www.pmtoolkit.co is a site operated by StartupMill Limited trading as PM Toolkit (“we”, “us”, “ours” or “PM Toolkit”). We are registered in England and Wales under company number 12925599 and have our registered office and main trading address at Flat 22, 11-13, Orlando Road, Sw40le, London, UK.
To contact us, please email firstname.lastname@example.org.
If we have to contact you, we will do so by telephone or by writing to you, using the telephone, email address or postal address (as applicable) you provided to us via your PM Toolkit Account.
We have created these terms and conditions (these “Terms”) so that you can enjoy the benefits of our PM Toolkit Platform (as defined below) while protecting our rights. Please read these Terms carefully before you use www.pmtoolkit.co. These terms contain important information relating to and governing your access to, and use of www.pmtoolkit.co and documentation made available via our website, and any other website or application from which we make www.pmtoolkit.co or documentation available to you from time to time (collectively, the “PM Toolkit Platform”).
By clicking on “I agree” (or a similar box or button) or accessing and using the PM Toolkit Platform, you agree to be bound by these Terms. In these Terms, you are referred to as “you” or “Account Owner”. If you are agreeing to these Terms and using the PM Toolkit Platform on behalf of your company, then “you” or “Account Owner” means your company and you are binding your company to these Terms, and you confirm to us that you have the authority to do so.
The PM Toolkit Platform enables you to add designs, ideas or concepts, pose open questions related to them (known as a “Review” and request feedback from selected people (known as “Respondents”) (collectively, the “PM Toolkit Service”). Each response to a Review by a Respondent is defined in these Terms as “Feedback”.
b. Registration and Account Setup
For access to the PM Toolkit Platform, you must follow the registration process established by PM Toolkit on our website. PM Toolkit may approve or deny access to the PM Toolkit Platform in its sole discretion.
Whilst these Terms remain effective, if any of the details relating to your account with the PM Toolkit Platform (“PM Toolkit Account”) change, we ask that you update your account to ensure that your PM Toolkit Account is at any relevant point in time current, up-to-date and accurate. PM Toolkit Accounts are controlled by the entity whose email address is registered as the Account Owner.
We may suspend or terminate your PM Toolkit Account, and delete any content contained in it, if there is no account activity (such as a log in event or payment) for over twelve (12) consecutive months. This may also involve deleting, or otherwise revoking your access to, any Credits (as defined in section 9 (Price and Payment)) at the time of termination. However, we will attempt to warn you by email before doing so, to provide you with the opportunity to log in to your PM Toolkit Account so that it remains active and Credits remain available to you.
c. Use of the PM Toolkit Platform
If you require it, you are responsible for maintaining, protecting, and making backups of your Reviews, Feedback and any other text, images, media and Brand Features (as defined in section 11.c (Branding) relating to you that you upload or post to the PM Toolkit Platform in order to create a Review (“Content”). We may remove Reviews, Feedback or Content from the PM Toolkit Platform at any time in our sole discretion, however, subject to section 6.b (Prohibited Materials), if practicable under the circumstances, we will endeavour to notify you in advance if we believe such removal will likely materially impact you. We will not be liable for any failure to store, or for loss or corruption of, your Reviews, Feedback or Content.
We are under no obligation to oversee, monitor or moderate any interactive feature, tool, service or documentation that we provide on the PM Toolkit Platform (including, without limitation, the content of Feedback). We expressly exclude our liability for any loss or damage arising from or in connection with the use of any such interactive feature, tool, service or documentation by an Account Owner which is in contravention of these Terms, whether the tool, feature, service or document is moderated or not. You acknowledge that, in order to ensure compliance with applicable law and these Terms, PM Toolkit may be required from time to time to review certain content submitted to the PM Toolkit Platform, for example, to determine whether the content is illegal or whether it violates these Terms (such as when unlawful content is reported to us). We may also modify, prevent access to, delete, or refuse to display content that we believe violates applicable law or these Terms.
Where required by law, we may be required to invoke the right to disclose your identity to a third party who is claiming that certain Content posted or uploaded by you to the PM Toolkit Platform constitutes a violation of their Intellectual Property Rights (as defined in section 11 (Intellectual Property Rights)), or of their right to privacy, or is defamatory.
