USER TERMS & CONDITIONS
BY USING THE JUDGEMENT INDEX (“JX”) TOOL YOU ARE AGREEING TO THESE TERMS AND CONDITIONS, PLEASE READ THEM CAREFULLY.
1. Definitions. For purposes of these Terms:
1.1. “Account” means Your Portal account and profile, accessed using Your unique username and password.
1.2. “Benchmarking” means a database of anonymised aggregated Diagnostics Data to compare individual results against a representative population and to analyse trends and produce statistics for different industries and employer types.
1.3. “Diagnostic Data” means the psychometric data about you the JX Tool creates, including a unique profile, based on your answers to the JX Tool questions about your behavioural judgement at work.
1.4. “Intellectual Property” or “Intellectual Property Rights” means all intellectual property rights, including all copyright, patent, trade secret, trademark, moral, termination, authorship, rights of publicity, privacy and other proprietary rights.
1.5. “Mind Gym” means Mind Gym plc, a public limited company incorporated in England and Wales under company number 3833448, whose registered office is at 160 Kensington High Street, London, W8 7RG, United Kingdom.
1.6. “Portal” means the web-based client portal (with its own unique login domain) You use to access the Tool.
1.7. “Personal Data” means a range of personal data and possibly sensitive information and confidential information You provide as a result of using the Tool.
1.8. “Revisions” means any updates, upgrades, revisions, changes or alterations to the Tool, and its features and functionality.
1.9. “Terms” means these terms and conditions.
1.10. “Tool” means the online diagnostic tool designed to assess personality and attitude traits linked to ethics, respect and inclusion accessible through a link (or any successor or alternative sites we may inform you of or You may be aware of), including all software in or accessible through the Tool.
1.11. “You” means an individual that has created an account to have access to and use of the Tool via a specific Portal (and “Your” shall be construed accordingly).
2. Use of Tool.
2.1. Subject to these Terms Mind Gym hereby grants You a limited, non-exclusive, non-transferable right to access and use the Tool via Your Portal.
3. Use Restrictions.
3.1. Except as expressly permitted by these Terms, You shall not:
3.1.1. copy, modify, adapt, translate, distribute, sub-license, market, lease, make available, resell, make derivative works of, disassemble, reverse compile or reverse engineer or otherwise reduce to human-perceivable form any part of the Tool and Intellectual Property therein; or discover or disclose the source code, methods and concepts embodied therein, except as may be allowed by any applicable law notwithstanding contractual prohibition;
3.1.2. introduce any virus, worm, malware, spyware, Trojan horse or other harmful or malicious code to the Tool;
3.1.3. intentionally interfere with or disrupt the integrity or performance of the Tool;
3.1.4. access and use the Tool in order to (i) build a product or service competitive with the Tool, (ii) copy any ideas, features, functions or graphics of the Tool, or (iii) determine whether the Tool is within the scope of any patent;
3.1.5. interfere with any markings on or in the Tool which refers to Mind Gym or includes any of its trademarks or logos;
3.1.6. use or reference the Tool for the purposes of direct marketing or promotion to anyone;
3.1.7. use the Tool for any illegal, unauthorized or otherwise improper purposes.
4. Your Responsibilities.
4.1. Usage. You are responsible for ensuring that Your profile is not used by anyone other than Yourself unless it has been reassigned in its entirety to a different individual.
4.2. Account. You are responsible for Your Account. You must contact Mind Gym immediately if You know or suspect Your Account has been accessed by an unauthorized third party or used in breach of these Terms.
4.3. Applicable Laws. You shall comply with all applicable laws, regulations, rules and codes with respect to activities relating in any way to Your use of the Tool.
4.4. Equipment. You are solely responsible for supplying all equipment, Internet access and bandwidth needed to properly access and use the Tool.
5. Reports and Data Use
5.1. Mind Gym will create and provide You a personal report based on Your Personal Data and responses and scores which you will be able to view and print via your Account. Your employer will not have access to this report.
5.2. Mind Gym will use produce an aggregate report with a breakdown of the overall results for your employer derived from Diagnostic Data obtained from You and from Your work colleagues.
5.3. Mind Gym may also run other other anonymised, aggregate reports from time to time for its own purposes and for the JX Benchmarking.
5.4. Mind Gym’s JX Tool privacy notice [here] explains in more detail how it collects, uses and protects your Personal Data when you use the Tool.
6. Support and Revisions.
6.1. A help button and a support inbox is available in the Tool for support and reference.
6.2. Revisions may be made to the Tool. Any such Revisions shall be considered part of the Tool for all purposes of these Terms.
