Terms of Service

1. Parties, definitions and acceptance

1.1 These terms of service (the “Terms”), together with the Privacy Policy, constitute the agreement (the “Agreement”) between MentionLift Ltd, a company incorporated in England and Wales under company number 17438016, whose registered office is at 66 Paul Street, London EC2A 4NA, United Kingdom, trading as Redwatcher (“Redwatcher”, “we”, “us”), and the person or entity that opens an account (“you”, the “Customer”).

1.2 In these Terms: the “Service” means the Redwatcher software-as-a-service monitoring application and any associated website, interface or documentation; “Subscription” means a paid entitlement to the Service for one project for one billing period; “Configuration” means the keywords, brand and competitor names, subreddits, exclusions, scoring rules, alert destinations and project details you supply; and “Reddit Content” means material published publicly on the Reddit platform by third parties.

1.3 By opening an account, commencing a trial, or accessing or using the Service, you accept these Terms and they take effect between us. If you do not accept them you must not use the Service.

1.4 Clause headings do not affect interpretation. “Including” and “in particular” are without limitation. A reference to a statute includes its amendments and re-enactments.

2. Eligibility: business use only

2.1 The Service is supplied solely for business and professional purposes. It is not offered to consumers and is not intended for personal, family or household use.

2.2 This restriction concerns purpose and not scale. A sole trader, freelancer, independent consultant or individual operating a commercial venture is a business user for the purposes of these Terms, whether or not incorporated. The determining factor is that monitoring is undertaken for a commercial or professional purpose.

2.3 You represent and warrant that you are acting wholly or mainly for purposes relating to your trade, business, craft or profession; that you are aged 18 or over; and that, where you contract on behalf of an entity, you have authority to bind it. Legislation conferring rights exclusively on consumers does not apply to this Agreement.

2.4 If you are unable to give the warranty in clause 2.3 you may not use the Service, and we may terminate the account under clause 15.

3. Nature of the Service

3.1 Independence from Reddit. Redwatcher is not affiliated with, endorsed by, sponsored by, certified by, partnered with or otherwise connected to Reddit, Inc., to any subreddit, or to any moderator, employee or representative of any of them. “Reddit” and associated marks are the trademarks of Reddit, Inc. and are used solely nominatively to describe the subject matter the Service observes. No sponsorship, endorsement or association is asserted or implied.

3.2 Function. The Service monitors for terms specified in your Configuration, generates a relevance estimate for each match, and presents the results to you with a hyperlink to the source. It supplies notification, filtering and workflow functionality in respect of material that is already publicly accessible. It does not supply the material itself.

3.3 No supply of data. Redwatcher is not a data broker, dataset vendor, content syndicator, archive service or scraping service. We do not sell, licence, syndicate, republish, disclose or otherwise make available Reddit Content, or any dataset, corpus or compilation derived from Reddit Content, to any third party. No such right is granted to you: a Subscription confers access to the Service and confers no proprietary interest in any material displayed by it. The Service provides no bulk export, archive, corpus or data feed, and Reddit Content observed by the Service is not used to train machine-learning models.

3.4 Public material only. The Service accesses only Reddit Content that is publicly visible to an ordinary unauthenticated visitor. It does not authenticate to Reddit as you or on your behalf; it does not access private or restricted communities, private messages, or content that has been deleted, removed or quarantined; it does not defeat, bypass or circumvent any access control, authentication requirement, paywall or technical protection measure; and it does not post, comment, vote, message, subscribe or take any other action on the Reddit platform. The Service reads only.

3.5 Ownership of Reddit Content. Reddit Content remains the property of its author and is subject to the terms of the platform on which it was published. We assert no ownership of it and grant you no rights in it. Extracts are displayed for the purpose of identifying and locating the source material.

3.6 Variation of the Service. We may add to, modify, restrict or withdraw any feature of the Service at any time, including in response to a change made by Reddit or any other third party. Where a change materially reduces functionality for which you have paid, we will give notice. A change required by the act or omission of a third party does not constitute a breach of this Agreement and does not give rise to any refund (clause 8.2).

4. No warranty as to coverage, timing or results

4.1 Reddit is a third-party platform over which we have no control. It applies rate limits, blocks traffic and alters its interfaces without notice; communities are made private, restricted or banned; and content is edited and deleted.

4.2 We do not warrant that any particular post or comment will be identified by the Service, that it will be identified within any period, or that it will be identified at all. No uptime commitment, service level agreement, service credit or availability guarantee is given, and no commercial or other outcome is warranted.

