security breach and incident reporting requirements, which may include the cybersecurity Directive ((EU) 2016/1148), Commission Implementing Regulation ((EU) 2018/151), the Network and Information systems Regulations 2018 (SI 506/2018), all as amended or updated from time to time. Monet: means Monet Money Limited. Monet Personal Data: any personal data which Monet processes in connection with the Agreement, in the capacity of a controller. Normal Business Hours: 9.00am to 5.00pm local UK time, each Business Day. Registration Date: the date on which the Customer registers an account on the Software. Organisation: means limited business or sole trader Platform: Monet’s platform at https://monet.money/. Services: the subscription services provided by Monet to the Customer under the Agreement via the Software, as more particularly described on the Platform. Software: the online software application, accessible via [.monet.money or any other address notified by Monet to the Customer from time to time, provided by Monet to the Customer as part of the Services. Subscription Fees: the subscription fees payable by the Customer to Monet (if any) for the User Subscriptions, as agreed between Monet and the Customer set outin the order process. Subscription Term: has the meaning given in 13.1. Support Services Policy: Monet’s policy for providing support in relation to the Services as notified to the Customer from time to time, and as amended by Monet (at its absolute discretion) from time to time. Terms and Conditions: means these terms and conditions. User Subscriptions: the user subscriptions purchased by the Customer pursuant to 8.1 which entitle the Customer and Authorised Users to access and use the Services in accordance with this agreement. UK GDPR: has the meaning given to it in the Data Protection Act 2018. Virus: 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.

Vulnerability: a weakness in the computational logic (for example, code) found in software and hardware components that when exploited, results in a negative impact to the confidentiality, integrity, or availability, and the term Vulnerabilities shall be construed accordingly. 1.2 Clause and paragraph headings shall not affect the interpretation of the Agreement. 1.3 A person includes an individual, corporate or unincorporated body (whether or not having separate legal personality). 1.4 A reference to a company shall include any company, corporation or other body corporate, wherever and however incorporated or established. 1.5 Unless the context otherwise requires, words in the singular shall include the plural and in the plural shall include the singular. 1.6. Unless the context otherwise requires, a reference to one gender shall include a reference to the other genders. 1.7 A reference to a statute or statutory provision is a reference to it as it is in force as at the date of the Agreement. 1.8 A reference to a statute or statutory provision shall include all subordinate legislation made as at the date of the Agreement under that statute or statutory provision. 1.9 A reference to writing or written includes faxes but not e-mail. 1.10 References to clauses are to the clauses of these Terms and Conditions. 2. User subscriptions 2.1. Subject to the Customer purchasing the User Subscriptions in accordance with clause 8.1, the restrictions set out in this 2 and the other terms and conditions of the Agreement, Monet hereby grants to the Customer a non-exclusive, non-transferable right, without the right to grant sublicences, to permit the Customer and its Authorised Users to use the Services during the Subscription Term solely for the Customer’s internal business operations. 2.2 In relation to Authorised Users of the Customer the Customer undertakes that:A) the maximum number of Authorised Users that it authorises to access and use the Services shall not exceed the number of User Subscriptions it has purchased from time to time;B) it will not allow or suffer any User Subscription to be used by more than one individual Authorised User unless it has been reassigned in its entirety to another individual Authorised User, in which case the prior Authorised User shall no longer have any right to access or use the Services;C) each Authorised User shall keep a secure password for their use of the Services, that such password shall be changed no less frequently than once every 3 months, and that each Authorised User shall keep their password confidentialD) it shall maintain a written, up to date list of current Authorised Users and provide such list to Monet within 5 Business Days of Monet’s written request at any time or times; E) it shall permit Monet or its designated auditor to audit the Services in order to establish the name and password of each Authorised User and the Customer’s data processing facilities to audit compliance with the Agreement. Each such audit may be conducted no more than once per quarter, at Monet’s expense, and this right shall be exercised with reasonable prior notice, in such a manner as not to substantially interfere with the Customer’s normal conduct of business; F) if any of the audits referred to in 2.2(e) reveal that any password has been provided to any individual who is not an Authorised User, then without prejudice to Monet’s other rights, the Customer shall promptly disable such passwords and Monet shall not issue any new passwords to any such individual; and. G) if any of the audits referred to in 2.2(e) reveal that the Customer has underpaid Subscription Fees to Monet, then without prejudice to Monet’s other rights, the Customer shall pay to Monet an amount equal to such underpayment within 10 Business Days of the date of the relevant audit. The Customer shall not access, store, distribute or transmit any Viruses, or any material during the course of its use of the Services that: is unlawful, harmful, threatening, defamatory, obscene, infringing, harassing or racially or ethnically offensive; 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; and Monet reserves the right, without liability or prejudice to its other rights to the Customer, to disable the Customer’s access to any material that breaches the provisions of this clause.

