Terms of Use (Team Members)

Last updated 26 May 2019

1) Introduction

Background

Our website, mindtrackers.com, and all its content and services made available through it (the “Website”) are designed to be used in the context of an organization/team (“Team”) and its members (“Team Members”) and not for individual use. The Team’s administrator (“Team Leader”) will invite the Team Members who are to have access to the Website and we will grant the Team Members access to the Website on and subject to these Terms of Use. The Terms of Use for Team Leaders are available here.

These Terms of Use set out how you may use the Website in the context of your Team’s use of the Website and also give information via our Privacy Notice of how we use your personal data. Please note our contract to provide services is between us and your Team and we have no obligation to provide services to you nor are we responsible for or owe you a duty of care in relation to your use of said services – this is the responsibility of your Team not us. We will however (as data controller) process your personal data in accordance with our Privacy Notice. If you have any questions or queries relating to your use of Website please contact your Team.

These terms are binding on you

These Terms of Use apply to your use as a Team Member of the Website; by using the Website, you confirm your agreement to these Terms of Use in full. If you disagree with these Terms of Use or any part of these Terms of Use, please do not register, subscribe or use the Website.

Cookies and Privacy; Minimum age of use

The Website uses cookies. By using the Website and agreeing to these Terms of Use, you consent to our use of cookies in accordance with the terms of our Privacy Notice.

Personal data you provide to us will be handled in accordance with our Privacy Notice.

You must be at least 13 years old (or the minimum age of consent in the relevant country) to use the Website as a Team Member.

How the Website is intended to be used

Please read – how our products (which include our Website) (the “Products”) are intended to be used.

Our products and Website are provided for information purposes only to help understand and improve team culture, motivation, communication style and similar aspects. They are not provided for medical, employment, or psychological assessment purposes (e.g. to recruit, screen, manage or assess others in an employment context). Also:

Use of our products and Website assumes that those using or participating are willing to do so and that the facilitator has read the facilitation guide and conducts any workshop and uses any results in a non-discriminatory, lawful and sensitive manner.
You undertake (and we require your Team to undertake) to keep individual results confidential and to respect the fact that an individual’s results are confidential to them and that they have the right to keep them confidential and not disclose them to others whether inside or outside your organization.
Our products and Website are only useful if those participating are honest about their teamwork styles and preferences. If that is not the case (for example, they feel they need to respond in a particular way in order for that to be acceptable to their manager or organization), then any output will be flawed. In any event we have no liability for the output of any of our services and products or how your Team may use them.
Any decisions that you (and your Team) make once you have used our products and Website are for you and your Team alone and we will not be liable for the consequences of any such decisions.
Our Website provides information and materials relating to personality traits for general guidance and information only. This information cannot provide (and is not intended to provide) comprehensive coverage of all relevant issues nor advice on specific issues. Our content should always be used in conjunction with other information, advice and training.
We make no claims or representations in relation to the emotional, health or commercial benefits of using our products and the Website and the information provided on the Website is no substitute for professional, medical or psychiatric advice where applicable.
We are not responsible for the use your Team makes of the Website including any decisions made or actions taken based on the use of the Website and any information you may provide.

Please note that these Terms of Use may be amended from time to time. Notification of any changes will be made by posting new terms onto the Website. In continuing to use the Website you confirm that you accept the then current terms and conditions in full at the time you use the Website.

2) Registration

You can access many areas of the Website without registering or subscribing but if you wish to view certain content or access certain services, you may be required to register with the Website.

When you register with the Website we will ask you for certain personal information. Any personal information that you provide to us will be handled in accordance with our Privacy Notice.

If you register with the Website you will be required to create a password. In order to prevent fraud, you must keep this password confidential and must not disclose it or share it with anyone. If you know or suspect that someone else knows your password you should notify us by contacting [email protected] immediately.

If we have reason to believe that there is likely to be a breach of security or misuse of the Website through your account or the use of your password, we may require you to change your password or we may suspend your account. Until you have changed your password or we have reactivated your account you and your Team may not be able to access certain parts of the Website.