4.3 Any figure published by us concerning coverage, check frequency, latency or freshness is a description of measured typical performance. It does not constitute a warranty, condition or representation, and does not form part of this Agreement.

5. Automated relevance scoring

5.1 The Service employs automated systems, including third-party language models, to generate an estimate of the relevance of each match. Such an estimate is a machine-generated output and not a statement of fact. It may be inaccurate in either direction, whether by ranking immaterial content highly or by suppressing material content.

5.2 You are solely responsible for any act or omission undertaken in reliance on output of the Service. You must not use such output as the sole basis for any decision producing legal effects concerning an individual or similarly significantly affecting an individual, and must not represent such output as a finding of fact concerning any person.

6. Acceptable use

6.1 You are responsible for your use of the Service and for the content of your Configuration. You shall: supply accurate account information and maintain the security of your credentials; comply with all applicable law, including data protection, privacy, marketing and competition law; and comply with the Reddit User Agreement, Content Policy and applicable community rules in respect of any action you take on the Reddit platform.

6.2 You shall not use the Service, or any output of the Service:

• to monitor, track, profile or compile a record concerning an identified individual, or to configure the Service by reference to a person rather than a brand, product, subject or organisation;
• to harass, stalk, intimidate, identify without consent, brigade or retaliate against any person, or to coordinate inauthentic conduct on any platform;
• to identify or target persons by reference to racial or ethnic origin, national origin, religion, health or disability, sexual orientation, gender identity, political opinion, trade union membership, immigration status or criminal record;
• for law enforcement, intelligence, national security, immigration enforcement or other governmental surveillance purposes, save under a separate written agreement with us;
• to resell, sublicense, redistribute, syndicate, publish or otherwise supply the Service or its output to any person outside your organisation, or to operate a service for third parties by means of it;
• to develop, train or evaluate a machine-learning model, or to assemble a dataset, corpus or archive;
• to develop or assist in the development of a product competing with the Service, or to benchmark the Service for that purpose;
• to access the Service by automated means otherwise than through an interface published by us, to circumvent any limit or quota, to probe or test its security, or to reverse engineer, decompile, disassemble or copy it; or
• in contravention of applicable sanctions, export control or anti-bribery legislation, or in a manner placing us in breach of the terms of any third party.

6.3 We may suspend or terminate an account immediately, with or without notice, where we reasonably consider that clause 6 has been contravened or that continued provision would expose us to legal, regulatory or reputational risk. We will ordinarily state the ground relied upon. No refund arises on suspension or termination under this clause.

7. Notice and takedown

7.1 Any person who considers that Reddit Content held by the Service should not be held — including the author of that content, a rights holder, and any platform operator — may give notice to legal@redwatcher.com, identifying the material by permalink or by description sufficient to locate it.

7.2 We will review any such notice without undue delay and, where it is well founded, remove the material from our systems. Requests concerning personal data are additionally handled under the Privacy Policy. No account with us is required in order to give notice under this clause.

7.3 We maintain no permanent archive of Reddit Content. Matched material is retained only for so long as it remains within the retention period of the Customer whose Configuration matched it, and is deleted with that Customer's project or account.

8. Fees, renewal and refunds

8.1 Charges. The Service is charged per project at the applicable size, in United States dollars, in advance of each billing period. Projects on the Agency plan are not charged per project. The Agency plan is charged monthly per block; each block adds 100 keywords, 100 subreddits and room for five projects to one pool shared by every project in the account, and usage of the pool is the total across those projects, so a subreddit monitored in two projects counts twice. A Subscription renews automatically at the price then in force until cancelled. Fees are exclusive of value added tax and any other applicable tax, which you shall pay in addition. Payment is collected by our payment processor; we do not store payment card details.

8.2 Fees are non-refundable. To the fullest extent permitted by law, all fees paid are non-refundable and no refund, credit, set-off or apportionment is given in any circumstances, including: cancellation during a billing period, or any unused portion of a billing period; a downgrade to a smaller size, which takes effect at the next renewal and carries no credit; closure of the account, or suspension or termination under clause 6 or clause 15; non-use of the Service or failure to cancel; dissatisfaction with results obtained; degraded coverage, unavailability, or any restriction, alteration or blocking of access by Reddit; and the modification or withdrawal of a feature under clause 3.6.