The Customer shall not:
1. except as may be allowed by any applicable law which is incapable of exclusion by agreement between the parties and except to the extent expressly permitted under the Agreement:
  1. attempt to copy, modify, duplicate, create derivative works from, frame, mirror, republish, download, display, transmit, or distribute all or any portion of the Software in any form or media or by any means; or
  2. attempt to de-compile, reverse compile, disassemble, reverse engineer or otherwise reduce to human-perceivable form all or any part of the Software; or
2. access all or any part of the Services in order to build a product or service which competes with the Services;
3. use the Services to provide services to third parties; or
4. subject to 20.1, license, sell, rent, lease, transfer, assign, distribute, display, disclose, or otherwise commercially exploit, or otherwise make the Services available to any third party except the Authorised Users, or
5. attempt to obtain, or assist third parties in obtaining access to the Services, other than as provided under this 2; or
6. introduce or permit the introduction of any Virus or Vulnerability into Monet’s network and information systems.
The Customer shall use all reasonable endeavours to prevent any unauthorised access to, or use of, the Services, and, in the event of any such unauthorised access or use, promptly notify Monet.
The rights provided under this 2 are granted to the Customer only, and shall not be considered granted to any subsidiary or holding company of the Customer.
Services
1. Monet shall, during the Subscription Term, provide the Services to the Customer on and subject to the terms of the Agreement
2. Monet shall use commercially reasonable endeavours to make the Services available 24 hours a day, seven days a week, except for:
  1. planned maintenance carried out during the maintenance window of 10.00pm to 2.00am UK time; and
  2. unscheduled maintenance performed outside Normal Business Hours, provided that Monet has used reasonable endeavours to give the Customer at least 6 Normal Business Hours’ notice in advance.
3. Monet will, as part of the Services and at no additional cost to the Customer, provide the Customer with Monet’s standard customer support services during Normal Business Hours in accordance with Monet’s support services policy in effect at the time that the Services are provided. Monet may amend its support services policy in its sole and absolute discretion from time to time. The Customer may purchase enhanced support services separately (if available) at Monet’s then current rates.
Data protection
1. For the purposes of this clause 4, the terms Commissioner, controller, data subject, personal data, personal data breach, processor and processing, shall have the meaning given to them in the UK GDPR.
2. Both parties will comply with all applicable requirements of Applicable Data Protection Laws. This clause 4 is in addition to, and does not relieve, remove or replace, a party’s obligations or rights under Applicable Data Protection Laws.
3. The parties have determined that, for the purposes of Applicable Data Protection Laws:
  1. Monet shall act as controller of Monet Personal Data; and
  2. Monet shall process the Customer Personal Data as a processor on behalf of the Customer.
4. Should the determination in clause 4.3 change, then each party shall work together in good faith to make any changes which are necessary to this clause 4.
5. Monet’s privacy policy Without prejudice to the generality of clause 4.2, Monet shall process all Monet Personal Data strictly in accordance with its privacy policy, available at: [LINK TO PRIVACY POLICY].
Customer Personal Data In relation to the Customer Personal Data, the scope, nature and purpose of processing by Monet, the duration of the processing and the types of personal data and categories of data subject are:Scope of processing:To enable the Customer to access the Services.Nature of processing:Storing, analysing, transferring, copying, deleting.Purpose of processing:To enable Monet to deliver the Services. Duration of processing:Personal data shall be processed throughout the Subscription Term.Types of personal data:Full name, date of birth, address, gender identity (for insurance purposes), business directorships, credit history, client details, legal agreements, proof of work materials and operational activities Categories of Data Subject:The Customer and Authorised Users of the Customer.
Without prejudice to the generality of clause 4.2, Monet shall, in relation to Customer Personal Data:
1. process that Customer Personal Data only on the documented instructions of the Customer (which for the avoidance of doubt are set out in clause 4.6), unless Monet is required by Applicable Data Protection Laws to otherwise process that Customer Personal Data. Where Monet is relying on Applicable Data Protection Laws as the basis for processing Customer Processor Data, Monet shall promptly notify the Customer of this before performing the processing required by the Applicable Data Protection Laws unless those Applicable Data Protection Laws prohibit Monet from so notifying the Customer on important grounds of public interest. Monet shall immediately inform the Customer if, in the opinion of Monet, the instructions of the Customer infringe Applicable Data Protection Legislation;
2. implement appropriate technical and organisational measures to protect against unauthorised or unlawful processing of Customer Personal Data and against its accidental loss, damage or destruction;
3. ensure, and procure, that any personnel engaged and authorised by Monet to process Customer Personal Data keep the Customer Personal Data confidential;
4. promptly assist the Customer in responding to any request from a data subject and in ensuring compliance with the Customer’s obligations under Applicable Data Protection Laws with respect to security, breach notifications, impact assessments and consultations with the Commissioner, supervisory authorities or other regulators and, in particular, Monet shall promptly notify the Customer if it receives any complaint, notice or communication (whether from the Commissioner, any data subject, supervisory authority or other third party) which relates to processing of Customer Personal Data;
5. notify the Customer without undue delay after becoming aware of a personal data breach;
6. at the written direction of the Customer, delete or return to the Customer all Customer Personal Data on termination or expiry of the agreement, and certify to the Customer in writing it has done so, unless Monet is required by Applicable Data Protection Laws to continue to process that Customer Personal Data, in which case Monet shall promptly notify the Customer, in writing, of what that Applicable Data Protection Laws is and shall only be permitted to process that Customer Personal Data for the specific purpose so-notified, and all other requirements set out in this clause 4 shall continue to apply to such Customer Personal Data notwithstanding the termination or expiry of this agreement for as long as such Customer Personal Data is processed by Monet. For the purposes of this clause 4.7(f), the obligation to “delete” data includes the obligation to delete data from back-up systems as well as live systems; and
7. maintain adequate records, and, on the Customer’s request, make available such information as the Customer may reasonably request, and allow for and submit its premises and operations to audits, including inspections, by the Customer or the Customer’s designated auditor, to demonstrate its compliance with Applicable Data Protection Laws and this clause 4.