7. Suspension or Termination.
7.1. Suspension. Mind Gym will advise You if Your right of access or use of any portion or all of the Tool has to be restricted or suspended (on a temporary or permanent basis) and/or Your Account is to be deleted if it is reasonably determined: Your use of the Tool (i) violates Section 3 (Use Restrictions), (ii) poses a security risk to the Tool or any third party, (iii) violates applicable law or could subject us, our affiliates, or any third party to liability, or (iv) could be fraudulent. Mind Gym will use commercially reasonable efforts under the circumstances to provide you with advance notice of any suspension and, if practicable, an opportunity to cure any breach or violation prior to any such suspension.
7.2. Termination. Mind Gym may stop your access to the Tool at any time and specifically (i) where permitted by another provision in these Terms or (ii) for cause upon thirty (30) days written notice to You of material breach of these Terms if such breach remains uncured at the expiration of such period, if curable.
7.2.1. Upon termination You shall immediately cease any further use of the Tool. Termination does not affect or prejudice any rights, remedies, obligations or liabilities a party accrued up to the date of termination or expiration or the continuation or commencement of any provision that expressly or by implication is intended to survive the termination or expiration of these Terms.
8. Intellectual Property.
8.1. Tool Ownership. The Tool and all Intellectual Property contained therein is proprietary to Mind Gym and Mind Gym retain exclusive ownership of the same throughout the world. Except for the limited express license granted to You under these Terms, Mind Gym and retain all right, title or interest in and to the Tool. You acknowledge and agree that any ideas, enhancements, improvements, additions or modifications to the Tool, suggested by You, and any and all Intellectual Property Rights contained therein, will become Mind Gym property, and You hereby assign and agree to assign any and all right, title and interest to any rights in such suggestions to Mind Gym.
9.1. Mind Gym does not guarantee that use of the Tool (including Your Portal) will be uninterrupted or error free at all times and in all circumstances. Mind Gym does not warrant that the Tool will meet any particular requirements, or it will be suitable for any particular purpose.
9.2. Except as provided for in section 10.1 to the maximum extent permitted by applicable law, Mind Gym makes no warranties of any kind whether express, implied, statutory or otherwise, and specifically disclaims the implied warranties of non-infringement, title, merchantability or fitness for a particular purpose. The Tool is provided “as is”.
10.1. Exclusion of Consequential and Related Damages. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL YOU OR MIND GYM BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF PROFITS, REVENUES, GOODWILL, BUSINESS OR BUSINESS OPPORTUNITY, ANTICIPATED SAVINGS OR WASTED MANAGEMENT TIME, WORK STOPPAGE, LOSS, DELETION OR CORRUPTION OF CONTENT OR DATA, COMPUTER FAILURE OR MALFUNCTION, OR ANY AND ALL OTHER COMMERCIAL DAMAGES OR LOSSES, EVEN IF ADVISED OF THE POSSIBILITY THEREOF, AND REGARDLESS OF THE LEGAL OR EQUITABLE THEORY (CONTRACT, TORT OR OTHERWISE) UPON WHICH THE CLAIM IS BASED.
10.2. Limitation of Liability. IN ANY CASE EXCEPT FOR DEATH OR PERSONAL INJURY RESULTING FROM A PARTY’S NEGLIGENCE AND FRAUD OR FRAUDULENT MISREPRESENTATION, T O THE EXTENT PERMITEED BY LAW MIND GYM AND ITS LICENSOR’S AGGREGATE LIABILITY UNDER THESE TERMS (INCLUDING ANY APPENDIX, ADDENDUM OR EXHIBIT HERETO) SHALL NOT EXCEED FIVE HUNDRED POUNDS (£500).
11.1. Force Majeure. Mind Gym shall not be deemed to be in default of these Terms if it is prevented, hindered or delayed in performing its obligations by acts, events, omissions or accidents beyond its reasonable control.
11.2. Waiver. No delay or neglect on Mind Gym’s part in enforcing any provision of these Terms is a waiver and does not in any way prejudice its right under these Terms.
11.3. No Third-Party Beneficiaries. There are no third-party beneficiaries to these Terms.
11.4. Amendment. Mind Gym may modify, amend or add to these Terms from time to time. Mind Gym will post notifications to the terms on this page. Changes will become effective within 14 days of being posted. Changes to the Tool are dealt with in Section 6 Revisions and changes for legal reasons will take place immediately.
11.5. Survival. For avoidance of doubt, any provision in these Terms which by its nature is intended to survive, shall remain in effect following Termination. Severability. If any provisions of these Terms are held to be unenforceable, illegal or void in whole or in part the remaining portions of these Terms shall remain in full force and effect.
11.6. Entire Agreement. These Terms constitute the entire agreement governing Your use of the Platform
11.7. Governing Law. These Terms will be governed by English laws and You and Mind Gym submit to the exclusive jurisdiction of the English Courts.
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