8.3 Cancellation. You may cancel a Subscription at any time. Cancellation prevents the next renewal and does not refund the billing period in progress. Access continues to the end of the period paid for, after which monitoring ceases.

8.4 Trials. Any free trial is available once per account, on its first project, and requires no payment card. We may vary, curtail or withdraw a trial at any time. On expiry of a trial, monitoring ceases unless a Subscription is purchased; material already matched remains accessible.

8.5 Non-payment. If a payment fails we may suspend monitoring immediately and terminate the account following a reasonable further period. You remain liable for sums already due.

8.6 Price variation. We may vary prices on not less than 30 days' notice by email. A variation takes effect at your first renewal on or after the date stated in the notice. The currency of a Subscription is fixed for its duration.

8.7 Payment disputes. You shall notify us at legal@redwatcher.com before disputing any charge with your card issuer or payment provider. Initiating a chargeback or payment dispute without having done so is a material breach of this Agreement, and we may suspend the account immediately and recover the amount charged back together with any fee imposed by our processor and the reasonable costs of recovery.

9. Configuration and intellectual property

9.1 As between the parties you own your Configuration, and you grant us a non-exclusive licence to use it to the extent necessary to provide, maintain and secure the Service.

9.2 You warrant that you are entitled to submit your Configuration and that the monitoring you thereby instruct is lawful.

9.3 We may use aggregated and de-identified information concerning use of the Service to operate, secure and improve it. Such information identifies neither you nor your Configuration.

9.4 All intellectual property rights in the Service, the software, our models, our brand and all materials created by us are and remain our property. Nothing in this Agreement operates to transfer any such right.

10. Third-party services

10.1 Reddit, Slack, Telegram, Google, any webhook endpoint and any other service you connect are operated by third parties under their own terms. You are responsible for holding any account you connect and for compliance with the terms governing it.

10.2 We are not responsible for the acts, omissions, outages, alterations, pricing or decisions of any third party, and no such matter constitutes a breach of this Agreement by us.

11. Data protection

11.1 The Privacy Policy forms part of this Agreement and governs our handling of personal data. We act as controller in respect of your account information, our billing records and our operational records. Where your Configuration causes us to process personal data on your behalf, we act as processor and process only on your documented instructions; our processing terms for that role are available on request from privacy@redwatcher.com.

11.2 You warrant that you have a lawful basis for any monitoring you instruct, and that you will respond to any request made by a data subject arising from it.

12. Disclaimer of warranties

12.1 To the fullest extent permitted by law the Service is provided “as is” and “as available”, and all warranties, conditions, terms and representations, whether express, implied or statutory, are excluded.

12.2 Without limiting clause 12.1, we do not warrant that the Service will be uninterrupted, timely, secure or error-free; that it will identify any particular content, or do so completely, accurately or promptly; that any relevance estimate, summary or suggestion is accurate; or that the Service will meet your requirements or achieve any result. The implied terms as to satisfactory quality, fitness for a particular purpose, merchantability and non-infringement are excluded.

12.3 No statement, whether oral or written, obtained from us or by means of the Service creates any warranty not expressly set out in this Agreement.

13. Limitation of liability

13.1 Nothing in this Agreement excludes or limits liability for death or personal injury caused by negligence, for fraud or fraudulent misrepresentation, or for any other liability that cannot lawfully be excluded or limited.

13.2 Subject to clause 13.1, we shall not be liable, whether in contract, tort (including negligence), breach of statutory duty or otherwise, for any indirect, incidental, special, consequential, punitive or exemplary loss; for loss of profit, revenue, business, contract, opportunity, anticipated saving, goodwill or reputation; for loss or corruption of data; or for any loss arising from the act, omission or alteration of any third party, including Reddit — in each case whether or not we were advised of the possibility of such loss.

13.3 Subject to clause 13.1, our total aggregate liability arising out of or in connection with this Agreement and the Service, whether in contract, tort (including negligence), breach of statutory duty or otherwise, shall not exceed the lesser of (a) the fees actually paid by you to us in the three months immediately preceding the event giving rise to the claim, and (b) one hundred United States dollars (US$100). This limit applies in aggregate to all claims taken together and not to each claim separately.

13.4 No claim may be brought more than twelve months after the date on which the claimant first became aware, or ought reasonably to have become aware, of the facts giving rise to the claim.

13.5 You acknowledge that the allocation of risk in clauses 12 and 13 is reflected in the fees, and that we would not enter into this Agreement on the terms stated without it.