The parties acknowledge and the Customer agrees that the Customer Personal Data may be transferred or stored outside of the UK or the country where the Customer is located in order to carry out the Services. Where any Customer Personal Data is transferred outside of the UK, Monet shall ensure that the following conditions are fulfilled: (i) the Customer or Monet has provided appropriate safeguards in relation to the transfer; the data subject has enforceable rights and effective legal remedies; Monet complies with its obligations under the Data Protection Legislation by providing an adequate level of protection to any personal data that is transferred and Monet complies with reasonable instructions notified to it in advance by the Customer with respect to the processing of the Customer Personal Data.
The Customer consents to Monet appointing the following data processors as third party processorsCustomer Personal Data under this agreement:
ComplyAdvantage
SumSub
Paynetics AD
Amazon Web Services Monet confirms that it has entered or (as the case may be) will enter with the third-party processor into a written agreement incorporating terms which are substantially on that third party’s standard terms of business and in either case which Monet confirms reflect and will continue to reflect the requirements of the UK GDPR. As between the Customer and Monet, Monet shall remain fully liable for all acts or omissions of any third-party processor appointed by it pursuant to this 4.9. Monet shall not give access to or transfer any personal data to any additional third party without the prior written consent of the Customer, such consent not to unreasonably withheld.
Either party may, at any time on not less than 30 days’ notice, revise this clause 4 by replacing it with any applicable controller to processor standard clauses or similar terms forming part of an applicable certification scheme (which shall apply when replaced by attachment to this agreement).
The Customer hereby indemnifies, and shall keep indemnified, Monet from and against any and all costs, damages and expenses of any kind arising from any claim or demand brought by any person, data subject, Commissioner or supervisory authority as a result of any breach or alleged breach by the Customer of any Applicable Data Protection Law or its obligations under this clause 4. This indemnity shall not be subject to any limits or exclusions of liability that may otherwise apply, or be imposed, under this agreement.
Third party providers The Customer acknowledges that the Services may enable or assist it to access the website content of, correspond with, and purchase products and services from, third parties via third-party websites and that it does so solely at its own risk. Monet makes no representation, warranty or commitment and shall have no liability or obligation whatsoever in relation to the content or use of, or correspondence with, any such third-party website, or any transactions completed, and any contract entered into by the Customer, with any such third party. Any contract entered into and any transaction completed via any third-party website is between the Customer and the relevant third party, and not Monet. Monet recommends that the Customer refers to the third party’s website terms and conditions and privacy policy prior to using the relevant third-party website. Monet does not endorse or approve any third-party website nor the content of any of the third-party website made available via the Services.
Monet’s obligations
1. Monet undertakes that the Services will be performed with reasonable skill and care.
2. The undertaking at 6.1 shall not apply to the extent of any non-conformance which is caused by use of the Services contrary to Monet’s instructions, or modification or alteration of the Services by any party other than Monet or Monet’s duly authorised contractors or agents. If the Services do not conform with the foregoing undertaking, Monet will, at its expense, use all reasonable commercial endeavours to correct any such non-conformance promptly, or provide the Customer with an alternative means of accomplishing the desired performance. Such correction or substitution constitutes the Customer’s sole and exclusive remedy for any breach of the undertaking set out in 6.1.
3. Monet:
  1. does not warrant that:
    1. the Customer’s use of the Services will be uninterrupted or error-free;
    2. the Services, and/or the information obtained by the Customer through the Services will meet the Customer’s requirements;
    3. the Software or the Services will be free from Vulnerabilities or Viruses; or
    4. the Software or the Services will comply with any Heightened Cybersecurity Requirements;
  2. is not responsible for any delays, delivery failures, or any other loss or damage resulting from the transfer of data over communications networks and facilities, including the internet, and the Customer acknowledges that the Services may be subject to limitations, delays and other problems inherent in the use of such communications facilities.
4. The Agreement shall not prevent Monet from entering into similar agreements with third parties, or from independently developing, using, selling or licensing documentation, products and/or services which are similar to those provided under the Agreement.
5. Monet warrants that it has and will maintain all necessary licences, consents, and permissions necessary for the performance of its obligations under the Agreement.
