Terms of use - Mondly App

1. WHO WE ARE AND HOW THESE TERMS OF USE WILL APPLY TO YOU

1.1 The following terms and conditions ("Terms of Use") apply between:

1.1.1 ATI STUDIOS A.P.P.S. S.R.L, a limited liability company organized and functioning under the laws of Romania, with registered office at 3 Politehnicii St., Braşov Municipality, Braşov County, Romania, registered with the Trade Registry under registration number J8/1440/2013, European Unique Identifier (EUID) ROONRC.J8/1440/2013, sole registration code 32296975 ("Mondly", "we", or "us"); and

1.1.2 any users of websites ("Websites"), mobile applications ("Apps") and related services, together (the "Platform"), and any additional paid premium functions of the Platform ("Premium Features") provided by Mondly, including:

• users of the free basic functions of the Platform ("Standard Users");
• users who access the Premium Features of the Platform through a subscription whether purchased through Mondly or through an authorised Mondly reseller ("Subscription Users"); and
• end users of the Platform and Premium Features (including any employees, agents, independent contractors and affiliates) authorised by a corporate or institutional customer (including schools and governmental bodies) ("Corporate and Institutional Partner") of Mondly ("Corporate and Institutional Users"), (together, "Users" or "you")

1.2 Mondly shall provide the Platform and Premium Features (together the "Services") solely on these Terms of Use and on the condition that you accept and comply with them, whether this is through Mondly's Websites, Apps (as set out in Section 2) or any other way of use.

1.3 By accessing and or using the Services, you represent that you: (i) have read and understood these Terms of Use; and (ii) unconditionally and irrevocably accept these Terms of Use and agree to be legally bound by them (as amended from time to time in accordance with Section 16).

1.4 References in these Terms of Use to the applicability of statutory provisions are for clarification purposes only. As such, the statutory provisions will still apply even if not set out in these Terms of Use, unless these are supplemented or expressly excluded.

1.5 Subscription Users. If you are a Subscription User, you will also be bound by the subscription terms which are available at: ("Subscription Terms") and any additional terms that may be provided by an authorised Mondly reseller (such reseller terms and the Subscription Terms shall together be referred to as a "Subscription Agreement").

1.6 Corporate and Institutional Users. Corporate and Institutional Users may receive different Services from other Users. Notwithstanding Section 4, Corporate and Institutional Users shall not be required to purchase any orders and/or subscriptions, nor pay any fees in respect of the Services, subject to the terms agreed between the relevant Corporate and Institutional Partner (i.e. your employer or institution) and Mondly.

2. HOW DO I ACCESS THE PLATFORM AND USE YOUR SERVICES?

Our Services

2.1 The Platform provides you with access to our language learning solution, which consists of various free language learning features (including short lessons and quizzes) and Premium Features (including more advanced lessons, vocabulary builders and other functions), which are created to help support you in improving your language skills.

2.2 We reserve the right, in our sole discretion, to make any changes to the Services that we consider necessary or useful to: (a) maintain or enhance (i) the quality or delivery of the Services to our customers, (ii) the competitive strength of or market for the Services or (iii) the Services' efficiency or performance; or (b) so that we can comply with applicable law.

Access

2.3 You may access the Platform by:

• 2.3.1 downloading the Mondly Apps to your device via the Apple App Store or the Google Play Store (or other app stores), and accessing the Services in accordance with these Terms of Use, which must be accepted by you in order to access the Services. By clicking on the "Start Learning" or "Get Started" button (or any other button to trigger the use of Services), the User makes an offer to conclude a contract for the use of the Platform, including its free basic functions, which Mondly accepts by making the Apps available for use on the User's device; or

• 2.3.2 accessing the Mondly Websites (including at https://app.mondly.com/ and https://business.mondly.com/login (for certain Corporate and Institutional Users)), and accessing the Services. By using the Services on the Websites, the User makes an offer to conclude a contract for the use of the Platform, including its free basic functions, which Mondly accepts by making the Website(s) (as applicable) available for use by the User,

provided that you comply with these Terms of Use, the Mondly Acceptable Use Policy (available from time to time here) and any applicable laws, at all times.

3. HOW DO I STOP USING THE SERVICES?

Terminating your use of the Platform as a Standard User

3.1 If you are a Standard User, you can stop using our Platform at any time. These Terms of Use shall expire and shall no longer apply (save for Sections 6 (Rights of Use and End User Licence), 7 (User Inputs), 9 (Suspension or Termination by Mondly), 11 (Liability), 12 (Indemnity), 19 (Governing Law and Dispute Resolution)) which shall apply after such expiry), when you stop using the Platform on the Website, uninstall the App from your mobile device, or delete your User Account.

