Member Community Terms and Conditions

About these terms
Eligibility criteria for member shares
Member rules
What do your member shares entitle you to?
Other important terms

1. About these terms

What is Money Dashboard's Member Community?

We are giving away up to 1 million member shares. Under these terms, Money Dashboard users are invited to earn member shares by becoming a member of the Money Dashboard community and inviting friends to join Money Dashboard. These terms and conditions apply to anyone who chooses to become a member. Please read them carefully as they contain important information about the member community, including eligibility criteria and member rules.

A member share is a right to a payment as a result of the successful sale of Money Dashboard, which fluctuates in value in line with the value of the company. It is not an equity share or equity security in the legal sense but means you can cash in on the successful sale of Money Dashboard without ever investing a penny. All you need to do is become a member and abide by these terms. There are up to 1 million member shares to be allocated as part of the current Maximum Allocation (see below).

Who are Money Dashboard?

Money Dashboard is a trading name of The One Place Capital Limited. We are a company incorporated and registered in Scotland with company number SC301187. When we refer to our trading name, Money Dashboard, or we, us or our in these terms, we are referring to the One Place Capital Limited.

2. Eligibility criteria for member shares

To be a member and retain the member shares you have reserved, you must:

be a natural person;
be 18 years of age or older;
be resident in the UK;
be a current Money Dashboard user with at least one ‘active’ account (see below);
comply with these terms (including the member rules); and
comply with the terms and conditions of service relating to your Money Dashboard account available here: https: //www.moneydashboard.com/terms-and-conditions.

What counts as an active account?

An active Money Dashboard account requires you to add and keep up-to-date at least one bank account to your Money Dashboard account at all times. Additionally, one of your bank accounts added must be current with no less than one bank transaction a month. The link to your bank account is kept up-to-date by authenticating the connection as and when requested.

3. How do you earn Member Shares?

Up to one million Member Shares

There are currently only up to 1 million member shares available for allocation to Money Dashboard members (such upper limit, subject to any future adjustment, being the “Maximum Allocation”) and we have set out below how you can earn these member shares. Please note that:

the Maximum Allocation includes those member shares reserved by Money Dashboard users during the initial beta and trial phase of this campaign which was conducted in 2018;
if we cancel or suspend any member shares then we may, at our sole discretion (and if necessary on multiple occasions), invite users of the Money Dashboard service to take part in a further opportunity to earn additional member shares up to the Maximum Allocation amount from time to time;
no member shares can be allocated above the Maximum Allocation amount from time to time (even if you subsequently sign up to become a member or make a qualifying referral); and
Money Dashboard reserves the right to increase the Maximum Allocation amount from time to time at its sole discretion.

How to earn Member Shares

Member shares can be earned as follows:

Money Dashboard users can, if eligible, sign up to become a member of the Money Dashboard community.
Members will receive 10 member shares for signing up and will be provided with 3 “member passes”.
Each member pass acts as an exclusive invitation for a friend to become a Money Dashboard user and join the Money Dashboard community as a member. These can be shared via a member pass referral link or by sending a validation link to an email address entered by the member.
If the referral is considered a qualifying referral, then the existing member (who provided the member pass) will have 10 member shares reserved against that member. These member shares when ‘reserved’ are not active and the status will only change from ‘reserved’ to ‘activated’ when the referred individual becomes a Money Dashboard user and adds an ‘active’ account, as per the eligibility criteria above.
The friend joining will (if eligible) become a member and will receive 10 reserved member shares as well. These will be activated once the friend becomes a Money Dashboard user and has added an ‘active’ account, as per the eligibility criteria above. The friend will also receive 3 member passes.
Members can request additional member passes to share with friends, although no such additional member passes may be available and these are only allocated at Money Dashboard’s sole discretion.
Please note that member shares reserved by Money Dashboard users during the initial beta and trial phase of this campaign which was conducted in 2018 will be honoured although all previous terms and/or rules for those member shares are superseded by these terms which shall apply to those member shares.

What counts as a ‘qualifying’ referral?

It isn’t permitted to refer yourself. The existing member and the friend joining must not be the same person.
The friend joining must not be a current Money Dashboard user or have previously signed up to the Money Dashboard service within the last 3 months.
Members can refer lots of friends, but a friend can’t be referred by more than one person or more than once, so Money Dashboard will only recognise one qualifying referral per friend. This means that the friend joining can only use one referral link to create a qualifying referral and member shares will only be allocated to the existing member whose referral link was used.
The referred friend has to join the Money Dashboard service and add at least one active account.
If the referred friend closes their Money Dashboard account or deletes all active accounts within 3 months, we reserve the right to cancel all member shares allocated as a result of the referral.

Review of eligibility and qualifying referrals

The determination of a member’s eligibility and calculation of qualifying referrals is an automatic procedure based on the sign up process. Money Dashboard retains the right to, at its sole discretion, review compliance of any member with these terms.

4. Member Rules

Your member shares are personal to you, and cannot be transferred to or inherited by a third party.
You may not sign up to become a member more than once (for example, by signing up with different email addresses).
You are not entitled to share or publish your referral link if there is no reasonable basis for believing that the recipient is a friend and would appreciate the invitation to become a member.
You are not entitled to use your referral link in or for paid promotions, including online advertising, or in breach of any data protection or privacy laws.
All information you give when joining or taking part in the member community must be true, accurate and not misleading.
It is your responsibility to keep your personal details up-to-date (including your email address).

If we have good reason to believe that you have failed to comply with the member rules, or that you have in any way behaved in a fraudulent or dishonest manner, we reserve the right to cancel or suspend your rights to member shares.