Customer’s obligations
1. The Customer shall:
  1. provide Monet with:
    1. all necessary co-operation in relation to the Agreement; and
    2. all necessary access to such information and documentation as may be required by Monet; in order to provide the Services, including but not limited to any necessary Customer Personal Data, Monet Personal Data, security access information and configuration services;
without affecting its other obligations under the Agreement, comply with all applicable laws and regulations with respect to its activities under the Agreement;
carry out all other Customer responsibilities set out in the Agreement in a timely and efficient manner. In the event of any delays in the Customer’s provision of such assistance as agreed by the parties, Monet may adjust any agreed timetable or delivery schedule as reasonably necessary;
ensure that the Authorised Users use the Services in accordance with the terms and conditions of the Agreement and shall be responsible for any Authorised User’s breach of the Agreement;
obtain and shall maintain all necessary licences, consents, and permissions necessary for Monet, its contractors and agents to perform their obligations under the Agreement, including without limitation the Services;
ensure that its network and systems comply with the relevant specifications provided by Monet from time to time; and
be, to the extent permitted by law and except as otherwise expressly provided in the Agreement, solely responsible for procuring, maintaining and securing its network connections and telecommunications links from its systems to Monet’s data centres, and all problems, conditions, delays, delivery failures and all other loss or damage arising from or relating to the Customer’s network connections or telecommunications links or caused by the internet.
The Customer acknowledges and agrees that:
1. Monet may publish the Customer’s name in a list of Monet customers, on its website, or otherwise; and
2. Monet may refer to the Customer, orally or in writing, as a customer of the Services for promotional and marketing purposes.
Charges and payment
1. The Customer shall pay the Subscription Fees to Monet for the User Subscriptions in accordance with this 8 as agreed during the order process
2. If Monet does not receive any amount due by the Customer, and without prejudice to any other rights and remedies of Monet:
  1. Monet may, without liability to the Customer, disable the Customer’s password, account and access to all or part of the Services and Monet shall be under no obligation to provide any or all of the Services while the invoice(s) concerned remain unpaid; and
  2. interest shall accrue on a daily basis on such due amounts at an annual rate equal to 4% over the then current base lending rate of Barclays Bank plc from time to time, commencing on the due date and continuing until fully paid, whether before or after judgment.
3. All amounts and fees stated or referred to in the Agreement:
  1. shall be payable in pounds sterling;
  2. are, subject to 12.4(b), non-cancellable and non-refundable; and
  3. are exclusive of value added tax, which shall be added to Monet’s invoice(s) at the appropriate rate.
Proprietary rights
1. The Customer acknowledges and agrees that Monet and/or its licensors own all intellectual property rights in the Services. Except as expressly stated herein, the Agreement does not grant the Customer any rights to, under or in, any patents, copyright, database right, trade secrets, trade names, trade marks (whether registered or unregistered), or any other rights or licences in respect of the Services.
2. Monet confirms that it has all the rights in relation to the Services that are necessary to grant all the rights it purports to grant under, and in accordance with, the terms of the Agreement.
Confidentiality
1. Each party may be given access to Confidential Information from the other party in order to perform its obligations under the Agreement. A party’s Confidential Information shall not be deemed to include information that:
  1. is or becomes publicly known other than through any act or omission of the receiving party;
  2. was in the other party’s lawful possession before the disclosure;
  3. is lawfully disclosed to the receiving party by a third party without restriction on disclosure; or
  4. is independently developed by the receiving party, which independent development can be shown by written evidence.
2. Subject to 10.4, each party shall hold the other’s Confidential Information in confidence and not make the other’s Confidential Information available to any third party, or use the other’s Confidential Information for any purpose other than the implementation of the Agreement.
3. Each party shall take all reasonable steps to ensure that the other’s Confidential Information to which it has access is not disclosed or distributed by its employees or agents in violation of the terms of the Agreement.
4. A party may disclose Confidential Information to the extent such Confidential Information is required to be disclosed by law, by any governmental or other regulatory authority or by a court or other authority of competent jurisdiction, provided that, to the extent it is legally permitted to do so, it gives the other party as much notice of such disclosure as possible and, where notice of disclosure is not prohibited and is given in accordance with this 10.4, it takes into account the reasonable requests of the other party in relation to the content of such disclosure.
5. The Customer acknowledges that details of the Services, and the results of any performance tests of the Services, constitute Monet’s Confidential Information.
6. The Customer shall not make, or permit any person to make, any public announcement concerning the Agreement without the prior written consent of Monet, except as required by law, any governmental or regulatory authority (including, without limitation, any relevant securities exchange), any court or other authority of competent jurisdiction.
7. The above provisions of this 10 shall survive termination of the Agreement, however arising.
Indemnity The Customer shall defend, indemnify and hold harmless Monet against claims, actions, proceedings, losses, damages, expenses and costs (including without limitation court costs and reasonable legal fees) arising out of or in connection with the Customer’s use of the Services.
Limitation of liability
1. This clause 12 sets out the entire financial liability of Monet (including any liability for the acts or omissions of its employees, agents and sub-contractors) to the Customer, and its Authorised Users:
  1. arising under or in connection with the Agreement;
  2. in respect of any use made by the Customer or its Authorised Users of the Services or any part of them; and
  3. in respect of any representation, statement or tortious act or omission (including negligence) arising under or in connection with the Agreement.