Terminating your use of the Premium Features as a Subscription User or a Corporate and Institutional User

3.2 If you are a Subscription User, please refer to the Subscription Terms here. Please note that stopping your use of the Premium Features in the Platform and/or deleting your User Account will not automatically terminate your Subscription Agreement

3.3 If you are a Corporate and Institutional User, please refer to any terms for the use of the Services provided by your employer or institution.

3.4 If you do cancel or terminate your Subscription Agreement (or the agreement between your employer or institution and Mondly in relation to the Premium Features terminates or is cancelled), all rights of use granted to you in respect of the relevant contracted Services shall come to an end (i.e. in the event of termination of a particular Premium Feature, your rights of use to such Premium Feature will come to an end, but the your rights to use other Premium Features or the Platform and its free basic functions may continue, unless these have also been terminated). Please refer to your Subscription Agreement for further details on the consequences of terminating your subscription (e.g. any refund request, etc.)

3.5 Termination or suspension by Mondly. Please note that Mondly may terminate or suspend your use of the Services as set out in Section 9.

4. HOW CAN I TRACK MY PROGRESS?

4.1 Users may use the Services without having to create a User account ("User Account"). However, if you would like to save and track your learning progress in the Platform, we recommend that you open a User Account.

4.2 If you are a Corporate or Institutional User, your employer or institution may require you to access the Services by creating a User Account.

4.3 In order to open a User Account, you may be required to provide us with the necessary information required to set up your User Account ("User Information") and you will not be able to set up such account without providing this information.

4.4 Once your User Account is set up, you:

• 4.4.1 may access your User Account using the security and authentication process within the Platform, which may be updated or changed from time to time (for example, a password, two-factor authentication, biometric authentication);
• 4.4.2 will be responsible and liable for the safety and security of your User Account and we have no responsibility or liability to you for any breach of the safety or security of your User Account;
• 4.4.3 shall protect your password from access by third parties and keep it secret, and shall not pass on your password to unauthorised third parties;
• 4.4.4 shall keep your User Information accurate and up to date; and
• 4.4.5 shall not share your User Account, login information or access to your subscription (if any) with any third party.

4.5 Users may track their progress on the Platform by logging into their User Account and selected "Progress". A User may view any progress reports ("Reports") for its own personal, non-commercial and educational purposes. Users shall not:

• 4.5.1 use the Reports for any purpose other than its own non-commercial or internal business purposes;
• 4.5.2 modify or alter the content of the Reports;
• 4.5.3 remove any copyright or other proprietary notices contained in the Reports; or
• 4.5.4 share or transfer the Reports, provide access to the Reports, or make the Reports visible to any other language-learning platforms competing with Mondly.

4.6 Corporate and Institutional Users may request their employer or institution to share a downloadable and/or printable version of their Reports, subject to their terms of employment.

4.7 Please note that some of our Apps and Websites provide additional progress tracking features in addition to those provided in your User Account. For example, some Corporate and Institutional Users may have an administrator who has access to additional progress tracking features. Corporate and Institutional Users should contact their employer (i.e. the relevant Corporate and Institutional Partner) for more detail.

4.8 You may delete your User Account by following the instructions at the following link, updated from time to time: https://www.mondly.com/faq/delete-account. Please note that you will not be able to access your progress tracking data, activity and ‘friend’ connections to other users once your User Account is deleted.

4.9 Mondly will process any personal data contained in the User Information in accordance with the Mondly Privacy Policy available here and Mondly's Safeguarding Statement available here (where applicable in connection with certain Premium Features).

5. CAN I USE PREMIUM FEATURES ON THE PLATFORM?

5.1 Subject to these Terms of Use, all Users will have access to the basic free functions of the Platform. Paid Premium Features may also be made available by Mondly, and for further information on the functions of and usage of the Premium Features, please refer to the FAQs in relation to the Premium Features available from time to time at the following link: Mondly FAQ.

5.2 You can obtain access to one or more of the Premium Features through the following methods:

• 5.2.1 by purchasing a subscription through the Apps, in accordance with the terms of sale of the relevant app store;
• 5.2.2 by purchasing a subscription directly on the Websites, in accordance with the terms of our third party payment processor;
• 5.2.3 if you are a Corporate and Institutional Users who has been given automatic access to any applicable Premium Features purchased by their employer or institution; or
• 5.2.4 by purchasing a promotional code for a subscription from an authorised Mondly reseller as set out in Section 1.5.

