Adaptomy | REACH User Agreement | London

REACH Service User Agreement

To use this service, you must be a registered Adaptomy employee, partner, associate, member, or customer. If you are not, you must not use the service, you are not authorised to do so. To use the service, you must agree to this Service User Agreement.

THE PLATFORM SERVICE

Adaptomy’ Platform Service is a purposeful network, a social network, a professional network, an online platform, purposeful communities for practitioners and professionals specialising in change, innovation and capability building. Adaptomy provides services facilitating the sharing and exchange of personal information and professional knowledge between members, associates, partners, and customers, collectively Service Users. Adaptomy services are designed to promote personal, professional, and commercial opportunity for members.

PLATFORM SERVICE BENEFITS

The service will have, but is not limited to the following core features which may be added to or modified, or removed or suspended for scheduled or unscheduled maintenance purposes, from time to time at the sole discretion of Adaptomy offered to Associates, Members and Partners in accordance with their Associate, Member and Partner Status:

Associate benefits

Personal user profile – which allows each Associate to edit and maintain their own profile, search, browse and review other Associate profiles.
Collaboration tools – applications and software tools that allow Associates to create and share discussions, blogs, files, documents, polls, video, events, ideas, post status updates, manage tasks, message other Associates.
Content management tools – facilities to edit, manage versions, copy, follow, share, bookmark and like content, discussions, blogs, files, documents, videos, events, ideas, tags, categories.
Associate Collaboration place – controlled group for collaboration between Associates
Project collaboration places – controlled groups where Associates are invited to execute their obligations in accordance with a Statement of Work (SOW)

Member benefits

Personal user profile – which allows each Member to edit and maintain their own profile, search, browse and review other Member and Associate profiles.
Collaboration tools – applications and software tools that allow Members to create and share discussions, blogs, files, documents, polls, video, events, ideas, post status updates, manage tasks, message other Associates and Members
Content management tools – facilities to edit, manage versions, copy, follow, share, bookmark and like content, discussions, blogs, files, documents, videos, events, ideas, tags, categories.
Collaboration places – curated groups and spaces, open groups, member only groups, private groups, secret groups, groups with extended visibility, groups with content editing by Non-Members where Members can develop content, collaborate with other people and organisations in the collaboration place, develop projects, maintain calendars.
Project collaboration places – controlled groups where Members can execute their obligations in accordance with a Statement of Work (SOW)
Curated content – Adaptomy, Member innovation, change and capability building content including but not limited to methods, tools, approaches, processes, procedures, know how, templates, canvas’s, diagnostic tools, surveys, templates, guidance notes, modules, solution packs, change packs, business designs.

Partner benefits

Personal user profile – which allows each authorised partner representative to edit and maintain their own profile.
Collaboration tools – applications and software tools that allow the Partner to create and share discussions, blogs, files, documents, polls, video, events, ideas, post status updates, manage tasks, message Members.
Content management tools – facilities to edit, manage versions, copy, follow, share, bookmark and like content, discussions, blogs, files, documents, videos, events, ideas, tags, categories.
Partner Collaboration places – controlled groups for collaboration between Adaptomy and the Partner, showcase groups to communicate the Partner products and services.
Project collaboration places – controlled groups where the Partner can execute their obligations in accordance with a Statement of Work (SOW)

PLATFORM SERVICE AGREEMENT

The Service User agrees that by registering as a Service User, accessing, or using Adaptomy Platform Services including free and paid services or any content or information provided as part of these services the Service User is entering into a legally binding agreement.

This agreement includes this Service User Agreement and the Privacy Policy and other Terms and Conditions that may be communicated from time to time to the Service User. Registered Service Users of the service are Associates, Members, Partners, or Customers. This Agreement applies to all four.

If a court with authority over this Agreement finds any part of it not enforceable, the Service User and Adaptomy agree that the court should modify the terms to make that part enforceable while still achieving its intent. If the court cannot do that, the Service User and Adaptomy agree to ask the court to remove that unenforceable part and still enforce the rest of this Agreement. To the extent allowed by law, the English version of this Agreement is binding, and other translations are for convenience only. This Agreement (including additional terms that may be provided by us when you engage with a feature of the Platform Service) is the only agreement between us regarding the Platform Service and supersedes all prior agreements for the Platform Services.

