Terms of Use

These Terms of Use constitute a legal agreement between you and Cogmentis Ltd (“Cogmentis”).

The Cogmentis website, products and services supplied (“the Content”) means all information and material available from web sites, URLs and web pages owned, controlled, operated or licenced by Cogmentis. The Content is proprietary information of Cogmentis or the party or parties licensing or providing the Content to Cogmentis, and all rights, interest and title in the Content is retained by Cogmentis or the party providing the Content to Cogmentis.

Modification Of These Terms of Use

The Content is offered conditional on your acceptance without modification of these Terms of Use, and related Policies and Notices (including our Privacy Policy). Your use of the Content constitutes your agreement to all such terms, conditions, policies and notices.

Cogmentis reserves the right to change these Terms of Use and the conditions under which the Content is offered, including but not limited to the charges associated with the use of them. All changes shall be effective and deemed accepted by all users upon posting of such changes on the Cogmentis Web Site. That version of these Terms of Use will then apply to all use by you following the date of publication. Each access of the Content will be a separate, discrete transaction based on the then prevailing terms. These Terms of Use and the license granted by it may not be assigned or sublet by you without advance written consent from Cogmentis.

Restrictions On Use

You agree to use the Content only for your own private use or the internal purposes of your home or business, provided that is not the selling or broking of information, and you will in no event cause or permit to be published, printed, downloaded, transmitted, distributed, reengineered, or reproduced in any form any part of the Content whether for resale, republishing, posting on a web site, redistribution, viewing, or otherwise.

Nevertheless, you may on an occasional limited basis download or print out individual pages of information that have been individually selected, to meet a specific, identifiable need for information which is for your personal use only, on a confidential basis. You may make such limited number of duplicates of any output, both in machine-readable or hard copy form, as may be reasonable for this purpose only. Nothing herein shall authorize you to create any database, digital copy, directory or hard copy publication of or from such content or information, whether for internal or external distribution or use.

Third Party Links

The Cogmentis Web Site may contain links to other Web Sites (“Linked Sites”). The Linked Sites are not under the control of Cogmentis and Cogmentis is not responsible for the contents of any Linked Site, including without limitation any link contained in a Linked Site, or any changes or updates to a Linked Site. Cogmentis is not responsible for any form of transmission received from any Linked Site. Cogmentis is providing these links to you only as a convenience, and the inclusion of any link does not imply endorsement by Cogmentis of the site or any association with its operators.

Cogmentis may from time to time offer Content which is licenced or supplied by a third party (“Third Party Content”), including but not limited to CD’s, DVD’s and Books, and may bundle these with Content provided directly by Cogmentis. Although Cogmentis may faciliate the purchase of Third Party Content, your use of such Content may be subject to additional terms and conditions specified by the third party, including, but not limited to conditions of return or rejection of goods.

No Unlawful or Prohibited Use

As a condition of your use of the Content, you warrant to Cogmentis that you will not use the Content for any purpose that is unlawful or prohibited by these terms, conditions, and notices. You may not use the Content in any manner which could damage, disable, overburden, or impair the provision of the Content or interfere with any other party’s use and enjoyment of the Content. You may not obtain or attempt to obtain any materials or information through any means not intentionally made available or provided for by Cogmentis.

Use of Communication Services

The Content may contain bulletin board services, blogs, chat areas, news groups, forums, communities, personal web pages, calendars, and/or other message or communication facilities designed to enable you to communicate with the public at large or with a group (collectively, “Communication Services”). You agree to use the Communication Services only to post, send and receive messages and material that are proper and related to the particular Communication Service. By way of example, and not as a limitation, you agree that when using a Communication Service, you will not:

• Defame, abuse, harass, stalk, threaten or otherwise violate the legal rights (such as rights of privacy and publicity) of others.
• Publish, post, upload, distribute or disseminate any inappropriate, profane, defamatory, infringing, obscene, indecent or unlawful topic, name, material or information.
• Upload files that contain software or other material protected by intellectual property laws (or by rights of privacy of publicity) unless you own or control the rights thereto or have received all necessary consents.
• Upload files that contain viruses, corrupted files, or any other similar software or programs that may damage the operation of another’s computer.
• Advertise or offer to sell or buy any goods or services for any business purpose, unless such Communication Service specifically allows such messages.
• Conduct or forward surveys, contests, pyramid schemes or chain letters.
• Download any file posted by another user of a Communication Service that you know, or reasonably should know, cannot be legally distributed in such manner.
• Falsify or delete any author attributions, legal or other proper notices or proprietary designations or labels of the origin or source of software or other material contained in a file that is uploaded.
• Restrict or inhibit any other user from using and enjoying the Communication Services.
• Violate any code of conduct or other guidelines which may be applicable for any particular Communication Service.
• Harvest or otherwise collect information about others, including e-mail addresses, without their consent.
• Violate any applicable laws or regulations.