You agree that all personal information that you supply to us will be accurate, complete and kept up to date at all times. We may use the information provided to us to contact you in accordance with our Privacy Notice.

We reserve the right to suspend or cancel any registration (and any use of our Website) at any time and for any reason.

3) Personality Assessments

Once registered you will be able to use the Website to take personality assessments in the context of your Team’s use of the Website (the “Assessments”). The results of the Assessments are automatically analyzed. We may also record and use your answers and results for research and quality improvement purposes.

4) License to Use Website

Our Products are licensed to your Team and remain our property. The intellectual property rights (including copyright, database right and trade mark rights) in the Products remain with us and/or our authors/licensors as applicable. Our products may include digital rights management information and technology, which you agree not to tamper with or remove, and which is intended to deter or prevent misuse of our intellectual property.

Unless otherwise stated, we or our licensors own the intellectual property rights in the Website and material on the Website, including all Products, including but not limited to copyright and associated moral rights, trade marks, get-up, and unregistered rights, goodwill, know-how, software, database rights, and all other intellectual property rights. Subject to the licence below, all these intellectual property rights are exclusively reserved. Where the Website and any Products feature the intellectual property of third parties which we do not own this is clearly stated.

You may view, download for caching purposes only, and print pages from the Website for your own personal use only within the Team that registered with us (and not for resale or to provide services to others), subject to the restrictions set out below and elsewhere in these Terms of Use. Your right to use such materials will cease when the relevant subscription ends or where we terminate your rights to use the Website and you will then promptly delete or destroy all such materials.

Without prior consent from us you must not:

(a) reproduce, translate or reverse engineer material from this Website (including republication on another Website or other reproduction or communication of our Products without consent);

(b) sell, rent or sub-license material or Products from the Website;

(d) reproduce, duplicate, copy or otherwise exploit material or Products on our Website for a commercial purpose other than for the internal business purposes of your Team (and not any other organization/team);

(e) edit or otherwise modify any material or Products on the Website;

(f) use the Products or Website to provide services to persons outside your Team;

(g) redistribute material or Products from this Website except for content specifically and expressly made available for redistribution; or

(h) reproduce any intellectual property rights of third parties on our Website without the consent of those parties.

To the extent any of the restrictions or other terms in this clause (4) limit your express rights under the Copyright, Designs and Patents Act 1988 (as amended) (CDPA) in relation to fair dealing or other permitted uses of a copyright work then such restriction or term will not be enforceable if and to the extent the CDPA expressly states that such a restriction or term is unenforceable.

By submitting any data and other information to our Website (“Data”) then to the extent not already granted by your Team you grant us a perpetual, royalty-free, irrevocable, non-exclusive, worldwide, unrestricted license to reproduce, use, perform, prepare derivative works, distribute copies or publicly display the Data in any medium and for any purpose (including commercial purposes), and also to authorize others to do so. We may also analyze your Data for research purposes. In so doing we will comply with all applicable data privacy laws and we will treat as confidential any information that may reasonably be considered to be confidential.

5) Acceptable Use

You must not use the Website in any way that causes, or may cause, damage to the Website or impairment of the availability or accessibility of the Website; or in any way which is unlawful, illegal, fraudulent or harmful, or in connection with any unlawful, illegal, fraudulent or harmful purpose or activity.

You must not use the Website to copy, store, host, transmit, send, use, publish or distribute any material which consists of (or is linked to) any spyware, computer virus, Trojan horse, worm, keystroke logger, rootkit or other malicious computer software.

You must not conduct any systematic or automated data collection activities (including, without limitation, scraping, data mining, data extraction and data harvesting) on or in relation to the Website without our express written consent. You must not infringe the rights in any Products that are sold through the Website.

6) Unsolicited Idea Submissions

MindTrackers Limited and its employees do not accept or consider unsolicited ideas, including but not limited to creative proposals, ideas for new, enhanced or improved products, technologies or services, marketing campaigns, promotions, processes, materials, artwork, plans, strategies, theories or product names. Please do not submit any unsolicited ideas, articles, original creative artwork, suggestions or other works in any form to us or any of our employees.