If Adaptomy don't act to enforce a breach of this Agreement, that does not mean that Adaptomy has waived its right to enforce this Agreement. You may not assign or transfer this Agreement (or your membership or use of Platform Services) to anyone without Adaptomy’s consent. However, the Service User agrees that Adaptomy may assign this Agreement to its affiliates or a party that buys it without the Service Users consent. There are no third-party beneficiaries to this Agreement.

Adaptomy reserves the right to change the terms of this Agreement and will provide the Service User notice if Adaptomy does and Adaptomy agrees that changes cannot be retroactive. If the Service User does not agree to these changes, the Service User must stop using the Platform Service.

The Service User agrees that the only way to provide us legal notice is at the addresses provided in the How to Contact Adaptomy section of this Schedule.

OBLIGATIONS

Platform Service Eligibility

The Service User must be invited by Adaptomy to use Adaptomy Platform Services, and have completed all necessary steps to register as a Service User, to include:

Submission of all necessary paperwork and evidence to Adaptomy in relation to the Associate or Member or Partner Representative or Customer Representative; user age, address, qualifications, and experience
The Service User must be over 18 years old.
The Service User must only have one Service User account, or for Partners only one Service User account for each individual Partner Representative, or for Customers only one Service User account for each individual Partner Representative
The information the Service User provides during registration must be accurate and complete, and the Service User agrees not to register under the name of another person or otherwise impersonate any other person, including any Service User, moderator, public figure, or Adaptomy employee. If, after investigation, Adaptomy has reasonable grounds to suspect that your information is untrue, inaccurate, not current, or incomplete, we may suspend or terminate your account and prohibit future use of the Platform Service.
The Service User must not use Adaptomy Platform Services if you have already been restricted by Adaptomy from using the services.

Platform Service User membership

The Service User agrees to:

Choose a strong and secure password.
Keep your password secure and confidential.
Not transfer any part of your account (e.g., connections, groups)
Follow the law and the Dos and Don'ts below.

The Service User is responsible for anything that happens through the Service User account unless the Service User closes it or reports misuse.

The Service User is bound by Adaptomy Platform Service Etiquette, please review them carefully and periodically. Adaptomy relies upon its Service Users to identify and report content or conduct that is in contravention of Platform Service Etiquette. Therefore, it is each Service Users responsibility to report objectionable content, information, or practices to Adaptomy.

Notices and messaging

The Service User agrees that Adaptomy may provide notices and service messages to the Service User in the following ways:

an email sent to the address you provided.
through other means including mobile number, instant message, through Service Platform applications, telephone or mail.

The Service User agrees to keep contact information up to date and maintain accurate and complete profile information.

Content collaboration

Content includes profile information, preferences, passwords, discussions, blog posts, files, documents, polls, bookmarks, status updates, tasks, messages, video, calendar, events, ideas, places, groups, spaces, chats, courses, projects, mentions, attachments, applications, community analytics, reports, rewards, themes, announcements.

Adaptomy Platform Services allow content collaboration in many ways, such as sharing Service User profiles, following, sharing, bookmarking, liking, document editing, version management, copying, featuring, sharing through applications, mentions, discussion. Content that the Service User posts, develops on the Service Platform or uploads to the Service Platform may be seen by other Associates, Members and Customers. Settings are available for Service Users to manage their content, such as save as draft, hidden, share with specific people.

Adaptomy are not obliged to publish any information or content on the Platform Service and can remove information or content in our sole discretion without notice.

Platform Service User payment, fees, and taxes

The Service User agrees to pay Adaptomy applicable Service User fees and taxes for Adaptomy Platform Services in accordance with their Associate, Member, Partner, or Customer Status. Failure to pay fees and taxes on or before the annual fee date may result in termination of the Service User subscription. All applicable fees and taxes must be paid unless the Service User cancels the Platform Service Agreement in which case the Service User agrees to still pay these fees and taxes through to the end of the applicable subscription period.

