Terms of use

PLEASE READ THESE TERMS OF USE CAREFULLY BEFORE USING THIS WEBSITE. THIS IS A LEGALLY BINDING AGREEMENT BETWEEN YOU AND HUMANTELLIGENCE, INC (“HT”), 1521 Alton Road #109, Miami, Florida 33139. These Terms of Use govern use of the portal operated by or on behalf of HT and on any sites which these Terms of Use appear, including those at all humnatelligence.com URLs (“Sites”), and the HT services and content provided on or through the Sites and/or accessible through various desktop and mobile web browsers, locally installed mobile web applications, and various API services and other content and services that HT may offer from time to time (all of the foregoing including the Sites are collectively referred to as the “Services”). Your right to use the Services is subject to your compliance with all of the terms and conditions set forth herein. HT reserves the right to, and will not be liable to any user or third party, for doing the following:

  1. Changing the Terms at any time.
  2. Changing the Services, including terminating, eliminating, supplementing, modifying, adding to or discontinuing any content, functionality, promotion, data on or feature of the Services or the hours that the Services are available.
  3. Changing any fees or charges in connection with the use of the Services.

1. Scope and Intent. Your access to and use of the any part or all of the Services are governed by these Terms of Use (“Terms of Use”) and HT’s Privacy Policy located at Privacy Policy which is incorporated by reference in its entirety herein (both the Terms of Use and Privacy Policy shall collectively be referred to herein as the “Terms” unless specifically stated otherwise). You agree that by creating an account on, by accessing or using any part of all of the Services you are entering into a legally binding agreement with HT. By accessing and/or using the any of the Services you agree to abide by the Terms, including all rules, terms, conditions, restrictions and notices therein. If you do not wish to be bound by the Terms, do not access, create an account on, access, download or otherwise use any of the Services, as doing so will result in your acceptance of these Terms. If you are using the Services on behalf of a company or other legal entity, you are still individually bound by the Terms, even if your company has a separate agreement with HT.

2. Changes to these Terms of Use. HT has included the effective date of these Terms of Use both on the first and last page of this document. HT reserves the right to make changes to any Terms at any time, however, HT shall provide notification to you in advance of any changes becoming effective, such as by posting a notification via the Services, at the log-in page or via email. If you continue to access and/or use the Services or Materials (defined below) after the effective date of such changes, then such access and/or use will be deemed an acceptance of and an agreement to follow and be bound by the Terms as changed. The revised Terms supersede all previous notices or statements regarding the Services and Materials. For this reason, we encourage you to review these Terms any time you access or use the Services or Materials, and recommend that you print out a copy for your records. Upon our request, you agree to sign a non-electronic version of these Terms of Use and any other policies or agreements set forth or available on or through the Services.

3. Materials. The information and materials provided on or through the Services, including without limitation, any other data, text, pictures, graphics, audio, video, icons, scans, results, software, and updates for use on or through the Services, links, and other content, features and services available on or through the Services, excluding Submissions (defined below), are intended to educate and inform you about us and our business and provide you with access to the Services. THE MATERIALS ARE PROVIDED “AS IS” AND YOUR USE THEREOF IS ENTIRELY AT YOUR OWN RISK.

4. Limited License. The Services are provided for your education and information, and unless otherwise specified on or in the Services, solely for your own personal use. HT hereby grants you a personal, non-exclusive, non-transferable, non-sublicensable, limited license to access and use the Services for your own non-commercial educational purposes, subject to your complete compliance with the Terms and any and all other terms and policies set forth on or in the Services, including any agreements that your company may have with HT restricting or regulating your use of the Services. HT reserves the right to revoke your right to use any or all of the Services at any time as further set forth in Section 21 herein. You acknowledge that the time that you spend on or using the Services, is solely for your personal educational purposes, and that no monetary value can be attributed to such time and that, but for the license granted herein, you are not entitled under the law to use or have access to the Services and/or the Materials.

Except as expressly provided in the Terms, HT does not grant you any other express or implied rights or license in or to the Services or the Material, and all right, title and interest that HT has in the Services and Materials not explicitly licensed to you by HT are retained by HT.