5.3 Your access to each Premium Feature will be subject to (i) the Subscription Terms available here if you are a Subscription User; and (ii) any additional terms which may be notified to you from time to time, as may be agreed between a Corporate and Institutional Partner and Mondly if you are a Corporate and Institutional User.

5.4 Mondly may from time to time decide to develop and make additional Premium Features. Mondly will provide you with the terms and conditions for such additional Premium Features from time to time.

5.5 You acknowledge that the Premium Features offered to Subscription Users and Corporate and Institutional Users may differ based on Mondly's product offering from time to time.

6. RIGHTS OF USE AND END USER LICENCE

6.1 Acceptable Use Policy. In order to use the Services, you must comply at all times comply with the Mondly Acceptable Use Policy (available from time to time here and any applicable laws).

6.2 Our provision of the Services. Mondly shall have the right to discontinue any part(s) of the Services at any time (including to remove any Premium Features), or to reduce or remove any functionality of the Services where Mondly has a regulatory, commercial or technical reason to do so, and/or to make any improvement, modifications or updates to the Services (including changes and updates to the underlying software, security protocols or technical configurations) ("Updates") from time to time. Your access to and use of the Services will be subject to such Updates, and Mondly will not be liable if you decide not to accept and use the Services as a consequence of such Updates (including any compatibility issues relating to any of the software or services that you are responsible for under Section 14). Your right to terminate is set out in Section 7.2.

6.3 Ownership. Users shall not, by virtue of these Terms of Use or the exercise of any rights set out herein, acquire any right, title or interest of any nature whatsoever in the Services or any related documentation, other than as expressly set out in these Terms of Use. All websites, materials (including e-learning materials), and other content provided through or produced by the Platform or the Services, and all intellectual property rights residing therein (collectively the "Materials") and any supporting software, applications and systems are the exclusive property of Mondly and/or its licensors. Each User acknowledges that it shall not claim or be entitled to ownership of any of the Materials and shall assign any and all rights in such Materials to Mondly.

6.4 Reservation of rights for text and data mining. Use of the Materials for text and data mining is only permitted with the express and written consent of Mondly and otherwise prohibited to the fullest extent permitted by law. Mondly reserves its rights to use the Materials made available by it for the purpose of text and data mining, i.e. for the automated analysis of individual or multiple digital or digitized Materials for the purpose of obtaining or generating information, in accordance with Article 4(3) of Directive (EU) 2019/790 or other applicable law, directive or regulation.

6.5 Unless otherwise indicated, trademarks, service marks, and trade names (collectively, the "Marks") that appear on the Platform or Services are the property of Mondly or its licensors. Any Marks not owned by Mondly that appear in the Platform or Services are the property of their respective owners. You must not use any of the Marks without approval from the relevant owner.

6.6 Licence to Platform and Services. Subject to additional terms governing your purchase of, subscription to, and/or use of specific Services, Mondly grants the User a non-exclusive, non-transferable, non-sublicensable licence to use the Platform and (where applicable) the Premium Features, on a single mobile end device and via a web browser, limited to the term of the respective contract, exclusively for private, non-commercial or educational purposes (including installing the App on the respective device, to copy it to the extent technically necessary for use in accordance with the contract, to load it, to display it and to run it) in accordance with these Terms of Use, the Acceptable Use Policy, the applicable Privacy Notices, and any additional terms that apply as provided by you or any relevant Corporate or Institutional Partner or any Third Party Service provider (as defined below).

7. USER INPUTS

7.1 If you provide any feedback to Mondly in relation to your use of the Services, or upload any content (including any content, reviews, information, data, text, audio clips, message (including in respect of the chat functionality for LiveTutoring)) ("User Inputs"), to any Apps or Websites, such User Inputs will be owned by Mondly.

7.2 You represent that you own any User Inputs made on the Platform (and have the necessary rights to grant us the licence in Section 7) and that your User Inputs shall be compliant with the requirements in the Acceptable Use Policy.

7.3 You are solely responsible for any User Inputs that you submit on the Platform (including in relation to any Premium Features).

7.4 Mondly may, but is not under any obligation to, monitor or review User Inputs.

7.5 We may use any data contained in the User Inputs for tracking and product improvement purposes (subject to your consent) and for safeguarding purposes in accordance with our Safeguarding Statement available here.

8. DOES THE MONDLY PLATFORM USE AI?

Mondly may use machine learning algorithms or artificial intelligence systems or any other machine-based system that is designed to operate with varying levels of autonomy and that may exhibit adaptiveness after deployment and that can, for explicit or implicit objectives, generate outputs such as predictions, recommendations, or decisions, that influence physical or virtual environments (including large language models and multimodal artificial intelligence systems which utilise machine learning for any purpose) ("AI") in the Services. For further information on our use of AI, please refer to our FAQs available from time to time at the following link: Mondly FAQ

9. SUSPENSION OR TERMINATION BY MONDLY

9.1 Mondly may terminate your access to the Services by deactivating a corresponding free basic function in the Platform or the Platform as a whole.