2. Except as expressly and specifically provided in the Agreement:
  1. the Customer assumes sole responsibility for results obtained from the use of the Services by the Customer, and for conclusions drawn from such use. Monet shall have no liability for any damage caused by errors or omissions in any information, instructions or scripts provided to Monet by the Customer in connection with the Services, or any actions taken by Monet at the Customer’s direction;
  2. all warranties, representations, conditions and all other terms of any kind whatsoever implied by statute or common law are, to the fullest extent permitted by applicable law, excluded from the Agreement; and
  3. the Services are provided to the Customer on an “as is” basis.
3. Nothing in the Agreement excludes the liability of Monet:
  1. for death or personal injury caused by Monet’s negligence; or
  2. for fraud or fraudulent misrepresentation.
4. Subject to 12.1 and 12.3:
  1. Monet shall not be liable whether in tort (including for negligence or breach of statutory duty), contract, misrepresentation, restitution or otherwise for any loss of profits, loss of business, depletion of goodwill and/or similar losses or loss or corruption of data or information, or pure economic loss, or for any special, indirect or consequential loss, costs, damages, charges or expenses however arising under the Agreement; and
  2. Monet’s total aggregate liability in contract, tort (including negligence or breach of statutory duty), misrepresentation, restitution or otherwise, arising in connection with the performance or contemplated performance of the Agreement shall be limited to the total Subscription Fees paid by the Customer during the 12 months immediately preceding the date on which the claim arose.
Term and termination
1. The Agreement shall, unless otherwise terminated as provided herein, commence on the Registration Date and continue in force until terminated immediately by either party by giving notice to the either party.
2. Without affecting any other right or remedy available to it, either party may terminate the Agreement with immediate effect by giving written notice to the other party if:
  1. the other party fails to pay any amount due under the Agreement on the due date for payment and remains in default not less than 14 days after being notified in writing to make such payment;
  2. the other party commits a material breach of any other term of the Agreement and (if such breach is remediable) fails to remedy that breach within a period of 14 days after being notified in writing to do so;
  3. the other party suspends, or threatens to suspend, payment of its debts or is unable to pay its debts as they fall due or admits inability to pay its debts or is deemed unable to pay its debts within the meaning of section 123 of the Insolvency Act 1986; or
  4. the other party suspends or ceases, or threatens to suspend or cease, carrying on all or a substantial part of its business.
3. On termination of the Agreement for any reason:
  1. all licences granted under the Agreement shall immediately terminate and the Customer shall immediately cease all use of the Services;
  2. each party shall return and make no further use of any equipment, property, and other items (and all copies of them) belonging to the other party; and
  3. any rights, remedies, obligations or liabilities of the parties that have accrued up to the date of termination, including the right to claim damages in respect of any breach of the agreement which existed at or before the date of termination shall not be affected or prejudiced.
Force majeure Monet shall have no liability to the Customer under the Agreement if it is prevented from or delayed in performing its obligations under the Agreement, or from carrying on its business, by acts, events, omissions or accidents beyond its reasonable control, including, without limitation, strikes, lock-outs or other industrial disputes (whether involving the workforce of Monet or any other party), failure of a utility service or transport or telecommunications network, act of God, war, riot, civil commotion, malicious damage, compliance with any law or governmental order, rule, regulation or direction, accident, breakdown of plant or machinery, fire, flood, storm, epidemic or pandemic, or default of suppliers or sub-contractors, provided that the Customer is notified of such an event and its expected duration.
Variation No variation of the Agreement shall be effective unless it is in writing and signed by the parties (or their authorised representatives).
Waiver No failure or delay by a party to exercise any right or remedy provided under the Agreement or by law shall constitute a waiver of that or any other right or remedy, nor shall it prevent or restrict the further exercise of that or any other right or remedy. No single or partial exercise of such right or remedy shall prevent or restrict the further exercise of that or any other right or remedy.
Rights and remedies Except as expressly provided in the Agreement, the rights and remedies provided under the Agreement are in addition to, and not exclusive of, any rights or remedies provided by law.
Severance
1. If any provision or part-provision of the Agreement is or becomes invalid, illegal or unenforceable, it shall be deemed deleted, but that shall not affect the validity and enforceability of the rest of the Agreement.
2. If any provision or part-provision of the Agreement is deemed deleted under 18.1 the parties shall negotiate in good faith to agree a replacement provision that, to the greatest extent possible, achieves the intended commercial result of the original provision.
Entire agreement
1. The Agreement and the Factoring Terms and Conditions (where applicable for the purposes of Monet providing services to the Customer) constitute the entire agreement between the parties and supersedes and extinguishes all previous agreements, promises, assurances, warranties, representations and understandings between them, whether written or oral, relating to its subject matter.
2. Each party acknowledges that in entering into the Agreement it does not rely on, and shall have no remedies in respect of, any statement, representation, assurance or warranty (whether made innocently or negligently) that is not set out in the Agreement.
3. Each party agrees that it shall have no claim for innocent or negligent misrepresentation or negligent misstatement based on any statement in the Agreement.