The Service User subscription period is 12 months unless otherwise specified in a Statement of Work or Customer Contract

Service User fees and taxes are due annually, payable on the start date and thereafter on the annual fee date. Fees are set annually and will be communicated to the Service User prior to the annual fee date.

WARNINGS, SUSPENSIONS AND TERMINATIONS

Platform Service Administrators may communicate with Service Users personally concerning Service Users participation in the Platform Service or related matters. Those communications are not intended to be made public, and the Service User agrees not to post or otherwise disseminate those communications within the Platform Service or elsewhere, on the Internet or otherwise.

The Service User agrees that Service User membership in and access to the Platform Service may be immediately suspended or terminated without explanation or prior notice. Without limiting the foregoing, the following will lead to a termination of a Service Users membership in and access to the Platform Service:

breaches or violations of this Agreement, Platform Service Etiquette, or other incorporated agreements or guidelines,
requests by law enforcement or other government agencies,
a request by you (self-initiated account deletions),
unexpected technical issues or problems, and
extended periods of inactivity

Termination of Service User membership includes removal of access to all offerings within the Platform Service and may also bar the Service User from further use of the Platform Service. Furthermore, the Service User agrees that neither Adaptomy nor the Platform Service Administrators shall be liable to the Service User or any third-party for any termination of the Service User membership in or access to the Platform Service.

RIGHTS AND LIMITS

The Service User owns the content and information that the Service User submits or post to the Platform Service and the Service User grants Adaptomy and its parent companies, subsidiaries, and affiliates, and their respective employees, officers, directors, representatives, agents, licensees, successors and assigns a non-exclusive license: a worldwide, transferable and sub-licensable right to use, copy, modify, distribute, publish, and process, information and content that the Service User provides through our Platform Services, without any further consent, notice and/or compensation to the Service User or others. These rights are limited in the following ways:

The Service User can end this license for specific content by deleting such content from the Platform Services, or generally by closing the Service User account, except to the extent that the Service User shared it with other Service Users as part of the Platform Service and they developed, enhanced, adapted, modified, copied or stored it
Other Service Users will get the Service Users consent before publishing the Service Users content beyond the Service. However, other Service Users may access and share the Service Users content and information, consistent with the Service Users settings, degree of collaboration and degree of connection with other Service Users.
The Service User agrees that if they invite other Service Users to collaborate on the Service Users content other Service Users may make changes to the Service Users content, adapt the Service Users content, develop, and enhance the Service Users content and implement the Service Users content, modify its meaning, purpose, structure, classification, adapt it for use in other circumstances.
Modifications to or derivative works of the Service Users content made on the Service Platform shall be the sole property of Adaptomy, content designed, authored or developed on the Service Platform shall be the sole property of Adaptomy except where Customer Content is developed in connection with services under a Customer Contract or an agreed Customer Statement of Work shall, subject to the terms and conditions under which the Customer procures the relevant services, be owned by that party
Adaptomy shall grant to registered Associates and registered Members non-exclusive, royalty free, non-transferable right to use content where necessary to enable the registered Associates and registered Members to use content within the scope agreed Statement of Work and to collaborate with other registered Associates and registered Members business activity except where such use could harm the goodwill or otherwise damage the business of Adaptomy.
The Service User agrees that Adaptomy may access, store and use any information that the Service User provides in accordance with the terms of the Privacy Policy and your privacy settings.
By submitting suggestions or other feedback regarding Adaptomy Platform Service or Adaptomy business to Adaptomy, the Service User agrees that Adaptomy can use and share such information without compensation to the Service User. Adaptomy, in its sole discretion, shall have the option to use, or decline to use, suggestions or feedback from any Service User.
The Service User agrees to only to provide content or information if that does not violate the law nor anyone’s rights which include but are not limited to, intellectual property rights and contractual agreements. The Service User also agrees that their Service User profile information will be truthful. Adaptomy may be required by law to remove certain information or content in certain countries.