9.2 Mondly may suspend your access to the Services, immediately, for any maintenance, patching or update work on the Platform or a Premium Feature (and Mondly shall use reasonable endeavours to provide prior written notification to you in respect of such work).

9.3 Mondly may suspend or terminate your access to the Services, immediately:

• 9.3.1 for improper use of the Services by a User;
• 9.3.2 where Mondly determines that a User is in breach of these Terms of Use, any Third Party Service terms, or any other agreement by which software or data being used on or in conjunction with the Services is licensed (including any breaches by Subscription Users of any Subscription Agreement;
• 9.3.3 where Mondly determines that the User's use of or access to the Services (i) poses a security risk to Mondly (or Mondly's group companies), the Services or any third party; (ii) may adversely impact availability or performance of the Services or the systems or software of any other customer of Mondly; (iii) may subject Users or any third party to any liability; (iv) may be fraudulent; (v) any non-payment of any applicable subscriptions fees (by Subscription Users, Corporate and Institutional Partners, or Corporate and Institutional Users);
• 9.3.4 in respect of Corporate and Institutional Users, any request by the relevant Corporate and Institution Partner for such suspension or termination, or where Mondly is permitted to under the terms of its agreement with the relevant corporate or institutional customer; or
• 9.3.5 where necessary to comply with any legal or regulatory requirements,

and you agree that, subject to applicable laws, Mondly shall have no further liability or responsibility to you, and except as may be expressly provided in the Subscription Terms, Mondly shall not refund.

10. WARRANTY

10.1 Without limiting the foregoing:

• 10.1.1 the Services and any information provided on the Platform, are provided on an “as is” and “as available” basis without any representation or warranty, whether express or implied, to the fullest extent permitted by applicable law; and
• 10.1.2 we make no warranty or condition that (i) the Services will meet your requirements; (ii) the Services will be uninterrupted, timely, secure, or error-free; (iii) the results that may be obtained from your use of the Services will be effective, accurate or reliable; and/or (iv) any translation we provide to you is accurate, appropriate or fit for purpose in any way whatsoever.

10.2 We further disclaim any implied warranties of title, merchantability, fitness for a particular purpose and/or non-infringement.

10.3 We further recommend that you back up any content and data used in connection with the Platform. Mondly shall not be responsible for any loss of data. We will not be responsible for any losses suffered by you as a result of the Services not being fully available at all times.

11. LIABILITY

11.1 Nothing in these Terms of Use shall limit or exclude the liability or remedy of either party or any third party:

• 11.1.1 for death or personal injury caused by its negligence, or that of its employees, agents or subcontractors;
• 11.1.2 for fraud or fraudulent misrepresentation; or
• 11.1.3 for any act, omission, matter or liability for which may not be excluded or limited under any applicable law.

11.2 Subject to Section 11.3, Mondly's total aggregate liability arising under or in connection with this Agreement whether in contract, tort (including, without limitation, negligence and misrepresentation), for breach of statutory duty, or otherwise, to shall not exceed the fees paid, if any, by you to Mondly for the Services during the 12 months prior to the initial claim.

11.3 Subject to Section 11.2, neither party will be liable to the other for loss of actual or anticipated profits, loss of revenue, loss of contracts, loss of data or any indirect, special or consequential loss or damage (whether foreseeable, known or otherwise contemplated).

11.4 No action against Mondly in connection with these Terms of Use may be commenced more than one (1) year after the earlier of: (i) discovery of the circumstances giving rise to such claim; or (ii) the expiry of, or the effective date of termination as set out in Section 3.1.

11.5 Each User agrees and acknowledges that use of the Services (including the content of any Reports) does not constitute professional advice and/or official translations from Mondly or its group companies.

12. INDEMNITY

12.1 You agree to defend, indemnify and hold us (and any of our group companies) harmless against any loss or damage (including regulatory fines or penalties), costs (including legal fees) and expenses which we may suffer or incur as a result of your use of the Services, your breach of any of these Terms of Use, any Use Inputs you provide, or any claim that any translation we provide to you is inaccurate, inappropriate or defective in any way whatsoever.