5. What do your member shares entitle you to?

A member share is a right to a payment as a result of the successful sale of Money Dashboard.

What is a successful sale?

A successful sale is any sale of:

the entire issued share capital of Money Dashboard; or
all, or substantially all, of the assets of Money Dashboard,

which results in the payment of a cash sum to ordinary shareholders of Money Dashboard (these are persons who hold ordinary shares of £0.0001 each in the share capital of Money Dashboard).

What payment does your member share entitle you to?

One member share will entitle you to an amount equivalent to the cash sum actually paid on a successful sale to an ordinary shareholder for one ordinary share in Money Dashboard (less any transaction costs payable by that ordinary shareholder). We refer to this amount in these terms as the value of your member shares.

Deductions from the value of your member shares?

Please note that we reserve the right to deduct from the value of your member shares:

any amounts required by law;
a reasonable fee for managing the member community; and
any costs incurred by or on our behalf in relation to processing your payment on a successful sale.

When will you be entitled to payment of your member shares?

To become entitled to payment of the value of your member shares, the following conditions have to be fulfilled:

There needs to have been a successful sale of Money Dashboard; and
You must meet the eligibility criteria at the time of completion of the successful sale and for a period of 12 months afterwards.

How will you be contacted?

We will let you know of the successful sale of Money Dashboard via the Money Dashboard app and the registered email address connected to your Money Dashboard account. Please note that any member that does not respond to such communications by us within 3 months your member shares will be cancelled and your right to payment in relation to a successful sale will automatically expire. Money Dashboard does not log any further personal information and we are not obliged to contact you by any other means.

When will we make payment to you?

If the conditions above are met, we shall take reasonable action to make payment of:

50%] of the value of your member shares within 3 months of completion of the successful sale; and
the remainder of the value of your member shares within 15 months of completion of the successful sale (subject to continuing to meet the eligibility criteria during the 12 month following completion of the successful sale). We reserve the right to withhold up to 50% of the payment due to you if you do not meet the eligibility criteria, during such 12 month period following completion.

Please note that in each case the amount payable to you will be less applicable deductions.

How will payment be made?

Money Dashboard will, if it has determined in its sole discretion that you have complied with these terms, notify you if you have become entitled to payment and how payment will be made. Please note that:

payments may be processed on behalf of Money Dashboard by a third party;
you will be responsible for any taxes or other charges that may arise due to the earning or payment of your member shares;
you must provide all information (including bank details and information required by us to complete our ‘know your client’ checks) that we may reasonably request in order to make payment to you. If you don’t provide us with the information we need within 3 months of our request or our notification to you that you have become entitled to payment, your member shares will be cancelled and your right to payment will automatically expire.

6. Other important terms

Changes to these terms

Money Dashboard may suspend, terminate or change these terms at any time where it may do so immediately by simply updating these terms as posted on the Money Dashboard website. It is your responsibility to check these terms rather than wait for any notification by us to be provided.

We may transfer this agreement to someone else

We may transfer our rights and obligations under these terms to another organisation. We will always notify you if this happens and we will ensure that the transfer will not affect your rights under these terms. If such a transfer happens then all references to Money Dashboard, we, us and our, shall be deemed to refer to the other organisation.

You need our consent to transfer your rights to someone else

You may only transfer your rights or your obligations under these terms to another person if we agree to this in writing.

Nobody else has any rights under these terms

These terms form an agreement between you and us. No other person shall have any rights to enforce these terms.

No guarantees

Please note that there is no guarantee that a successful sale of Money Dashboard will ever take place or when the timing of one might occur.
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There is no guarantee being given on what amount you may receive on a successful sale of Money Dashboard:

Any payment in relation to a member share will depend on the number of ordinary shares and other equity shares in issue at the time of the successful sale and this could be considerably more if Money Dashboard has to raise more equity funding or grant more options over its share capital to its staff for ongoing incentivisation purposes. If there are more shares in issue then the payment for a member share will be reduced as a result. The same point applies in relation to the number of member shares in issue at the time of any successful sale and Money Dashboard is reserving the right to give away more than 1 million member shares in the future. If this happens then each payment for a member share will be diluted because the proceeds of sale will be shared amongst a greater number of individuals.

There is no guarantee that you will receive anything on a successful sale of Money Dashboard:

If a successful sale occurs then there is no guarantee that the ordinary shareholders will receive any return. This is because some of Money Dashboard’s institutional investors currently hold more senior classes of shares than the ordinary shareholders and this means that they will be paid out first on a successful sale and there may not be enough sale proceeds received to ensure a pay out to the ordinary shareholders. This in turn means that there will be no ‘cash in’ for you on the successful sale of Money Dashboard if the ordinary shareholders do not receive any sale proceeds.

No public offer

Please note that member shares are not available to any member of the public and each member share is only available to a member of the Money Dashboard user community who meets the eligibility criteria referred to above.

If a court finds part of these terms illegal, the remaining terms will continue in force

Each paragraph of these terms operates separately. If any court or relevant authority decides that any of them are unlawful, the remaining paragraphs will remain in full force and effect.

Even if we delay in enforcing this contract, we can still enforce it later

If we do not insist immediately that you do anything you are required to do under these terms, or if we delay in taking steps against you in respect of your breach of these terms, that will not mean that you do not have to do those things and it will not prevent us taking steps against you at a later date.

Which laws apply to this contract and where you may bring legal proceedings

These terms are governed by Scots law and you can bring legal proceedings in respect of these terms in the Scottish courts. If you live in England you can bring legal proceedings in respect of these terms in either the Scottish or the English courts. If you live in Northern Ireland you can bring legal proceedings in respect of the products in either the Scottish or the Northern Irish courts.

Members