Cogmentis has no obligation to monitor the Communication Services. However, Cogmentis reserves the right to review materials posted to a Communication Service and to remove any materials in its sole discretion. Cogmentis reserves the right to terminate your access to any or all of the Communication Services at any time without notice for any reason whatsoever.

Cogmentis reserves the right at all times to disclose any information as necessary to satisfy any applicable law, regulation, legal process or governmental request, or to edit, refuse to post or to remove any information or materials, in whole or in part, in Cogmentis’s sole discretion.

Always use caution when giving out any personally identifying information about yourself or your children in any Communication Service. Cogmentis does not control or endorse the content, messages or information found in any Communication Service and, therefore, Cogmentis specifically disclaims any liability with regard to the Communication Services and any actions resulting from your participation in any Communication Service. Administrators, Moderators and Subject Matter Experts are not authorized Cogmentis spokespersons, and their views do not necessarily reflect those of Cogmentis.

Materials uploaded to a Communication Service may be subject to posted limitations on usage, reproduction and/or dissemination. You are responsible for adhering to such limitations if you download the materials.

Submissions or Information Posted To Any Cogmentis Website

Cogmentis does not claim ownership of the materials you provide to Cogmentis (including feedback and suggestions) or post, upload, input or submit to any Cogmentis Web Site or its associated services (collectively “Submissions”). However, by posting, uploading, inputting, providing or submitting your Submission you are granting Cogmentis, its affiliated companies, licensees and sublicensees permission to use your Submission in connection with the operation of their Internet businesses including, without limitation, the rights to: copy, distribute, transmit, publicly display, publicly perform, reproduce, edit, translate and reformat your Submission; and to publish your name in connection with your Submission.

No compensation will be paid with respect to the use of your Submission, as provided herein. Cogmentis is under no obligation to post or use any Submission you may provide and may remove any Submission at any time in Cogmentis’s sole discretion.

By posting, uploading, inputting, providing or submitting your Submission you warrant and represent that you own or otherwise control all of the rights to your Submission as described in this section including, without limitation, all the rights necessary for you to provide, post, upload, input or submit the Submissions.

Disclaimer

YOUR USE OF THE CONTENT IS AT YOUR OWN RISK. THE CONTENT MAY INCLUDE INACCURACIES OR TYPOGRAPHICAL ERRORS, “BUGS”, FLAWS, FUNCTIONAL PROBLEMS, ERRORS OR MISTAKES. DELETIONS, CHANGES AND REVISIONS ARE PERIODICALLY MADE TO THE PRODUCTS AND SERVICES. COGMENTIS AND/OR ITS SUPPLIERS MAY MAKE DELETIONS, MODIFICATIONS, CHANGES OR IMPROVEMENTS IN THE PRODUCTS AND SERVICES AT ANY TIME, WITHOUT NOTICE. ADVICE RECEIVED VIA THE PRODUCTS AND SERVICES SHOULD NOT BE RELIED UPON FOR PERSONAL, MEDICAL, LEGAL OR FINANCIAL DECISIONS AND YOU SHOULD CONSULT AN APPROPRIATE PROFESSIONAL FOR SPECIFIC ADVICE TAILORED TO YOUR SITUATION.

COGMENTIS AND ITS AGENTS, EMPLOYEES, OFFICERS, OWNERS, MEMBERS, SUCCESSORS, ASSIGNS AND SUPPLIERS MAKE NO REPRESENTATIONS ABOUT THE SUITABILITY, RELIABILITY, AVAILABILITY, TIMELINESS OR ACCURACY OF THE CONTENT AND THIRD PARTY CONTENT, FOR ANY PURPOSE WHATSOEVER. ALL CONTENT IS PROVIDED “AS IS, WHERE IS”, WITHOUT WARRANTY OR CONDITION OF ANY KIND. COGMENTIS AND/OR ITS SUPPLIERS HEREBY DISCLAIM ALL WARRANTIES AND CONDITIONS WITH REGARD TO THE CONTENT, INCLUDING ALL IMPLIED WARRANTIES OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT.