Except as expressly set forth in the Terms, you may not modify (including without limitation making derivative works), copy, adapt, reverse engineer, decompile or otherwise reduce to human perceivable format, distribute, frame, reproduce, republish, download, scrape, display, post, transmit, transfer, license or sublicense, publicly display, or sell in any form or by any means, in whole or in part, any of the Materials without HT’s express prior written permission. To the extent you are granted express permission or allowed to do so under applicable law, you must retain all trademark, copyright and other proprietary notices on downloaded and copied Materials, and any such downloads or copies are subject to the terms and conditions of these Terms.

5. Ownership. You acknowledge that the Services and the Materials are protected by and/or embody copyrights, trademarks, patents, trade secrets and/or other proprietary rights (“Intellectual Property”) owned by HT, and/or its licensors, including without limitation the selection, coordination, arrangement, compilation, assembly and any enhancements thereto, and that these rights are valid and protected in all media existing now or later developed and under United States and foreign laws. The Services and the Materials (and any Intellectual Property and other rights relating thereto) are and will remain the property of HT. The trademarks, trade names, trade dress, logos, and service marks displayed on the Services, including the HT marks, logos and trade dress are the registered and/or unregistered trademarks of HT, HT’s licensors, clients and vendors and/or other third parties. Nothing contained on the Services or the Materials should be construed as granting, by implication, estoppel or otherwise, any license or right to use any of the HT marks, logos or trade dress without the express written permission of HT or the third party owner of any such mark, logo or trade dress. Misuse of any mark, logo or trade dress is prohibited. You acknowledge that you do not acquire any ownership rights in or to any of HT’s or its licensor’s Intellectual Property by virtue of your access or use of the Services.

HT’s Intellectually Property may not be used by you for any purpose without HT’s prior express written permission, unless permissible by law. Notwithstanding the foregoing, HT’s Intellectual Property may not be used in connection with any product or service that is not HT’s, in any manner that is likely to cause confusion among consumers, for a competitor of HT, or in any manner that discloses confidential information of or disparages HT. Except as explicitly set forth herein, nothing contained on the Services should be construed as granting, by implication, estoppel or otherwise, any license or right to use any HT Intellectual Property.

All Services and Materials are Copyright © 2014 Humantelligence, Inc, unless specified otherwise. ALL RIGHTS RESERVED.

6. Your Account. In order to access certain areas of or participate in certain activities contained on the Services, we may require you to create an account (“Account”). You acknowledge and agree that you have no ownership or other proprietary interest in the Account. To create an Account, we may ask or require you to provide us with certain personal information (e.g., your full name and e-mail address).

Providing us with your personal information is your choice. Each time you decide to provide us with your personal information, you agree to: (a) provide accurate, current and complete information about yourself as prompted by our registration form (including your current e-mail address), and (b) maintain and update your information (including your e-mail address) to keep it accurate, current and complete. You acknowledge that, if any information provided by you is untrue, inaccurate, not current or incomplete, we have the right to terminate your access to and use of the Services (or any portion thereof) or your participation in any activity contained on or available through the Services.

In order to access certain areas of, or participate in certain activities contained on the Services, we may require you to select a username and/or password. Your username is subject to certain terms and Standards, as set forth in Sections 7 and 8 below. You agree that HT has the right in its sole discretion to suspend or terminate your Account, your username, or refuse any and all current or future use of the Services (or any portion thereof).

7. Username and Passwords. HT may refuse to grant you a username in its sole discretion for any reason, including if it impersonates someone else or misleadingly implies an association with the persona of another person or entity, is or may be illegal, is or may be protected by trademark or other proprietary rights law, is vulgar or otherwise offensive, or may cause confusion, or for any other reason as determined by us in our sole discretion. Your selection and use of a specific username does not convey any ownership or rights in that username and HT reserves the right to revoke and/or reassign any username in its sole discretion. You understand and agree that HT reserves the right to change, remove, alter or delete any username, with or without prior notice to you, at any time and for any reason in HT’s sole discretion. YOU ARE ENTIRELY RESPONSIBLE FOR MAINTAINING THE CONFIDENTIALITY OF YOUR USERNAME AND PASSWORD AND ALL ACCESS TO AND USE OF YOUR ACCOUNT, INCLUDING ANY AND ALL ACTIVITIES (INCLUDING USE OF THE SERVICES) THAT ARE CONDUCTED THROUGH THE USE OF YOUR USERNAME AND PASSWORD WHETHER OR NOT AUTHORIZED BY YOU.