We will not be responsible, or liable to you or any third party, for any of the content of Feedback (including the accuracy, completeness, reliability and fitness for purpose of Feedback) or for your subsequent use of, or reliance on, the Feedback (including sharing it publicly), and we exclude all warranties (whether express or implied) in relation to the content of Feedback to the maximum extent permitted by applicable law.
We will not be responsible, or liable to you, for any Review, Content or any other content in any form posted by you or any other Account Owners or third parties on the PM Toolkit Platform. You will remain responsible at all times for the accuracy and completeness of your Content and Review(s), and for any errors in such Content or Review(s). You must ensure that you have all the rights, approvals and permissions required to use and share your Content without restriction. Please do not post, upload or use any Content on the PM Toolkit Platform unless you have first obtained the express permission of its owner, or are otherwise authorised by law to do so.
Any Content or Reviews uploaded or posted to the PM Toolkit Platform have not been verified or approved by us nor do the views expressed by Account Owners or any Content or Reviews on our site represent our views or values. The views expressed by Respondents are those of the Respondents and do not necessarily represent our views or values.
We grant you limited, non-exclusive, revocable permission to make use of the PM Toolkit Platform in accordance with these Terms. Subject to these terms, This right shall remain in effect until and unless terminated by you or Us.
You agree not to use, nor permit any third party to use, the PM Toolkit Platform in a manner that violates any applicable law, regulation or these Terms.
While we may provide you with support or modifications for the PM Toolkit Platform, we are not obligated to do so and have no obligation to fix or respond to errors you may encounter.
We will not be liable to you for any failure or inability to provide continuous, error free, uninterrupted services via the PM Toolkit Platform.
PM Toolkit is looking to constantly change and improve the PM Toolkit Platform. In our discretion and without liability to you, we may add, remove or modify any features or functionality of the PM Toolkit Platform; impose additional eligibility requirements or restrictions for access to the PM Toolkit Platform; or discontinue the PM Toolkit Platform, at any time and without prior notice to you.
We reserve the right, periodically and at any time, to modify or discontinue, temporarily or permanently, functions and features of the PM Toolkit Platform, without liability to you, except where prohibited by law, for valid reasons such as in case of genuine interruption, modification, or discontinuation of the PM Toolkit Platform or any function or feature thereof, or need to repair, maintain or improve the existing functions or features, or to add new functions or features to the PM Toolkit Platform, or to implement advancements in science and technology or ensure the operability or the security of the PM Toolkit Platform, legal and regulatory reasons. For the avoidance of doubt, We may add or remove, or limit availability of any Content at any time at our sole discretion.
If we modify the PM Toolkit Platform, we may require you to use the modified version. We may not be able to provide you with individual notice of such changes.
PM Toolkit reserves the right to update, modify or amend these Terms from time to time for any reason in our discretion, including without limitation, to reflect changes in applicable law or updates to the PM Toolkit Platform, and to account for new services or functionality.
Every time you wish to use the PM Toolkit Platform, please check these Terms to ensure that you understand the Terms that apply at that time. We will provide details of any material changes in section 2 (These Terms) and to all Account Owners via the email address provided to us via their PM Toolkit Account.
Updates, modifications or amendments: (i) specific to new functionality for the PM Toolkit Platform; (ii) pricing changes (iii) made for legal reasons; or (iv) to the PM Toolkit Platform documentation or referenced policies, will be effective immediately upon being posted on this page. All other updates, modifications or amendments are effective thirty (30) days after they are posted.
You may be required to accept the modified Terms in order to continue using the PM Toolkit Platform, and in any event, even without explicit acceptance, you agree that your continued access to and use of the PM Toolkit Platform after the changes become effective constitutes acceptance of the modified Terms, as they may be made available on our website from time to time.
In addition to all other responsibilities detailed in these Terms, you also agree not to, nor permit any third party to (unless you receive our prior written consent):
b. Prohibited Materials
If you become aware of any Content or other material uploaded to, stored in or transmitted via the PM Toolkit Platform that you think may constitute Prohibited Material, we ask you to notify us immediately (using the contact details provided in section 1 (Information about us and how to contact us)).
Please be aware that PM Toolkit may disable and/or remove any Prohibited Material from the PM Toolkit Platform without notice to you.