13. OTHER TERMS THAT MAY APPLY TO YOUR USE OF THE SERVICES

13.1 The Platform and its service components may contain links to certain third-party products, services or software ("Third Party Services"). You acknowledge that any use of such Third Party Services is governed solely by the contractual terms and privacy policies of the relevant third party provider and that Mondly does not recommend, is not liable for, and makes no representations regarding any Third Party Services, its content or the manner in which such Third Party Services use, store or process data. The Third Party Services are made available as part of the Services on an 'as is' basis.

13.2 You acknowledge and agree to comply with the terms and conditions relating to such Third Party Services, which have been provided or made available to you. You shall indemnify Mondly against all losses, claims, demands, costs and expenses incurred or suffered by Mondly arising from your breach of any Third Party Services terms.

13.3 In respect of the Apps, you further acknowledge and agree that:

• 13.3.1 these Terms of Use are not between you and the app stores where the relevant App is downloaded from; and
• 13.3.2 you are solely responsible for any disputes or claims in relation to the terms of the relevant app stores that are not connected with the relevant App or your use of the App

14. COMPATIBILITY

14.1 You are responsible for all hardware, software, network availability and internet connectivity required to use the Services.

14.2 Mondly requires you to maintain any licences and other rights necessary to access and use the software and systems that you require and/or use in order to access, operate, or enable the use of, the Services, including:

• 14.2.1 a web browser (on a supported version for the Services); and
• 14.2.2 recent iOS or android versions (which supports the Services).

15. DATA PRIVACY

We will collect, process and use your personal information in accordance with the Mondly Privacy Policy available here. You agree that you will not carry out any data mining for AI purposes.

16. ACCESSIBILITY

16.1 Mondly is committed to helping a vast and diverse world learn languages. We strive to have our apps meet industry standards for accessibility, and we welcome your feedback and questions. For feedback or problems with accessibility, please our Customer Support team via [email protected]. Please include information about your device, operating system, and a screenshot of the issue you're experiencing.

16.2 Font size increase on Mondly Websites
You can quickly zoom in to change the font size for your current browser window or tab. This method is a temporary solution, and font size may not be retained if you open another tab or window.
Here are instructions for doing this with different operating systems:
Windows users: Press the CTRL and + keys to zoom in, and the CTRL and - keys to zoom out.
MacOS users: Press the CMD and + keys to zoom in, and the CMD and - keys to zoom out.

16.3 Accessibility on Mondly Apps
Being a mobile-first solution, Mondly has been built taking into account the needs of visually and hearing-impaired audiences. Mondly is in line with Apple's Accessibility Standards and is in the process of becoming compliant with Android's Accessibility Standards.

17. CHANGES TO THESE TERMS OF USE

17.1 From time to time we may, in our sole discretion, make changes to these Terms of Use. We will notify you of such changes each time we make these and before they take effect, by providing you with the updated version of this Terms of Use on the Websites and Apps or by any other means which we may decide. By continuing to use the Services after any such changes to these Terms of Use are made, you will be deemed to accept such changes to this Terms of Use at that time.

17.2 If you do not accept such changes to these Terms of Use, you shall not be authorised to access and use the Services and if you are a Subscription User, you must terminate your subscription (where applicable) immediately. Any continued access and use of the Services by you in these circumstances will be deemed to be on and subject to the terms and conditions of these Terms of Use.

18. CHANGES OUTSIDE OF OUR CONTROL

18.1 Mondly shall not be liable to any User for any delay or non-performance of its obligations under these Terms of Use caused by an event beyond its control ("Force Majeure Event"). Mondly will promptly notify you if any Force Majeure Event occurs and shall use all reasonable endeavours to continue to perform its obligations.

19. ANYTHING ELSE?

You need our consent to transfer your rights to someone else

19.1 You may only transfer or otherwise dispose of your rights or obligations under these Terms of Use to another person where we have agreed in advance in writing.

19.2 If any provision of these Terms of Use is held to be void or unenforceable in whole or in part, the other provisions of these Terms of Use shall continue to be valid.

20. PROBLEMS AND DISPUTES

20.1 The laws of England and Wales will apply to all disputes and the interpretation of these Terms. The courts of England and Wales will have non-exclusive jurisdiction over any dispute arising from or related to your use of the Services or these Terms.

20.2 To the extent permitted under applicable law, you acknowledge and agree that:

• 20.2.1 you may only bring claims in respect of these Terms of Use against Mondly in your individual capacity and not as a plaintiff or class member in any purported class or representative action; and
• 20.2.2 you shall not authorise any arbitrator or judge to consolidate more than one person's claims or otherwise preside over any form of a representative or class proceeding without mutual agreement with Mondly.

21. COMPLAINTS AND CUSTOMER SUPPORT

21.1 If you have any queries in relation to these Terms of Service or the Services, please reach out to: Mondly Customer Support.