You agree not to transfer or resell your or otherwise convey your Account or the right to use your Account or any rights therein to anyone. If you have reason to believe that your Account is no longer secure, you must: (i) promptly change your password, and (ii) immediately notify us of the problem by e-mailing us at support@humantelligence.com (with the subject line: “Username Password Security Issues”).

You may not use anyone else’s Account at any time and you may not allow anyone else to use your Account at any time. You agree that HT will not be liable for any loss you may incur as a result of someone else using your Account, either with or without your knowledge, and you further agree that you will be liable for losses incurred by HT or another party due to someone else using your Account . Because of this, HT strongly recommends that you exit from your Account at the end of each session.

While using any of the Services and/or Materials, including on or in any Submissions (as defined below) or postings, you agree to follow our standards set forth below (the “Standards”), and you agree not to:

  1. Create a false identity or impersonate any person, including without limitation, identities falsely indicating that you are an HT official or representative, another user other than yourself, or that you are a celebrity or public figure unless you in fact are one;
  2. Create any posts, username, or subject lines containing profanity, sexually graphic or offensive language, including any uses of characters such as \@#$% to replace letters;
  3. Send, post, transmit or make available any content or message that is false, inaccurate, misleading, disruptive, unlawful, harmful, threatening, abusive, harassing, defamatory, pornographic, vulgar, inciteful, racist or otherwise objectionable, including any topics that may be harmful to or threaten the security of a child or minor;
  4. Engage in rude, unlawful, harassing, vulgar, obscene, hateful, threatening, abusive, inciteful, or otherwise objectionable behavior; all such behavior may be reported to the authorities;
  5. Suggest, illicit or encourage any illegal activity;
  6. Submit content, materials or Submissions that are subject to the Intellectual Property of a third party, or otherwise subject to third party proprietary rights, including, without limitation, privacy and publicity rights, unless you are the owner of such rights or have permission from the owner to do so and to grant HT all of the license rights necessary to transmit or maintain such content, material, or Submissions;
  7. Send, post, transmit or make available any: any material non-public information about any person or HT without the express authorization to do so;
  8. Send, post, transmit or otherwise make available any advertisements, solicitations, chain letters, pyramid schemes, junk mail, SPAM, investment opportunities or other unsolicited or unauthorized commercial or promotional content, materials, SPAM or communication (except as otherwise expressly permitted herein or in writing by HT);
  9. Institute an attack upon any server used in connection with the Services or any portion thereof or otherwise attempt to disrupt such servers;
  10. Send, post, transmit or otherwise make available any material or Submissions regarding hacking, cracking, exploiting, or otherwise making improper use of the Services;
  11. Attempt to or actually restrict or inhibit any other user from using and enjoying the Services, including without limitation, by disrupting the flow of team communications with vulgar or obscene language, abusiveness, hitting the return key repeatedly, inputting excessively large images so the screen goes by too fast to read, use of excessive SHOUTING (all capital letters) in an attempt to disturb other users, bullying, griefing, “spamming,” or “flooding” (continuous posting repetitive text);
  12. Use any robot (bot), spider, scraper or other unauthorized or automated means to modify, use or access the Services, or any portion thereof;
  13. Send, post or transmit any software or other materials that contain any viruses, worms, trojan horses, defects, date bombs, time bombs or other items of an intentionally destructive nature;
  14. Modify, adapt, sublicense, translate, sell, reverse engineer, decompile or disassemble all or any portion of the Services or the Materials;
  15. “Frame” or “mirror” any part of the Services without HT’s prior written authorization;
  16. Attempt to obtain passwords, other Account information, or any other private information from any other user of the Services, including without limitation, the collection personal information about others, such as email addresses or geo-locations;
  17. Harvest or collect any information about users of the Services;
  18. Buy, sell or trade any user Account;
  19. Access another user’s Account without permission;
  20. Share your password for your Account with anyone;
  21. Use the Services in any manner that violates any applicable laws or regulations or is prohibited by these Terms; and/or
  22. Assist or permit any persons in engaging in any of the activities described in this listing of our Standards.

While using the Services and the Materials, you agree to comply with these and all Standards, as well as all applicable laws, rules and regulations. HT has the sole discretion to delete, suspend, terminate or close your Account, with or without prior notification to you, for any violation of the Terms, including any of the Standards.