If you wish to complain about any other content uploaded to the PM Toolkit Platform or to our website, please feel free to contact us (using the contact details provided in section 1 (Information about us and how to contact us)).
c. Industry-specific regulations
If your use of the PM Toolkit Platform or PM Toolkit Service requires you to comply with industry-specific regulations applicable to such use (“Applicable Regulations”), you acknowledge that you will be solely responsible for such compliance, unless PM Toolkit has agreed in writing with you otherwise. You may not use the PM Toolkit Platform or PM Toolkit Service in a way that would subject PM Toolkit to any Applicable Regulations without obtaining our prior written agreement (“Permission”).
If your use of the PM Toolkit Platform or PM Toolkit Service requires you to comply with Applicable Regulations, then you represent, warrant and covenant on a continuing basis that you:
The PM Toolkit Platform can be used to receive Feedback from your own Respondents, referred to from this point as “Your Respondents”, or our Respondents, referred to from this point as “PM Toolkit Respondents”.
PM Toolkit may, from time to time, make available third party sites or software to assist you in sourcing PM Toolkit Respondents for your Review, or otherwise for your use of the PM Toolkit Platform. PM Toolkit shall not be responsible for sourcing Your Respondents and takes no responsibility for the supply of, or conduct of, any Respondents.
In addition, all third party sites or third party software included in, made available to you through the PM Toolkit Platform, or used to make the PM Toolkit Platform available to you are governed by and subject to such third parties’ relevant terms and conditions, privacy policies and license terms. We do not endorse and nor are we responsible or liable for the behaviour, features, or content of any third party site, software or service, or for any transaction you may enter into with the provider of any such third party site, software or service, nor do We warrant the compatibility or continuing compatibility of the third party site, software or service with the PM Toolkit Platform. PM Toolkit accepts no liability in respect of any loss, damage, expense or claim which arise in connecting with any third party sites or third party software which may be made available to you through the PM Toolkit Platform, or otherwise used in the provision of PM Toolkit Platform to you.
Protecting the privacy and security of PM Toolkit Respondents is of paramount importance to us. We therefore reserve the right to take any steps we deem necessary to protect the privacy and security of PM Toolkit Respondents and to take measures to ensure they are not misled by Review(s) or Content used for fraudulent or other unlawful purposes.
We reserve the right to remove any Review or Content that:
In order to protect you, PM Toolkit and other Account Owners, if we suspect, or the PM Toolkit Platform detects, an attempt to access your PM Toolkit Account by someone else other than you, your PM Toolkit Account will be suspended immediately. In such circumstances, PM Toolkit reserves the right to determine, at its sole discretion and without liability, whether to:
You must notify PM Toolkit immediately (using the contact details provided in section 1 (Information about us and how to contact us)), if you become aware of any unauthorised access to the PM Toolkit Platform or your PM Toolkit Account.
Furthermore, in order to ensure the integrity of the PM Toolkit Platform we reserve the right, at our sole discretion, and without liability, to:
You acknowledge that any applicable charges are based on the PM Toolkit Services ordered and are due irrespective of whether or not you utilise the PM Toolkit Services. Payment obligations are non-cancellable and charges paid are non-refundable. All payments shall be made in the currency in which they are invoiced.
b. Paid Subscriptions
In order to access the PM Toolkit Services, you will need to create an account via the PM Toolkit Platform. From time to time, you may be given the option to purchase a paid subscription PM Toolkit Account which will allow you to access and use additional features or services on the PM Toolkit Platform. You can learn more about paid subscription PM Toolkit Accounts, including the price and period of the subscription, by visiting www.pmtoolkit.co/pricing; however, not all content or services may be available to you and we will notify you either at the time of sign up or from time to time to explain what is available to you. Your payment to us for a subscription account will automatically renew for a further [12 months] at the end of the relevant subscription period, unless you cancel your subscription account by either contacting us at the email address set out in section 1 of these Terms or following the prompts in your account settings at least 48 hours before the end of the then-current subscription period. Fees paid for a subscription account are non-refundable.
