These terms outline the legally binding conditions for use of the Service and by doing so you are accepting these terms and attest that you have the right, authority and capacity to enter into these terms on behalf of yourself or the entity that you represent. If you do not agree to comply with the terms listed below, do not use the Service.
1.1 Account Creation
You must register for an account (“Account”) and provide certain information about yourself in order to use the Service. In doing so you agree that:
(a) all registration information you submit is truthful and accurate, and
(b) you will maintain the accuracy of such information.
At any time and for any reason you may delete your account. Onyx may suspend or terminate your account in accordance with the clauses outlined in section 5.
1.2 Account Responsibilities
You are responsible for maintaining the confidentiality of your Account login information and for all activities that occur under your Account. If you have any suspicion of unauthorized use or any other breach of security, you agree to immediately notify Onyx. Onyx will not be liable for any loss or damage arising from your failure to comply with the above requirements.
2. Available Plans and Purchase Terms
2.1 Access types
There are two access types available for users of the Service. No contract will exist between you and Onyx until Onyx provides access to the services via the Onyx website.
2.2 Free access
If you are granted free access (the “Free Plan”), Onyx grants you a non-transferable, limited license to use and access the Service in strict accordance with these Terms. We reserve the right, in our absolute discretion, to withdraw or to modify your access to the Service at any time without prior notice.
2.3 Purchased access
If you purchase an access (the “Individual Plan”), Onyx grants you a non-transferable, non-exclusive, revocable, limited license to use and access the Service solely for your own personal use in strict accordance with these Terms.
All access sale amounts are non-refundable, unless explicitly outlined in the Terms.
3.1 Invoice Payment
If you purchase access to the Service, your purchase fee will be invoiced as of the start date when the online access is activated (“Start Date”). Payment for the Service must be made by the payment due date as specified on the invoice.
4. Usage of the Service
You will be granted access to the Service, subject to the following restrictions:
(a) you will not license, sell, rent, transfer, distribute, host, or exploit for profit the Service whether in whole or in part;
(b) no part of the Service may be copied, reproduced, distributed, posted or transmitted in any form or by any means unless you obtain the explicit permission of Onyx. All copyright and other proprietary notices on the Service (or on any content displayed on the Service) must be retained on all copies thereof;
(c) you will not access the Service in order to build a similar or competitive website or product; and
(d) you will not modify, reverse compile or reverse engineer any part of the Service.
4.2 Limits of Use
We reserve the right to monitor use of the Service and to deactivate or terminate your rights to use the Service (including your Account) if your usage behaviour exceeds normal limits, as determined in our sole discretion.
4.3 Service Modification
Onyx reserves the right, to change or eliminate any content or restrict the use of any portion of the Service at any time without notice or liability. Your only right with respect to any dissatisfaction is to cease use of the Service.
4.4 Availability of the Service
You agree not to hold us liable for delays that are ordinary in the course of Internet use. You further acknowledge and accept that the Service may not be available due to such delays, delays caused by our upgrading, modification, or standard maintenance of the Service, or any other delays outside of our control.
4.5 No Support or Maintenance
Onyx will have no obligation to provide you with any support or maintenance in connection with the Service.
5. Termination and Cancellation
5.1 Termination of Access
You agree that we may deactivate your account or terminate your rights to use the Service if we believe that you have breached these Terms at any time for any reason at our sole discretion. You agree that any such deactivation or termination may be affected without prior notice to you and that we will not be liable for any deactivation of your Account or termination of your access.
5.2 Cancellation of Access
Your Individual access may be cancelled at any time by emailing firstname.lastname@example.org. We will not offer refunds on any fees or charges related to your access.
Onyx represents, that we have all licenses, rights, permissions and intellectual property necessary in connection with our performance under these Terms and that neither the Service, nor its utilization under these Terms, will infringe, violate, trespass or in any manner contravene or breach any third party rights or constitute the unauthorized use or misappropriation of any intellectual property of any third party.
You acknowledge that all intellectual property rights, including copyrights and trade secrets in the Service and its content are owned by Onyx or Onyx’s suppliers (“Proprietary Materials”). Neither these Terms nor your access to the Service transfers any rights to you, title or interest in or to such Proprietary Materials. Onyx and its suppliers reserve all rights not granted in these Terms. The License granted you by these Terms is a right of use and access of the Service through the Site, and other than downloadable content and files that are automatically cached by your web browser you do not have any right to download or store any Proprietary Materials.
7. User Content
7.1 User Content
You agree that any information or content you submit to, or uses with, the Service (herein: “User Content”) is your sole responsibility. You assume all risks associated with use of your User Content, including any reliance on its accuracy or completeness and also any risks associated with any disclosures that may make you personally identifiable by third parties. When using the Service you agree that your User Content will not violate the Restrictions in Section 7.3. You may not represent or imply that your User Content is in any way endorsed by Onyx. You agree to be solely responsible for maintaining any backup copies of your User Content if you desire. Onyx is not obligated to backup any User Content, and your User Content may be deleted at any time without prior notice.
You will not use the Service to collect, display, or distribute any User Content that violates any third-party right, including any copyright, trademark, patent, trade secret, moral right, privacy right, right of publicity, or any other intellectual property or proprietary right. You also agree not to collect, display or distribute any User Content that is harassing or abusive, defamatory, intentionally misleading, pornographic, promotes harm of any kind against any group or individual, that is harmful to minors in any way or that is in violation of any law, regulation, or restrictions imposed by any third party.
You will not upload, transmit, or distribute to or through the Service any software intended to damage or alter a computer system or data or send unsolicited or unauthorized advertising, promotional materials, junk mail or spam or use the Service to harvest, collect, gather or assemble information or data regarding other users without their consent.