Platform Service availability

Adaptomy may change, suspend or end any Service, or change and modify prices prospectively in Adaptomy’s discretion. To the extent allowed under lay, these changes may be effective upon notice to the Service User.

Adaptomy Platform Service is not a storage service. The Service User agrees Adaptomy have no obligation to store, maintain or provide the Service User a copy of any content or information that the Service User or other parties provide, except to the extent required by applicable law and as noted in our Privacy Policy.

Administrators, monitoring and moderation.

Adaptomy has designated Administrators. Administrators do not pre-screen postings or monitor on a "real time" basis. Administrators have the right, but not the obligation, to edit or remove content and postings at their discretion, either because there has been a violation of this Agreement or Platform Service Etiquette, or for any other purpose. Administrators are the only authorised representatives of Adaptomy on the Platform Service.

The Administrator may or may not investigate any complaint that is brought to their attention, and may or may not take appropriate action, including, but not limited to issuing warnings, removing the content, or suspending or terminating the Service User. Because situations and interpretations vary, it is possible that no action will be taken whatsoever. The failure to act with respect to a violation by the Service User or others does not waive the ability to act differently with respect to subsequent or similar violations.

Other limits

Adaptomy reserves the right to limit the Service Users use of the Platform Services, including but not limited to the Ability of the Service User to collaborate or connect with other Service Users, share Service User profiles, create or edit documents, participate in ant group, place or space, upload files, upload video, create, follow, share, bookmark, like, copy, feature, mention or discuss; profile information, preferences, passwords, discussions, blog posts, files, documents, polls, bookmarks, status updates, tasks, messages, video, calendar, events, ideas, places, groups, spaces, projects, mentions, attachments, applications, community analytics, reports, rewards, themes, announcements.

Adaptomy reserves the right to restrict, suspend or terminate the Service Users account if Adaptomy believes the Service User may be in breach of this Agreement or law or are misusing the Platform Service or violating Platform Service Etiquette.

Adaptomy reserves all of its intellectual property rights in the Platform Services, for example Adaptomy business designs, Service Platform designs, consulting and coaching methods and tools, techniques, guidance notes, solution modules, diagnostics and performance measurement tools, benchmarking and survey solutions, collaborations playbook, engagement model, customer first operating model, change modules, knowledge engine and network engine, Adaptomy trademarks, service marks, graphics and logos used in connections with the with the Platform Service trademarks or registered trademarks of Adaptomy. Other trademarks and logos used in connection with the Platform Services may be the trademarks of their respective owners.

INDEMNIFICATION

The Service User hereby agrees to indemnify, defend, and hold Adaptomy, the Administrators, and all respective officers, directors, owners, employees, agents, representatives and assigns (collectively, the "Indemnified Parties") harmless from and against any and all losses, damages, liabilities and costs (including, without limitation, settlement costs and any legal or other fees and expenses for investigating or defending any actions or threatened actions) incurred by the Indemnified Parties in connection with any claim arising out of any breach by you of this Agreement or the Platform Service Etiquette or claims arising from your content or conduct. The Platform User shall use best efforts to cooperate with Adaptomy in the defence of any claim. Adaptomy reserves the right, at our own expense, to employ separate counsel and assume the exclusive defence and control of any matter otherwise subject to indemnification by the Service User.

DISCLAIMER AND LIMIT OF LIABILITY

No warranty

To the extent allowed under law, Adaptomy and those that Adaptomy works with to provide the Platform Service.

Disclaim all implied warranties and representations such as warranties of merchantability, fitness for a particular purpose, reliability, completeness, usefulness, accuracy of data and noninfringement o intellectual property rights, or quality of any information or content regardless of who originates that information or content; and
do not guarantee that the Platform Service will function without interruption or errors; and
does not warrant that the Platform Service is secure, free from bugs, viruses, interruption, errors, or other limitations; and
provide the Platform Service including content and information on an “as is” and “as available” basis.