c. Changes to Subscription Fees
We reserve the right to change the fee and payment plans from time to time. The process set out in Section 5 under the heading "Modification to these Terms", including notice in advance and cancellation by you if you do not agree to the change, will similarly apply here. Unless we notify you otherwise, changes for paid subscriptions will take effect at the start of the next subscription period and your continued use of the PM Toolkit Services after the effective date of the price change will be deemed acceptance of such amended fees. If you do not agree with the price changes you will have the right to downgrade your account prior to the price change taking effect, however by downgrading you may lose data, therefore it is entirely your responsibility to ensure you have backed-up your Content and Feedback. PM Toolkit takes no responsibility for loss of Content, Feedback or any other data as a result of PM Toolkit Account downgrades.
d. Enterprise Accounts
Enterprise Accounts are tailored to the unique needs of an organisation and can be requested after an Enterprise Trial. Unless expressly stated otherwise in the enterprise service level agreement entered into between you and PM Toolkit (“Enterprise SLA”), PM Toolkit will issue the total charges for the PM Toolkit Services annually in advance on the effective date of the Enterprise SLA and each anniversary thereafter during the license term as set out in the Enterprise SLA and you shall pay each invoice within 30 days of receipt. In the event of any conflict between the these Terms, and the provisions of an Enterprise SLA, the Enterprise SLA shall prevail.
e. Special Offers and Discounts
From time to time, we may offer trials of paid subscription accounts for a specified period without payment or at a reduced rate. Some trials may require your payment details to commence the trial. We reserve the right, in our absolute discretion, to determine your eligibility for a trial, and, subject to applicable laws, to withdraw or to modify a trial at any time without prior notice and with no liability. At the end of a trial we may automatically start to charge you for the applicable paid subscription immediately following the end of the trial. By providing your payment details, you agree to this charge using said payment details. If you do not want to be charged you must cancel the subscription or terminate your account before the end of the trial. Paid subscriptions cannot be terminated before the expiry of the relevant period for which you have subscribed for. We shall not issue any refunds for any fees which you have already paid.
f. Applicable Taxes
Cost and fees coming soon
Cost and fees are inclusive of UK Value Added Tax and exclusive of equivalent taxes in other countries. Costs and Enterprise SLAs are exclusive of UK Value Added Tax and exclusive of equivalent taxes in other countries.
Please be aware that you are responsible for paying any taxes or duties arising out of or associated with any payments you make via the PM Toolkit Platform, including any related penalties or interest.
a. PM Toolkit rights
You acknowledge and agree that: (i) we own all rights, title and interest, including all copyright, trade mark, patent, internet rights/domain names, know-how, database, design and other intellectual property rights (whether registered or unregistered and including any applications or rights to apply) that subsist anywhere in the world (“Intellectual Property Rights”) in and to the PM Toolkit Platform, PM Toolkit Service, PM Toolkit’ Brand Features, our other products and services, and all related technology, websites and content, and any modifications or derivative works of the foregoing (collectively, the “PM Toolkit Materials”); and (ii) you have no rights, title or interest in, or to, the PM Toolkit Materials, other than the limited use right expressly granted to you under these Terms.
You have no obligation to give us any suggestions, comments or other feedback relating to the PM Toolkit Materials (“User Suggestions”). If you provide us with User Suggestions, you grant us a worldwide, royalty-free, non-exclusive, perpetual and irrevocable license to use, copy, modify, sublicense (through multiple tiers) and otherwise exploit the User Suggestions (including any ideas, concepts, methods, know-how or techniques embodied in the User Suggestions) for any purpose, without any restriction or obligation to you based on intellectual property rights or otherwise.
b. Your rights
You retain ownership of all of your Intellectual Property Rights in your Content and any other content of your Reviews, subject to PM Toolkit’ rights in any underlying PM Toolkit Materials. PM Toolkit does not claim ownership over any of your Content, and will not re-publish your Content in full without seeking your prior consent.