You agree to not disrupt or create an undue burden on servers or networks connected to the Service, attempt to gain unauthorized access to the Service, use software or automated agents or scripts to produce multiple accounts on the Service.
Finally, you agree not to generate automated searches, requests, or queries to (or to strip, scrape, or mine data from) the Service unless conditionally granted permission to do so by Onyx for the sole purpose of and solely to the extent necessary for creating publicly available searchable indices of the materials, but not caches or archives of such materials).
We reserve the right to investigate and/or take appropriate action against you in our sole discretion if you violate any Restrictions or any other provision of these Terms. This may include removing or modifying your User Content, terminating your Account in accordance with Section 5, and/or reporting you to law enforcement authorities.
If you provide Onyx with any feedback, you agree that Onyx will have the right to use this information in any manner it deems appropriate. Onyx will treat any feedback you provide as non-confidential and non-proprietary. You agree that you will not submit to Onyx any information or ideas that you consider to be confidential or proprietary.
You grant Onyx an irrevocable, non-exclusive, royalty-free, worldwide license to use and prepare derivative works of your User Content. You hereby irrevocably waive (and agree to cause to be waived) any claims and assertions of moral rights or attribution with respect to your User Content.
You agree to indemnify and hold Onyx (and its officers, employees, and agents) harmless from any claim or demand made by any third party due to or arising out of your use of the Service, your violation of these Terms or applicable laws or regulations or your User Content. You agree not to settle any indemnifiable matter without our prior written consent. Upon becoming aware of any such claim, or action, Onyx will use reasonable efforts to notify you of its existence.
9. Copyright Policy
If you believe that one of our users has through the use of our Service, unlawfully infringed on the copyright(s) in a work, and you wish to have the allegedly infringing material removed, you must provide the following information to us in the form of a written notification:
your physical or electronic signature;
identification of the copyrighted work(s) that you claim to have been infringed;
identification of the material on our services that you claim is infringing and that you request us to remove;
sufficient information to permit us to locate such material;
your address, telephone number, and e-mail address;
a statement that you have a good faith belief that use of the objectionable material is not authorized by the copyright owner, its agent, or under the law; and
a statement that the information in the notification is accurate, and under penalty of perjury, that you are either the owner of the copyright that has allegedly been infringed or that you are authorized to act on behalf of the copyright owner.
Please note that, any misrepresentation of material fact in a written notification automatically subjects the complaining party to liability for any damages, costs and attorney’s fees incurred by us in connection with the written notification and allegation of copyright infringement.
The service is provided on an “as-is” basis and Onyx disclaim any warranties and conditions of any kind of fitness for a specific purpose. We do not warrant that the Service will meet your requirements and that they will be error-free or available in an uninterrupted, timely nature. If applicable law requires such warranties, they will be limited to a period of 60 days from the date upon which the Service is first accessed by you. Some jurisdictions do not allow the exclusion of implied warranties or limitations on warranty time periods, so the above may not apply to you.
We reserve the right to revise the Terms laid out in this agreement but if do make any substantial changes we agree to notify you by sending you an e-mail to the last e-mail address you provided to us, and/or by prominently posting notice of the changes on this page and elsewhere in the Service. If the last e-mail address that you have provided to us is not valid, or email deliveries cannot be made to it for any reason, the sending by us of said notice by e-mail will nonetheless constitute effective notice of the changes described in the notice. Any changes to these Terms will be effective either thirty calendar days following our dispatch of an e-mail notice to you or thirty calendar days following our posting of notice of the changes in the Service, depending on which of the two options is the earlier. These changes will be effective immediately for new users of the Service. Your continued use the Service after notice of such changes will indicate your acknowledgement of the changes and agreement to be bound by the updated terms and conditions.
11.2 Entire Terms
These Terms constitute the entire agreement between you and us regarding the use of the Service. Our failure to exercise or enforce any right or provision of these Terms will not operate as a waiver of such right or provision. Any provision prohibited by or unlawful or unenforceable under any applicable law shall, to the extent required by such law, be severed from this Agreement and rendered ineffective so far as is possible without modifying or rendering invalid the remaining provisions of this Agreement waiver.
Any notice which may be required to be given under these Terms, will be given to you via e-mail to the e-mail address you maintain in your account settings or by notifying you electronically by displaying the notice in the Service. Any notice which may be required to be given under these Terms to us will be given via e-mail, or letter to the mailing address in Section 11.8, as may be updated from time to time. Any notice given otherwise than in accordance with this Section will be deemed ineffective.
You may not assign, subcontract, delegate, or otherwise transfer these Terms and your rights and obligations herein without Onyx’s prior written consent. Onyx may freely assign these Terms. The terms and conditions set forth in these Terms will be binding upon assignees.
11.5 Governing Law and Jurisdiction
The contents of this document, its meaning and interpretation and the relationship of the parties are to be governed by the laws of England. Any dispute will be resolved exclusively in the courts of England and Wales.
11.6 Dispute Resolution
If any dispute should arise relating to these Terms, the parties agree to first work in good faith to resolve such dispute, and neither party may commence any action related to said dispute until thirty days have passed from the time such party has notified the other party of the nature of such dispute. The party prevailing in such dispute, whether by out-of-court settlement or final judicial determination, will be entitled to recover all costs and expenses of such dispute incurred by such prevailing party, including without limitation reasonable attorneys’ fees.
11.7 Copyright/Trademark Information
Copyright © 2019 Onyx Capital Group. All rights reserved. All trademarks, logos and service marks (“Marks”) displayed on the Service are our property or the property of other third parties. You are not permitted to use these Marks without our prior written consent or the consent of such third party which may own the Marks.
11.8 Contact Information
Onyx Capital Group
Address: 4 Millbank, Westminster, London, SW1P 3JA