4. Nothing in this clause shall limit or exclude any liability for fraud.
Assignment
1. The Customer shall not, without the prior written consent of Monet, assign, transfer, charge, sub-contract or deal in any other manner with all or any of its rights or obligations under the Agreement.
2. Monet may at any time assign, transfer, charge, sub-contract or deal in any other manner with all or any of its rights or obligations under the Agreement.
No partnership or agency Nothing in the Agreement is intended to or shall operate to create a partnership between the parties, or authorise either party to act as agent for the other, and neither party shall have the authority to act in the name or on behalf of or otherwise to bind the other in any way (including, but not limited to, the making of any representation or warranty, the assumption of any obligation or liability and the exercise of any right or power).
Third party rights The Agreement does not confer any rights on any person or party (other than the parties to the Agreement and, where applicable, their successors and permitted assigns) pursuant to the Contracts (Rights of Third Parties) Act 1999.
Notices
1. Any notice given to a party under or in connection with the Agreement shall be in writing and shall be delivered by hand or by pre-paid first-class post or other next working day delivery service at its registered office (if a company) or its principal place of business (in any other case).
2. Any notice shall be deemed to have been received:
  1. if delivered by hand, at the time the notice is left at the proper address; or
  2. if sent by pre-paid first-class post or other next working day delivery service, at 9.00am on the second Business Day after posting.
3. This clause does not apply to the service of any proceedings or other documents in any legal action or, where applicable, any arbitration or other method of dispute resolution.
Governing law The Agreement and any dispute or claim arising out of or in connection with it 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 Wales.
Jurisdiction Each party irrevocably agrees that the courts of England and Wales shall have exclusive jurisdiction to settle any dispute or claim arising out of or in connection with the Agreement or its subject matter or formation (including non-contractual disputes or claims).Tax Declaration 26. Tax Declaration The User on behalf of the business and shareholders (if any), declare that the tax status information provided is, to the best of the User’s knowledge and belief, accurate and complete. This information and information regarding the account with Monet may be provided to Her Majesty’s Revenue and Customs who will in turn exchange this information with tax authorities of other countries. I undertake to advise Monet of any change in circumstance which causes the information provided to become incorrect or incomplete within 30 days of such change.**

Website Terms of Use

1.0 Introduction 1.1 This web site is an online service of Monet Money Limited (referred to below as, ‘we’, ‘Our’, ‘Us’, ‘The Site’ or ‘This Site’) 1.2 This website is aimed at the United Kingdom and European Union markets. We cannot confirm that it is in line with local laws of other countries. 1.3 If You are outside the boundaries of the European Union, or do not agree to the set Terms and Conditions, please do not access The Site. 1.4 The Terms and Conditions (referred to below as ‘T&C’s’, ‘Terms of Use’ or ‘Terms & Conditions’) apply to all and any Use of The Site. By Accessing The Site You are bound by the full Terms of Use. We reserve the right to amend, update or restructure the Terms & Conditions at any time. We may amend the Terms & Conditions from time to time and any amendments, updates or restructuring will be of an immediate effect upon publication on This Site. You should check the T&C’s regularly to ensure You are aware of the latest updates. We have no obligation to alert You, the User (hereby referred to as ‘You’, ‘User’, ‘Subscriber’ or ‘Visitor’) of any changes or amendments made to the Terms and Conditions or Privacy Policy. 1.5 A serious breach of any Terms of Use may result in the pursuit of You to face court action. 1.6 You must be over the age of 18 to Use The Site and any other assets owned by Monet Money Limited. To Use The Site. You must also be using funds which are wholly Yours and of legal sources. Monet MoneyLimited does not agree to Illegal or otherwise immoral activities, and is not liable in any manner, to any party; should a User be found in breach of Our Terms and Conditions. 1.7 If for whatever reason, any of the terms and conditions stated here become illegal, invalid or by any means proved not enforceable, that will not affect the enforceability, legality or appropriateness of any other term or condition in the Terms & Conditions of The Site. 1.8 These Terms & Conditions are developed, monitored and governed in accordance with the Laws of England and by agreeing to these terms by the methods detailed here, You irrevocably agree to adhere to the entirely exclusive jurisdiction of the English COurts, within the boundaries of English Law and UK Regulation. 1.9 All company, business, team, and other brand badges seen on The Site remain the copyright of their license holders and are utilised by The Site only for information purposes as to create a better User experience for Our Users. 2.0 Use of This Site 2.1 You may not Use this website or any other assets owned by Monet Money Limited for any unlawful purpose. 2.2 You may not partly or wholly duplicate, broadcast, transmit, publish, store, modify, plagiarise, download, reproduce, or otherwise exploit or Use any of Our website and/or assets for commercial or private reasons, without the written consent of Our Managing Director and Shareholders. 2.3 You are not allowed to Use The Site in any manner which may wholly or partly damage, disable, overburden, stress, impair or disassemble this website or interfere with any other party’s Use of The Site, this include but is not limited to: Users, Partners, employees, owners, visitors or regulators. 