“Feedback IP” means any Intellectual Property Rights created wholly or partially by PM Toolkit or a Respondent arising from creating and sharing any Feedback to you via the PM Toolkit Platform. Subject to receipt of payment by PM Toolkit in accordance with these Terms and to PM Toolkit’ rights in any underlying PM Toolkit Materials: PM Toolkit agrees that all Feedback IP and Feedback are the sole and exclusive property of you to the fullest extent permitted by law. To the extent that they do not vest automatically with you upon these Terms, PM Toolkit agrees to hold such on trust for you and hereby grants to you an exclusive, royalty free, assignable licence, with the right to grant sub licences, to use such property in your absolute discretion until such time as ownership in the same fully vests in you; to the extent that legal title in any Feedback IP does not vest in you by virtue of section 10.b(1) above, PM Toolkit hereby assigns to you (by way of future assignment) all its rights, title and interest, including all Intellectual Property Rights, in and to the Feedback IP; and PM Toolkit agrees to sign and execute such assignments or other formal documentation as may be reasonably necessary to assign all rights, title and interest in and to the Feedback IP to you.
For the duration of these Terms, you hereby grant to PM Toolkit a non-exclusive, perpetual, irrevocable, royalty-free, fully paid-up, worldwide right and licence (including the right to sublicense through multiple tiers), to use, reproduce, process, adapt, publicly perform, publicly display, modify, prepare derivative works, publish, transmit, host, and distribute:
“Brand Features” means the trade names, trademarks, service marks, logos, domain names, and other distinctive brand features of each party.
Except where expressly stated, these Terms do not grant either party any right, title, or interest in or to the other party’s Brand Features.
These Terms do not grant you any right to use PM Toolkit' Brand Features, without our prior written consent. Any permitted use by you of PM Toolkit’ Brand Features (including any goodwill associated therewith) will insure to the benefit of PM Toolkit.
d. Other Account Owners
You understand and acknowledge that PM Toolkit may receive from third parties features, applications, content, or other products or services that may be similar to or competitive with you, your business, Content, Reviews or Feedback, and nothing in these Terms will be construed as restricting or preventing PM Toolkit from doing so.
PM Toolkit may reveal personal information about Account Owners for attribution purposes, handling inquiries from Account Owners or potential Account Owners, and other purposes PM Toolkit reasonably deems necessary under these Terms. You understand and agree that PM Toolkit may access, preserve, and disclose your personal information and your PM Toolkit Account details if required to do so by law or in a good faith belief that such access, preservation, or disclosure is reasonably necessary to comply with legal process or to protect the rights, property, or safety of PM Toolkit, its affiliates or partners, its users, or the general public.
PM Toolkit respects the Intellectual Property Rights of others, and we respectfully ask you to do the same. If you, or anybody else, believes an Account Owner is infringing upon third party Intellectual Property Rights, you may report it to us (using the contact details provided in section 1 (Information about us and how to contact us)).
a. Your obligations to us
You acknowledge that, during your use of the PM Toolkit Platform, you may receive or have access to PM Toolkit Confidential Information.
“PM Toolkit Confidential Information” means (a) your logins for the PM Toolkit Platform, any non-public elements of the PM Toolkit Platform or any pre-release information about the PM Toolkit Service; (b) any information in any form (whether written, electronic, graphic, oral or otherwise) relating to PM Toolkit, any other Account Owner or a PM Toolkit Respondent, or the customers, finances, sales, marketing, products, suppliers business, employees, business operations, projections, forecasts, management, prospective business, operations, strategies, technical processes, software, computer systems, source code, design documents, API, staff, Intellectual Property Rights or finances of PM Toolkit, any other Account Owner or a PM Toolkit Respondent which comes into a party's possession by virtue of these Terms and which has been marked (or provided a similar designation) to be confidential or proprietary at the time of disclosure, or could reasonably be expected to be regarded confidential or proprietary to PM Toolkit, any other Account Owner or a PM Toolkit Respondent under the circumstances.