The Service User expressly understands and agrees that the Service User bears all risks associated with using or relying on Platform Service information and content. Adaptomy is not liable or responsible in any way for any content posted on or linked from the Platform Service, including, but not limited to, any errors or omissions in information or content, or for any losses or damage of any kind incurred as a result of the use of or reliance on any information or content.

Some laws do not allow certain disclaimers, so some or all of these disclaimers may not apply to the Service User.

Limitation of liability

Third party content posted to the Platform Service may provide by registered third parties not affiliated with Adaptomy. Such third-party content is the sole responsibility of the person or organisation originating that content. The Service User agrees that Adaptomy does not control and is not responsible in any way for this third-party content. Additionally, the Service User agrees that Adaptomy is not liable for, and you shall indemnify and hold Adaptomy, and its subsidiaries, affiliates, officers, agents, moderators, and employees harmless from any claim, including reasonable attorney's fees, made by any third party relating to or arising out of content the Service User submits, posts, transmits, or makes available through the Platform Service, the Service Users use of the Platform Service, the Service Users violation of this agreement or the Platform Service Etiquette or your violation of any rights of another.

To the maximum extent permitted by applicable law, Adaptomy and its representatives are not liable for any indirect, special, incidental, or consequential or punitive damages (including damages relating to loss of business, telecommunication failures, loss, corruption, security, or theft of data, loss of profits or investment, accounting positions taken by the Service User, or the like), related to the Platform Services, whether based on breach of contract, breach of warranty, tort (including negligence), strict liability, product liability, offensive or defamatory statements, down time or loss, use or changes to the Service Users information or content or otherwise, even if Adaptomy or its representatives have been advised of the possibility of such damages and even if a remedy set forth herein is found to have failed of its essential purpose. the limitations of damages set forth above are fundamental elements of the basis of the bargain between Adaptomy and you. these limitations make it possible for Adaptomy to provide the community to you.

PLATFORM SERVICE ETIQUETTE

The Adaptomy Platform Service is open to all points of view on the intended business-related topics and is committed to maintaining a comfortable environment for all Service Users. Please interact with other Service Users respectfully, as you would in any public or professional arena. If you disagree with the statements of another Service User, it is acceptable to engage in polite, mature debate. Name-calling, personal attacks, harassment, and other aggressive postings or behaviour are not allowed.

All terms in this document are consistent with the terms as defined in the Service User Agreement.

The following information, content and conduct are not allowed in the Platform Service and are cause for Service User suspension or termination without explanation or prior notice. Service User posts or other communications that include the following information or content or reflect prohibited conduct, as described below, may be subject to removal. By participating in the Platform Service, the Service User understands and agrees not to engage in, encourage, or otherwise support any of the following:

Illegal or fraudulent activity or any harm to the Platform Service or its Service Users. Service Users agree not to engage in, promote, or advocate any illegal activity or fraudulent schemes of any kind - including, but not limited to, money laundering, tax evasion, securities fraud, and pyramid or multi-level marketing schemes - through the Service Users postings or other use of the Community. The Service User also agrees not to post links to other websites that engage in such activities.

Do not submit content that you know is false, inaccurate, libellous, or otherwise misleading in any way, and do not mislead Adaptomy or others regarding the origin of posted information and content.
Do not submit content that contains any computer viruses, worms, or other potentially damaging computer programs or files.
Do not imply or state that you are affiliated with or endorsed by Adaptomy without our express consent.
Do not rent, lease, loan, trade, sell/re-sell access to the Platform Service or related any information or data.
Do not monitor the Services' availability, performance, or functionality for any competitive purpose.
Do not collect, use, copy, or transfer any information obtained from Adaptomy without the consent of Adaptomy.
You must not intentionally impersonate or misrepresent your business or qualifications.
Do not use or attempt to use another Service Users account.
You must not override any security feature of the Platform Service
Do not disclose, post, or transmit material you do not have the right to post or transmit under law (such as confidential information, copyright, trade secret or securities) or due to your personal contractual or fiduciary relationships.
Do not post material that violates any applicable law or regulation, including, without limitation, the rules, and regulations of national or other securities exchanges, (especially and including the rule against making false or misleading statements to manipulate the price of any security)
You may not use the Platform Service in any manner that could damage, disable, overburden, or impair Adaptomy servers or networks, or interfere with any other Service User's use and enjoyment of the Platform Service.
Do not post anything that contains software viruses, worms, or any other harmful code.
You may not attempt to gain unauthorised access to any services, screen names, computer systems or networks, through hacking, password mining or any other means. Adaptomy may take any legal and technical remedies necessary to prevent the violation of this provision.
Do not copy, modify, or create derivative works of Adaptomy, the Platform Service or any related technology or service (except as expressly authorised by Adaptomy)
Do not copy or use the information, content, or data on the Platform Service in connection with a competitive service (as determined by Adaptomy)