9. Third Party Sites/Services. The Services may include links to other websites or services solely as a convenience to you (collectively, the “Linked Sites”). The inclusion of any Linked Site does not imply endorsement by HT of any third party, third party websites or any association with the operators of such Linked Sites. You are responsible for viewing and abiding by the privacy statements and terms of service/use posted at any third party or Linked Sites. The information, products, materials and services on Linked Sites is not under the control of HT and HT does not provide or endorse any such Linked Sites or the information, products, materials or services contained on or available or accessible on or through any Linked Sites. Access and use of any Linked Sites, including the information, products, materials and services on any Linked Sites or available through any Linked Sites, is solely at your own risk, and you acknowledge and agree that HT is not responsible or liable, directly or indirectly, for any loss or damage caused or alleged to be caused by your use of any or dealings with any Linked Site. Any dealings with third parties, such as advertisers, included within the Services or participation in Promotions (defined below) involving the delivery of and payment for goods and services, or any other terms, conditions, warranties, or representations associated with such third parties, are solely between you and that third party. HT is neither responsible nor liable for any part of such dealings with any third parties, including any Promotions.

10. Forums & Submissions. The Services may include features such as messaging, blogs and/or other forums or areas where you and others can post or transmit information onto or through the Services (collectively, the “Forums”), and HT may redistribute content you send/upload/post to the Services. By sending, posting or transmitting to HT, including photos, graphics, creative suggestions, ideas or User Ideas (defined herein), notes, concepts, information, ratings or other materials (collectively, “Submissions”) or by posting such Submissions to any area of the Services (including without limitation, as content for your Account), you grant HT and our designees and users a worldwide, non-exclusive, sublicensable (through multiple tiers), assignable, royalty-free, perpetual, irrevocable right to use, reproduce, distribute (through multiple tiers), create derivative works of, publicly perform, publicly display, digitally perform, make, have made, sell, offer for sale and import such Submissions in any media now known or hereafter developed, for any purpose whatsoever, commercial or otherwise, without compensation to you or the provider of the Submissions. None of the Submissions will be subject to any obligation, whether of confidentiality, attribution or otherwise, on our part and we will not be liable for any use or disclosure of any Submissions. Information and Submissions contained on our Forums may be provided by persons not affiliated with us. You agree not to transmit any Submission to or through the Services, or to HT that you consider to be confidential or proprietary, and any and all Submissions shall be deemed non-confidential. You are responsible and liable for any and all of your Submissions.

You acknowledge and agree that your communications with other users via the Forums are public and not private communications, and that you have no expectation of privacy concerning your use of the Forums. You acknowledge that personal information that you communicate via the Forums may be seen and used by others and result in unsolicited communications; therefore, HT strongly encourages you not to disclose any personal information about yourself in your communications via the Forums. HT is not responsible for information that you choose to communicate to other users via the Forums or Submission.

You acknowledge that people participating in our Forums occasionally post Submissions or make statements, whether intentionally or unintentionally, that are inaccurate, misleading, illegal, hurtful or deceptive. We neither endorse nor are responsible for such Submissions or statements, or for any opinion, advice, information or other utterance made or displayed on the Services or in any Forums by third persons or parties. The opinions expressed in the Forums reflect solely the opinion(s) of the participants of the Forums and do not necessarily reflect the opinion(s) of HT.

HT is not responsible for any errors or omissions in any materials, articles or postings, for hyperlinks embedded in any Submissions or for any results obtained from the use of any such statements or information. Under no circumstances will HT or our affiliates, suppliers or agents be liable for any loss or damage caused by your reliance on the Submissions or on any information or materials obtained through the Services. HT has no obligation to monitor the Services, the Forums, or any Submissions or other materials that you or other third persons or parties transmit or post on the Services or in the Forums. You acknowledge and agree that HT has the right (but not the obligation) to do any or all of the following, at its sole discretion: (i) alter, remove, or refuse to post or allow to be posted or stored any Submission or message; (ii) monitor and/or filter any of your communications through the Forums (including without limitation, by means of blocking or replacing expletives or other language that may be deemed harmful or offensive); and/or (iii) disclose any Submission or message or any communication through the Forums, and the circumstances surrounding the transmission thereof, to any third party in order to operate the Services available thereon to (a) protect HT and its sponsors, employees, officers, directors, shareholders, agents, representatives and affiliates, and HT’s users and visitors; (b) to comply with legal obligations or governmental requests; and (c) to enforce these Terms; or for any other reason or purpose.