14. Indemnity

14.1 You shall defend, indemnify and hold harmless Redwatcher and its officers, employees and contractors against all claims, demands, proceedings, losses, damages, fines, penalties, liabilities and costs (including reasonable legal fees) arising out of or in connection with: your use of the Service; the monitoring instructed by your Configuration; any act or omission undertaken in reliance on output of the Service; your breach of this Agreement; your breach of applicable law, including data protection and privacy law; your breach of the terms of any third party, including Reddit; and any claim brought by a person whose content the Service surfaced to you.

14.2 We shall notify you of any such claim and may at our election assume conduct of its defence at your cost. You shall not settle any such claim in a manner imposing any obligation, liability or admission upon us without our prior written consent.

15. Term and termination

15.1 This Agreement continues for so long as you hold an account. You may close your account at any time.

15.2 We may suspend or terminate this Agreement or your account immediately on written notice for material breach, for non-payment, under clause 6.3, or where required to do so by law or by a third party upon which the Service depends.

15.3 On termination your access ceases, monitoring ceases, and your data is deleted in accordance with the Privacy Policy.

15.4 Clauses 3, 5, 8.2, 9, 12, 13, 14, 16, 18 and 19, and any other provision which by its nature is intended to survive, continue in force following termination.

16. Variation of these Terms

16.1 Each version of these Terms bears a version number and effective date, stated at the head of this page. The version applicable to any matter is the version in force at the material time.

16.2 Amendments which correct, clarify, or which neither reduce your rights nor increase your obligations, take effect on publication.

16.3 A material amendment takes effect not less than 30 days after notice is sent to the email address on your account, and, in the case of a Customer holding a Subscription at that date, at the first renewal falling on or after the effective date. A material amendment does not affect a billing period already paid for.

16.4 If you do not accept a material amendment you must cancel before it takes effect. Continued use of the Service on or after the effective date constitutes acceptance. No refund arises on a cancellation made by reason of an amendment to these Terms.

16.5 Superseded versions are retained and are available on request from legal@redwatcher.com.

17. Force majeure

Neither party shall be liable for any failure or delay in performance caused by an event beyond its reasonable control, including act of God, war, civil commotion, industrial action, failure of a utility or telecommunications network, cyber attack, act of government, and the act, omission, restriction, suspension or termination of access by any third-party platform upon which the Service depends, including Reddit.

18. General

18.1 Entire agreement. This Agreement constitutes the entire agreement between the parties and supersedes all prior arrangements between them relating to its subject matter. Each party acknowledges that it has not relied on any statement, promise, representation, assurance or warranty not set out in this Agreement, and neither party shall have any claim for innocent or negligent misrepresentation based on any statement in this Agreement.

18.2 Assignment. You may not assign, transfer or otherwise deal with this Agreement without our prior written consent. We may assign, transfer or novate this Agreement, in whole or in part, to any successor to our business or to the assets to which it relates, on notice to you.

18.3 Third party rights. A person who is not a party to this Agreement has no right under the Contracts (Rights of Third Parties) Act 1999 to enforce any of its terms, save that clause 14 may be enforced by any person named in it.

18.4 Severance. If any provision is or becomes invalid or unenforceable it shall be modified to the minimum extent necessary to render it valid and enforceable; if such modification is not possible the provision shall be deemed deleted, and the remainder of this Agreement shall continue in force.

18.5 Waiver. No failure or delay in exercising any right constitutes a waiver of it, and no single or partial exercise precludes any further exercise.

18.6 Relationship. Nothing in this Agreement creates a partnership, joint venture, agency or employment relationship between the parties.

18.7 Notices. Notice to you is given to the email address on your account and is deemed received on the day of sending. Notice to us is given to legal@redwatcher.com.

19. Governing law and jurisdiction

19.1 This Agreement, and any dispute or claim arising out of or in connection with it or its subject matter or formation (including non-contractual disputes or claims), is governed by and construed in accordance with the law of England and Wales.

19.2 The courts of England and Wales have exclusive jurisdiction to settle any such dispute or claim. You irrevocably submit to that jurisdiction and waive any objection on the ground of venue or forum non conveniens.

20. Contact

Legal notice, abuse reports and requests under clause 7: legal@redwatcher.com
Data protection: privacy@redwatcher.com
Postal address: MentionLift Ltd, 66 Paul Street, London EC2A 4NA, United Kingdom (company number 17438016, registered in England and Wales)