3.0 Liabilities & Guarantees 3.1 All reasonable actions and steps have been taken to believe that all information provided by This Site and other assets owned by Monet Money Limited, including but not limited to blog content, advice, suggestions, rates of invoice payments, product cost estimates or otherwise original content, is accurate and up-to-date, but no guarantees are made by Monet Money Limited and We take no responsibility or liability for any losses, potential losses, negative externalities or difficulties found by any User, whether financial or by other means. 3.2 The Site and other assets including newsletter, push notifications, social pages and applications contain various links to third party websites and companies. We accept no responsibility or liabilities for any transactions, experiences or relations You may have with any of the 3rd party sites. It is wholly Your responsibility to read all appropriate terms & conditions for each 3rd party site or business. You Use each 3rd party site at Your own risk. 3.3 This Site is for personal Use on an ‘as seen’ basis. We may at times unintentionally provide misinterpretations of information, including but not limited to, news, data, reviews, offers, 3rd party service offerings, advertorials, infographics. The Site may also suffer from occasional journalistic errors such as typographies or opinions displayed in a way which is open to interpretation. The content of This Site is provided without any representations and warranties of any means (whether express or implied by relevant law), and any representations and warranties are (to the fullest allowance permitted by law) are hereby wholly excluded. 3.4 In accordance with the above, to the maximum allowance prescribed by relevant law, we wholly exclude liability for any loss, potential loss, or damage of any kind however so arriving at the User, including but without limitation to any direct, indirect, financial, time, emotional, professional, personal or consequential loss, whether or not such loss arises out of any problem, error or detail You notify Us about. We have no liability for service disruptions or errors made from any issue, Including but not limited to; internet outages, War, Acts of God, fire, flood, sickness, communication performance drops or other means. We have no liability to pay any money, provide any free or reduced rate service or otherwise compensate You, including without limitation to: 3.4.1 The express or implied infringement of any 3rd party Intellectual Property Rights, Copyright, or otherwise protected assets, caused by Your Use of This Site; 3.4.2 Any updates which cause interruptions, errors, delays or otherwise negatively affect the service of The Site. 3.4.3 The availability, delays, interruptions, incorrect or unlawful information found at 3rd party sites, which may be linked to The Site through advertisements or recommendations. 3.4.4 Any kind or type of loss which results from the User being subject to malicious software, malware, viruses, hacking or other data theft, hacking or deletion of any means. Whether or not the User has gained such vulnerability through the Use of The Site, other assets or 3rd party websites and businesses. 3.4.5 Any injury or ill health You may suffer as a result of using The Site, in any circumstance, within the limitations of applicable law. 3.4.6 Any losses made as a result of incorrect information found on The Site,. 3.4.7 All of the above liability exclusions aforesaid in the Terms & Conditions and Privacy Policy of This Site. 4.0 Communications 4.1 Advice and General Information 4.1.1 Our information, including but not limited to advice and content, are given with absolutely no guarantee of successful returns in any capacity. You follow the advice and tips wholly at Your own risk. 4.1.2 All of the information on This Site are given with the intention of providing Users with the best experience. However, we cannot guarantee the success of any action made through our information. By Using The Site, You acknowledge and agree to this. 4.1.3 We may provide any previous content and archived information for advisory purposes only and we have the right to publish, unpublish, amend or otherwise change Our previous comments at Our absolute discretion. 4.1.4 The Live Chat Feature on The Site may appear from time to time and the host may recommend certain opinion and general information which the host may find appropriate for You. Although we allow the support on The Site, the live chat feature falls in line with all terms detailed in the Terms & Conditions. We take no liability for actions made as a result of accessing Live Chat. 4.2 Newsletter 4.2.1 By signing up to be a member of The Site, You consent to receiving emails from Us to keep You up to date with site changes, offers, news and other features such as, but not limited to, advertising, facts, quizzes and competitions. 4.2.1 By Subscribing to the Monet Newsletter, You wholly agree to receive email newsletters from Monet Money Limited assets, including but not limited to all wholly and partly owned websites. 4.2.2 Subscription to Our newsletters are optional and You can unsubscribe at any time. 4.2.3 All newsletters include unsubscribe guidance. We take unsubscriptions very seriously and do all in Our power to ensure an unsubscribe takes place, however, we cannot guarantee an unsubscribe request will be successful and take no liability for errors made, within the scope of applicable law. 4.2.4 We reserve the right to begin and end newsletter services as and when we choose, at any time or moment, without notice to Users. 4.2.5 The frequency of newsletters is not fixed, we reserve the right to send as many or as little newsletters as we wish, within the scope of applicable laws and regulation. 4.2.6 No liabilities to Us may occur from Our Newsletter service, within the limitations of applicable law and regulation. 4.2.7 Whilst we strive to provide an accurate service with minimal errors, we accept no liability for losses of any kind if the newsletter contains information that is incorrect, out of date or misleading. 4.2.8 By Subscribing to Our Newsletter services, You agree to all elements of Our privacy policy detailed on The Site. You agree to Your email address and any further information we collect with Your permission may be used to provide You, the User, with the best possible service We can provide in line with the service intentions of This Site and other Monet Money Limited assets. 