You agree to keep all PM Toolkit Confidential Information confidential and not to make any use of the PM Toolkit Confidential Information, other than to the extent necessary for the purposes of these Terms. You may not disclose any PM Toolkit Confidential Information to third parties, other than your directors, officers and employees, on a strictly confidential and need to know basis, provided that you ensure that each such person is made aware of the restrictions imposed by this section 11 and for whom you agree to remain responsible for under these Terms. This obligation and restriction do not apply to:
b. Our obligations to you
We will treat your Content, Reviews and your Feedback as confidential and only use and disclose such Content, Reviews and Feedback (or the data derived from them) in accordance with these Terms, including (without limitation) disclosing such Content, Reviews and Feedback to Respondents and directors, officers, employees, agents and advisers of PM Toolkit and Respondents on a strictly confidential and need to know basis. This obligation and restriction do not apply:
You may not issue any formal press release via traditional or online media referring to PM Toolkit, the PM Toolkit Platform, PM Toolkit Service or a PM Toolkit Respondent, without PM Toolkit’ prior written consent. You must conduct all such activities truthfully and without implying that you or any of your products or services are created, sponsored, or endorsed by PM Toolkit or a PM Toolkit Respondent and you may not make any legal representations, guarantees or warranties on behalf of PM Toolkit or a PM Toolkit Respondent or with respect to the PM Toolkit Platform, the PM Toolkit Service or any other PM Toolkit Material.
If you become aware that any public-facing articles are being developed by independent publications or authors connecting you or any of your products or services to PM Toolkit, a PM Toolkit Respondent or any PM Toolkit Material, then we ask you to notify us immediately (using the contact details provided in section 1 (Information about us and how to contact us)).
PM Toolkit may publicly refer to you, orally or in writing, as a user of the PM Toolkit Platform.
a. Review Owner Warranties
You are solely responsible for your use of the PM Toolkit Platform and PM Toolkit Service.
You represent and warrant to PM Toolkit that the following statements are true, accurate and not misleading:
b. Indemnities to protect PM Toolkit
You will indemnify, defend (at PM Toolkit’ request) and hold harmless PM Toolkit and its affiliates (including Respondents) and their respective directors, officers, employees, agents, contractors, end users and licensees from and against any claims, losses, costs or expenses (including reasonable legal costs and the cost of any settlement), damages or liabilities based on or arising from or as a consequence of: (i) your use of the PM Toolkit Platform, PM Toolkit Service or any other PM Toolkit Materials; (ii) your Content, Review(s) and/or Feedback and your relationships or interactions with any users or third party distributors of the Content; (iii) your breach or alleged breach of these Terms; or (iv) an unlawful or negligent act or omission by you, or an infringement of any third party rights (including, without limitation, Intellectual Property Rights) which arise out of or are connected in any way with these Terms. PM Toolkit may at its own expense participate in the defence and settlement of any claim with its own counsel and advisers, and you may not settle a claim without PM Toolkit’ prior written consent (not to be unreasonably withheld).
You acknowledge that the PM Toolkit Platform has not been developed to meet your individual requirements and that the PM Toolkit Platform, PM Toolkit Service and PM Toolkit Materials are provided and made available to you on an “as is”, “with all faults” and “as available” basis. PM Toolkit and its third party licensors disclaim all conditions, guarantees, warranties, undertakings or representations, whether express, implied or statutory, including implied warranties of merchantability, title, non-infringement and fitness for any purpose. PM Toolkit makes no representation, warranty or guarantee: (i) related to reliability accuracy, or completeness of the PM Toolkit Platform or any other PM Toolkit Materials; (ii) that PM Toolkit will continue to offer the PM Toolkit Platform or PM Toolkit Service; or (iii) that use of any PM Toolkit Materials will be secure, timely, uninterrupted, error-free or meet Account Owner requirements or expectations.Neither PM Toolkit nor any Account Owner warrants that the PM Toolkit Platform is free of malware or other harmful components. In addition, PM Toolkit makes no representation nor does it warrant, endorse, guarantee, or assume responsibility for any third party applications (or the content thereof), user content, devices or any other product or service advertised, promoted or offered by a third party on or through the PM Toolkit Platform or any hyperlinked website, or featured in any banner or other advertising and PM Toolkit is not responsible or liable for any transaction between you and third party providers of the foregoing.
You may have other statutory rights, in which case the disclaimers above will apply to the full extent permitted by law.
Nothing in these Terms excludes or limits the liability of PM Toolkit for death or personal injury caused by PM Toolkit' negligence or for fraudulent misrepresentation or other liability that cannot be excluded or limited by applicable law.