The sole purpose of this section is to avoid potential disputes when our products, website content or business strategies might seem similar to unsolicited ideas submitted to us. If, despite our request that you not send us any ideas or suggestions, you still choose to submit them, then regardless of what your letter, comment, e-mail or any other form of communication says, the following terms will apply to your submissions:

1. You agree and understand that: (1) your submissions will automatically become the sole property of MindTrackers Limited, without any compensation to you, and MindTrackers Limited will have no obligation of any kind to you or anyone else with respect to your submissions; (2) MindTrackers Limited will be free to use or redistribute the submissions in any way and for any purpose, including but not limited to developing, acquiring or advertising products or services competitive with those mentioned by you; (3) there will be no obligation for MindTrackers Limited to review your submissions or develop your ideas; and (4) there will be no obligation to keep any part of your submission confidential.

2. No confidential relationship or obligation of secrecy will be created between you and MindTrackers Limited by your submission and its consideration by us – everything you submit shall be deemed to be non-confidential and non-proprietary. You agree and understand that MindTrackers Limited shall be free to use any information you submit on an unrestricted basis, whether or not MindTrackers Limited was working on similar ideas, products or technology prior to receiving your submission.

3. We do welcome your feedback – if you want to send us your feedback, please contact us. However, please do not include any ideas that this policy will not permit us to accept or consider.

7) Limited Warranties

We do not warrant the completeness or accuracy of the information published on this Website or in any of the Products, nor do we commit to ensuring that the Website remains available or that the material on the Website is kept up to date. The Website is provided on an ‘as is’ basis and we reserve the right to suspend the Website and our provision of any services at any time without notice.

To the maximum extent permitted by applicable law, we exclude all representations, warranties and conditions relating to this Website and the use of this Website (including, without limitation, any warranties implied by law in respect of satisfactory quality, fitness for purpose and/or the use of reasonable care and skill). Where you use the Website or the Products you confirm that you are solely responsible for any actions or decisions made as a result of such use. We make no representations as to the accuracy of any Product including personality assessments.

Nothing in this Website or our Products should be construed as medical, psychological, recruitment, business, or any other advice. All materials are for informational purposes only.

Where the Website contains links to third party websites we make no representation in relation to the content contained on third party websites and you agree to use these websites at your own risk. We will not form part of any agreement or contract with any third party website you visit through our website.

8) Limitations and Exclusions of Liability

Nothing in these Terms of Use will: (a) limit or exclude our or your liability for death or personal injury resulting from negligence; (b) limit or exclude our or your liability for fraud or fraudulent misrepresentation; (c) limit any of our or your liabilities in any way that is not permitted under applicable law; or (d) exclude any of our or your liabilities that may not be excluded under applicable law.

The limitations and exclusions of liability set out in this Section and elsewhere in these Terms of Use: (a) are subject to the preceding paragraph; and (b) govern all liabilities arising under these Terms of Use or in relation to the subject matter of these Terms of Use, including liabilities arising in contract, in tort (including negligence) and for breach of statutory duty.

We will not be liable to you in respect of any losses arising out of any event or events beyond our reasonable control, including but not limited to industrial action, labour shortage, failure of our suppliers, natural disaster, transport disruption or failure, legislative or governmental intervention, or any other cause beyond our reasonable control (“Force Majeure”).

To the extent that you use our Products for business use we will not be liable to you in respect of any business losses, including (without limitation) loss of or damage to profits, income, revenue, use, production, anticipated savings, business, contracts, commercial opportunities or goodwill. We will not be liable for any commercial or human resources decisions made in connection with the use of our Products nor will we be liable for any liability in relation to employment disputes including but not limited to wrongful and unfair dismissal. We provide information and materials relating to personality traits. This information cannot provide (and is not intended to provide) comprehensive coverage of the relevant issues. Our content should always be used in conjunction with other information, advice and training.

You should ensure that any decisions made or implemented by you after viewing our content or materials are made taking into account other factors (apart from the information we provide) of which you and your advisers should be aware including medical advice and you should ensure that you have consulted relevant professionals.

We will not be liable to you in respect of any emotional or mental distress or other harm in connection with using our Products except to the extent that such damage is caused by our negligence.