Limitation On Liability

IN NO EVENT SHALL COGMENTIS AND/OR ITS AGENTS, EMPLOYEES, OFFICERS, OWNERS, MEMBERS, REPRESENTATIVES, SUCCESSORS, ASSIGNS, LICENSORS OR SUPPLIERS BE LIABLE FOR ANY DIRECT, INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, OR CONSEQUENTIAL DAMAGES, OR ANY DAMAGES OF ANY KIND WHATSOEVER, INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF USE, DATA, BUSINESS INTERRUPTION OR PROFITS, ARISING OUT OF OR IN ANY WAY CONNECTED WITH THE PURCHASE, PERFORMANCE, AVAILABILITY, OR USE OF THE CONTENT, THE RESULTS OBTAINED FROM CONTENT, DATA OR ADVICE RENDERED THROUGH ACCESS OR USE OF THE CONTENT, THE DELAY OR INABILITY TO USE THE CONTENT, THE PROVISION OF OR FAILURE TO PROVIDE RELATED SERVICES, THIRD PARTY CONTENT OR OTHERWISE ARISING OUT OF THE USE OF THE CONTENT, WHETHER BASED IN CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY OR OTHERWISE, EVEN IF COGMENTIS OR ANY OF ITS AGENTS, EMPLOYEES, OFFICERS, OWNERS, MEMBERS, REPRESENTATIVES, SUCCESSORS, ASSIGNS, LICENSORS OR SUPPLIERS HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH LIABILITY OR DAMAGES. IF YOU ARE DISSATISFIED WITH ANY PORTION OF THE CONTENT, INCLUDING ANY OF THESE TERMS OF USE, YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE USE OF THE CONTENT AND TERMINATE ANY ONGOING SUBSCRIPTION IN ACCORDANCE WITH COGMENTIS CANCELLATION AND TERMINATION POLICIES THEN IN EFFECT. COGMENTIS’ MAXIMUM LIABILITY FOR ANY BREACH OF THIS AGREEMENT OR ANY CLAIM ARISING FROM THE PURCHASE OR USE OF THE CONTENT SHALL BE A REFUND OF ANY MONTHLY SUBSCRIPTION FEE (OR 1 MONTH PRORATED EQUIVALENT) PAID BY THE SUBSCRIBER FOR THE MONTH DURING WHICH ANY CLAIM, DAMAGE OR ALLEGED CLAIM ARISES.

Indemnity

You agree to indemnify and hold harmless Cogmentis, its agents, employees officers, owners, members, representatives, successors, assigns, licensors and suppliers (“the Indemnified Parties”) against all loss, damages, judgements, awards, costs expenses or other costs from any breach of these Terms of Use by you, including any use of the Content other than as expressly authorised in this Terms of Use. You also agree to hold the Indemnified Parties harmless from any and all Third Party claims arising from your use of the Content.

Termination / Access Restriction

Cogmentis reserves the right, in its sole discretion, to terminate your access to the Content or any portion thereof at any time, without notice. These terms of use constitute an enforceable legal agreement which is governed by the laws of the United Kingdom. You hereby consent to the exclusive jurisdiction and venue of courts in England, UK to hear and resolve all disputes arising out of or relating to the use of the Content. Use of the Content is unauthorized in any jurisdiction that does not give effect to all provisions of these Terms of Use, including without limitation this paragraph. You agree that no joint venture, partnership, employment, or agency relationship exists between you and Cogmentis as a result of this agreement or use of the Content. Cogmentis’s performance of this agreement is subject to existing laws and legal process, and nothing contained in this agreement will prejudice Cogmentis’s right to comply with governmental, court and law enforcement requests or requirements relating to your use of the Content or information provided to or gathered by Cogmentis with respect to such use.

If any part of this agreement is determined to be invalid or unenforceable pursuant to applicable law including, but not limited to, the warranty disclaimers and liability limitations set forth above, then the invalid or unenforceable provision will be deemed superseded by a valid, enforceable provision that most closely matches the intent of the original provision and the remainder of the agreement shall continue in effect. Unless otherwise specified herein, this agreement constitutes the entire agreement between the user and Cogmentis with respect to the Content and it supersedes all prior or contemporaneous communications and proposals, whether electronic, oral or written, between the user and Cogmentis with respect to the Content. A printed version of this agreement and of any notice given in electronic form shall be admissible in judicial or administrative proceedings based upon or relating to this agreement to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form. It is the express wish to the parties that this agreement and all related documents be drawn up in English.

Trademarks

The names of actual companies and products mentioned herein may be the trademarks of their respective owners. Trademarks, Logos and Service Marks appearing on the Cogmentis website are the intellectual property of Cogmentis or the company providing them for Cogmentis to use and all rights not expressly granted herein are reserved.

Confidentiality of Passwords and Information

You agree to treat as strictly private and confidential any username or password which you may have received from Cogmentis, and all information to which you have access through password-protected areas of Cogmentis’s Website and will not cause or permit any such information to be communicated, copied or otherwise divulged to any other person whatsoever.

Last Updated: 12th October 2009