4.2.9 You agree to the sharing of Your information, in line with Our privacy policy, to selected third parties. We take no liability for the actions of 3rd parties and external businesses. We will never share Your information with third parties without Your prior consent. 4.2.10 We reserve the right to end, suspend, change any User’s newsletter subscription without providing any reason or notice to the User. 4.3 SMS 4.3.1 By subscribing to SMS via any campaign on any site owned by Monet Money Limited, You consent to receiving SMS at any time, in line with the limitations of UK regulation. 4.3.2 The Site takes no liability for errors made in SMS communications that lead to loss or damages of any kind. 4.3.3 We have the right to exclude or include You in any SMS campaign at Our discretion within the confines of UK law and regulatory standards. 4.4 Push Notifications & Social Media 4.4.1 By subscribing to Our Push Notifications service, You consent to receiving communications from The Site at any time. 4.4.2 The Site and other assets owned by Monet Money Limited take no liability or responsibility for any delays in service, out of date information, errors, limitations of service that relate to the push notification service 4.4.3 The Site is under no obligation to keep a regular push notification service and has the right to provide as little or as many push notifications as We wish, within the confines of law and regulation in the UK 5.0 Rights 5.1 Should You see any content or creative on Our Site that You believe to be a copyright infringement, please contact Us and we will consider whether the published item should be taken down from The Site. 5.2 If You feel as though there is a mistake on the site, please contact Us and we will double check the data we have and cross reference with other sources, we may then take the information of The Site or decide it is accurate to the best reasoning under the circumstances. 5.3 By using This Site, we do not give You any rights or interests in regard to any copyright or intellectual property. You have no right to Use Our copyright or Intellectual party for Your own gain, by means of using on Your own site or to sell for profit to a 3rd party. 5.4 Our Copyright and Intellectual Property Rights extend to the design, look, feel and code written for This Site and other assets owned by Monet Money Limited, including without limitation to all design, imagery, content and development work. 5.5 In line with the points outlined in section 2.0 of the Terms & Conditions, no User may post, print, copy, distribute, display, publish or otherwise Use This Site and/ or the information provided on The Site for the benefit of any other website, project or business without prior written consent of Us or the relevant licence holder. 6.0 Termination 6.1 We are entitled to terminate the Terms & Conditions and without hesitation remove, disable, cancel or suspend any access the The Site if You are to breach, or suspected of breaching any of the Terms & Conditions detailed here, at Our total discretion. 6.2 Termination of Use will be without any any prejudice to the rights of any party involved. 7.0 Promotions and Offers 7.1 From time to time We may provide competitions and prizes on The Site at Our own discretion. 7.2 To enter, You must fit the appropriate criteria of Our general Terms & Conditions, including but not limited to You being 18 Years of Age or older and have the bill/account holders permission to enter the competition. Monet Money Limited website are for UK, Ireland, Isle of Man and Channel Island residents only, and are not available to any staff members of Monet Money Limited, their immediate family and the staff members of any prize draw or competition sponsor company 7.4 Any entries made by agencies, third parties, or with incorrect, corrupted or by other means false information will not count as valid entries. 7.5 All entries must be submitted by the deadline noted on the specific competition page, within the timeframe of the competition going live and ending. 7.6 We may cancel, remove, amend, vary, close or finalise any competition or prize draw, at anytime, at Our absolute discretion 7.7 Any winners will be notified by email or SMS to declare they have won, we have no obligation to publish the winners, but may do so with their consent. 7.8 If the Winner does not claim his prize within 14 days of the first declaration of the winner, we reserve the right to hold the winner as no longer valid due to expiry. In any case, we shall pursue the winner by Our very best means to allow them enough notification and time to come forward. Any arguments to why winnings were not claimed, will be handled on a case by case basis. We will fairly determine the outcome within the limitations of UK law, if the expired winner can provide appropriate reason and evidence as to why their ability to claim the prize was totally inhibited. 7.9 The prize for each competition and prize draw is mainly detailed on each competition entry and confirmation page, however, if the prize becomes unavailable, the prize will be replaced with a substitute prize of equal value. 7.10 It is prohibited for prizes to be resold, reloaded or awarded to any third party outside of the winner & The Site relationship for monetization purposes. 7.11 The winner may be required to participate in publicity events and publications on behalf of the sponsor or The Site 7.12 Entrants data may be used for purposes such outlined in section 4.0, including but not limited to email newsletters, SMS, retargeting, social ads and push notifications. 7.13 The Site may from time to time display competitions run by third parties. The Site is not in any way associated with these competition and takes no responsibility or liability for any instance associated with such competitions and prize draws. Third party competitions and prize draws are only displayed by The Site or communicated to You by any means, for informational purposes as seen appropriate by Us. 7.14 Events may occur which render the competition awarding and completion to not be feasible, due to reasons beyond the control of Us or a third party sponsor, in this case we may vary, cancel or amend the competition at Our discretion, without liability to entrants, within the limitations of English Law 7.15 There are no alternative prizes available to winners unless expressly detailed by The Site.