We will not be liable to you in respect of any loss or corruption of any data, database or software.

We will not be liable to you in respect of any special, indirect or consequential loss or damage.

Any decisions made or actions taken by you on the basis of information provided on or via the Website are at your sole discretion and risk. You should obtain professional advice where necessary.

In the event that you have a dispute with any other user or your Team arising from their use of the Website, you agree to pursue such claim or action independently of us, and you release us from all claims, liability and damages arising from any such dispute.

In the event that (notwithstanding the disclaimers and exclusions of liability in these terms) we have any liability to you under or in relation to these terms and/or your use of the Website and/or any Products then our liability shall in any calendar year be limited in aggregate for all claims to the amount paid by your Team under these terms in that year, to the fullest extent such a limitation is permitted by law.

9) Indemnity and Further Exclusion of Liability

You hereby indemnify us and undertake to keep us indemnified on a full indemnity basis against any losses, damages, costs, liabilities and expenses (including, without limitation, legal expenses and any amounts paid by us to a third party in settlement of a claim or dispute on the advice of our legal advisers) incurred or suffered by us arising out of or related to: any breach by you of any provision of these Terms of Use; or arising out of any claim that you have breached any provision of these Terms of Use.

(10) Breaches of These Terms of Use

Without prejudice to our other rights under these Terms of Use, if you breach these Terms of Use in any way, we may take such action as we deem appropriate to deal with the breach, including suspending your access to the Website, prohibiting you from accessing the Website, blocking computers using your IP address from accessing the Website, contacting your internet service provider to request that they block your access to the Website and/or bringing court proceedings against you.

11) Variation

We may revise these Terms of Use from time to time. Revised Terms of Use will apply to the use of the Website from the date of publication of the revised Terms of Use on the Website.

12) Assignment

We may assign, transfer, sub-contract or otherwise deal with our rights and/or obligations under these Terms of Use without notifying you or obtaining your consent.

You may not transfer, sub-contract or otherwise deal with your rights and/or obligations under these Terms of Use.

13) Severability

If a provision of these Terms of Use is determined by any court or other competent authority to be unlawful and/or unenforceable, the other provisions will continue in effect. If any unlawful and/or unenforceable provision would be lawful or enforceable if part of it were deleted, that part will be deemed to be deleted, and the rest of the provision will continue in effect.

14) Exclusion of Third Party Rights

These Terms of Use are for the benefit of you and us, and are not intended to benefit any third party or be enforceable by any third party. The exercise of our and your rights in relation to these Terms of Use is not subject to the consent of any third party.

15) Entire Agreement

These Terms of Use, together with our Privacy Notice, constitute the entire agreement between you and us in relation to your use of the Website and supersede all previous agreements in respect of your use of the Website and any previous oral or written understanding, commitments, contracts or representations relating to the subject matter of these terms. Each of us agrees that in entering into the contract of which these terms form part we have not relied on any representation, warranty, collateral contract or other assurance (except those (if any) expressly set out in these terms) made by or on behalf of the other. Each of us waives all rights and remedies which, but for this clause, might otherwise be available to us in respect of any such representation, warranty, collateral contract or other assurance. Nothing in this clause limits or excludes any liability or remedy for fraud or fraudulent misrepresentation.

16) Delay in Enforcing this Contract

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 breaking this contract, 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. For example, if you miss a payment and we do not chase you but we continue to provide the Products, we can still require you to make the payment at a later date.

17) Law and Jurisdiction

These Terms of Use will be governed by and construed in accordance with English law, and any disputes relating to these Terms of Use will be subject to the exclusive jurisdiction of the courts of England and Wales. We may however take legal action to protect our intellectual property rights (IPR) in any jurisdiction.

18) Our Details

The full name of our company is MindTrackers Limited.

We are registered in England and Wales under Companies House registration number 9198941.

Our registered address is Nine Hills Road, Cambridge, CB2 1GE, United Kingdom.

If you have any concerns or complaints you can contact us by email at [email protected]. However, we are not responsible for how your Team uses the Website and questions about your Team’s use of the Website should be directed to your Team.