To the maximum extent permitted by law: (i) PM Toolkit will not be liable for any loss of use, lost or inaccurate data, failure of security mechanisms, interruption of business, costs of delay or any indirect, consequential, special, exemplary, punitive or other liability related to the PM Toolkit Platform, PM Toolkit Service, or any other PM Toolkit Materials, any third party Content, third party sites or software, or otherwise under these Terms, whether in contract, tort, (including negligence or breach of statutory duty), misrepresentation or otherwise; and (ii) in any event, PM Toolkit’ entire aggregate liability under these Terms will be limited to the greater of: (i) the aggregate of your total amounts paid to PM Toolkit (if any) to use the PM Toolkit Platform and receive the PM Toolkit Service during the three (3) months preceding the claim; and (ii) £1,000.
You acknowledge and agree that this section 13 reflects a reasonable allocation of risk and that PM Toolkit would not enter into these Terms without these liability limitations.
You agree that PM Toolkit has no obligation or liability arising from or related to third party sites, software, or the content thereof made available through or in connection with the PM Toolkit Platform, and that your relationship with such third party applications shall be governed by separate agreements with such third parties.
PM Toolkit shall not be liable for defects resulting from the improper use of the PM Toolkit Platform by you, other Account Owners or Respondents, or by any other third party.
These Terms remain in effect until terminated. You may terminate these Terms at any time by ceasing all use of the PM Toolkit Platform and notifying PM Toolkit via email at email@example.com. We may terminate these Terms for any reason upon ten (10) days’ notice to you (which includes by email). In addition, we may suspend or terminate these Terms (or your use of all or any of the PM Toolkit Platform) immediately if we believe you have violated these Terms, if we cease to offer the PM Toolkit Platform or as required by applicable law.
Upon termination of these Terms:
We shall not be in breach of these Terms nor liable for delay in performing, or failure to perform, any of our obligations under these Terms if such delay or failure result from events, circumstances or causes beyond our reasonable control.
In such circumstances, the time for performance shall be extended by a period equivalent to the period during which performance of the obligation has been delayed or failed to be performed.
a. Entire agreement
These Terms constitute the entire agreement between PM Toolkit and you with respect to the subject matter in these Terms, and they supersede any and all prior proposals (oral and written), understandings, representations and other communications between you and us.
You acknowledge and agree that you have not relied on any statement, promise or representation made, or given by, or on behalf of, PM Toolkit which is not set out in these Terms.
Nothing in this section shall limit or exclude any pre-contractual liability for fraud.
b. Third party rights
A person who is not a party to these Terms will not have any rights under or in connection with them.
You may not assign, transfer, charge, subcontract or deal in any other manner with all or any of its rights or obligations under these Terms, without our prior written consent and any assignment without such consent is null and void.
PM Toolkit may at any time assign, transfer, charge, subcontract, delegate or deal in any other manner with all or any of its rights under these Terms in its discretion.
If you do not comply with these Terms and PM Toolkit does not insist that you perform any of your obligations under these Terms, or does not enforce our rights against you, or if we delay in doing so, this does not mean that PM Toolkit has waived or given up any rights that it may have (such as taking action in the future) and will not mean that you do not have to comply with those obligations.
If any provision of these Terms is found by a court of competent jurisdiction to be invalid, illegal or unenforceable, the parties agree that the court should endeavour to give effect to the parties’ intentions as reflected in the provision, and the other provisions of these Terms remain in full force and effect.
f. No partnership
Nothing in these Terms is intended to, or will be deemed to, constitute a partnership or joint venture of any kind between the parties, or constitute any party the agent of the other party for any purpose. No party will have authority to act as agent for, or to bind, the other party in any way.
Nothing in these Terms will render you an employee, worker, agent, joint venture or partner of PM Toolkit, and you will not represent or hold yourself out as such.
In these Terms:
You acknowledge that your breach of these Terms may cause irreparable harm to PM Toolkit, the extent of which would be difficult to ascertain. Accordingly, you agree that, in addition to any other remedies to which PM Toolkit may be legally entitled, PM Toolkit will have the right to seek immediate injunctive relief in the event of a breach of these Terms by you or any of your officers, employees, consultants, or other agents.
i. Governing law and jurisdiction
These Terms, its subject matter and its formation (and any non-contractual disputes or claims) are governed by English law and you and PM Toolkit irrevocably submit to the exclusive jurisdiction of the courts of England and Wales over any action, claim or matter arising pursuant to, or in connection with these Terms or the PM Toolkit Materials.