Profane, obscene, inappropriate, disruptive, and unrelated content, indecent, profane, sexually explicit, obscene, or pornographic material of any kind - including masked profanity where symbols, initials, intentional misspellings, or other characters are used to suggest profane language - is strictly prohibited.

Threats, personal attacks, abusive, defamatory, derogatory, or inflammatory language, or stalking or harassment of any individual, entity or organisation is strictly prohibited.
Discriminatory or hateful speech of any kind regarding age, gender, race, religion, nationality, sexual orientation, or disability is strictly prohibited.
You agree not to engage in any spamming or excessive posting, or submit content that is disruptive, off-topic, deliberately intended to have a negative impact on the Platform Service or its Service Users, or otherwise interfere with the ability of others to enjoy or comfortably use the Platform Service.

Commom Courtesy, Complaints and Etiquette

Do not post any personal or identifying information about another person, including addresses, email addresses, contact information, or phone numbers, and use care in posting your personal or identifying information.
Maintain courtesy and follow good posting etiquette. Posting with ALL CAPS, HTML tags, or excessive typographic symbols may result in your post being removed.
The Platform Service should not be used to report an Adaptomy Service User or customer service issue. To get help with an issue, please contact an Adaptomy Administrator. Any posts complaining about an individual Adaptomy Service User or customer service issue are subject to removal.
Do not engage in disruptive, antisocial, or destructive acts, including "flaming," "flooding," "spamming," "griefing" and "trolling," as those terms are commonly understood.

Solicitations and promotions and other commercial use

You agree not to post, or otherwise make available in the Platform Service, any content or third-party website, with the intent of harming the flow of information and/or participation in the Platform Service that is competitive with or which otherwise benefits competitors of Adaptomy, including but not limited to promoting competing sites that provide message boards, forums, chats, blogs, etc.
Posting unsolicited or unauthorised advertising, promotional materials, junk mail, spam, chain letters, or pyramid or multi-level marketing schemes, or using automated means, including spiders, robots, crawlers, data-mining tools, or other means to download data from the Platform Service is strictly prohibited.
You agree to not obtain email address of Service Users with the intent to contact Service Users of this Platform Service directly to promote your business or services without express consent and approval of the Adaptomy and the Service Users you are contacting.

Copyright and intellectual property violations

Infringement on any party's copyright, patent, trademark, trade secret, intellectual property or other proprietary rights, or right of publicity or privacy is strictly prohibited and is the sole responsibility of the Service User.
By submitting any information or content to the Platform Service, you warrant and represent that you are the copyright owner of the information or content or that the copyright owner of the information or content has granted you permission to use such information and content consistent with the manner and purpose of your use.
Using the Platform Service to distribute unauthorised copies of copyrighted material, including photos, artwork, text, recordings, designs, computer programs, or derivative works of such programs is strictly prohibited and subject to removal.
Do not remove any copyright, trademark or other proprietary rights notices contained in or on the Platform Service

HOW TO CONTACT ADAPTOMY

If the Service User wants to contact Adaptomy regarding service administration, they can do so in the following ways:

By email: service.admin@Adaptomy.com

By mail: Service Administration

17 Station Road

Princes Risborough

Buckinghamshire

HP27 9DE

England

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