Notwithstanding anything contrary stated in these Terms, by posting a Submission you represent and warrant that (a) you own or otherwise control all of the rights including without limitation, all copyrights, to your Submission or are otherwise legally entitled to post the submission; (b) the content is accurate; (b) use of the content you supply does not violate the Terms and will not cause injury to any person or entity; and (d) you will indemnify HT and/or its subsidiaries and affiliates for all claims resulting from any content, information, and ratings, including without limitation, all Submissions, you supply, provide or transmit to HT or the Services. HT has the right, but not the obligation, to monitor and edit or remove any activity or content. HT takes no responsibility and assumes no liability for any content, materials or Submissions posted by you or any third party. HT RESERVES THE RIGHT TO REMOVE ANY SUBMISSIONS THAT IT DETERMINES IN ITS SOLE DISCRETION VIOLATES ANY LAW OR RIGHT OF ANY PERSON, INFRINGES THE RIGHTS OF ANY PERSON, OR IS OTHERWISE INAPPROPRIATE FOR POSTING ON OR THROUGH USE OF THE SERVICES.

11. Right to Modify. HT reserves the right, at any time, to modify, suspend, or discontinue the Services and/or the Materials, and/or any part or parts thereof with or without notice. You agree that HT will not be liable to you or to any third party for any such modification, suspension, or discontinuation.

12. Acknowledgements. You hereby agree and acknowledge that : (a) HT has the right to obtain without notification to you certain information about your computer or software, including without limitation, your operating system, identification of your hard drives, central processing unit, MAC address, IP address, and Internet browser for purposes of identification and other lawful purposes; (b) HT has the right to obtain without notification to you non-personal information from your connection to the Services for demographic or any other lawful purposes; and (c) HT has the right to obtain without notification to you information from your computer, software, and parts or portions thereof, including without limitation, your computer’s random access memory, video card, central processing unit, hard drive(s) and any other storage devices in order to assist our efforts in policing users who may develop and/or use “hacks.” The information obtained in this Section may be used for the purpose of identifying persons or entities not in compliance or believed by HT to not be in compliance with the Terms and any and all other HT Standards, rules, policies, notices and/or agreements.

You acknowledge and agree that you (and not HT) are responsible for obtaining and maintaining all telecommunications, broadband, and computer hardware, equipment, and services needed to access and use any service provided by HT, including without limitation, the Services, and paying all charges related thereto, if any. You also acknowledge that you are responsible for obtaining and maintaining your access to any website through which you access the Services.

You acknowledge that HT has the right at all times to disclose any information as HT deems necessary to satisfy any applicable law, regulation, legal process or governmental request.

13. Claims of Copyright Infringement. The Digital Millennium Copyright Act of 1998 (the “DMCA”) provides recourse for copyright owners who believe that material appearing on the Internet infringes their rights under U.S. copyright law. If you believe in good faith that materials hosted by HT infringe your copyright (for example, a photo posted by a user on their profile), you (or your agent) may send us a notice requesting that the material be removed or access to it blocked. Please see the requirements and specific instructions for submitting a notice to HT on HT’s DMCA Policy. If you believe in good faith that a notice of copyright infringement has been wrongly filed against you, the DMCA permits you to send HT a counter-notice. Please refer to HT’s DMCA Policy for the requirements and instructions for submitting a counter-notice. Notices and counter-notices must meet the then-current statutory requirements imposed by the DMCA; see http://www.copyright.gov for details. Notices and counter-notices with respect to the Services, should be sent to HT’s DMCA Agent for notice of claims of copyright infringement at: Humantelligence, Inc, 1521 Alton Road #109, Miami, Florida 33139, Attn: Mitch Alcon, by telephone: (978) 992-2791 or by email: DMCA@humantelligence.com (with the subject line “DMCA Notice Communication”).

HT’s DMCA Agent should be contacted only for the purposes set forth in this Section 13. ALL OTHER INQUIRIES DIRECTED TO HT’s DMCA AGENT WILL NOT BE ANSWERED.

14. Use & Access. YOU MUST BE AT LEAST 18 YEARS OF AGE TO (a) USE THE SERVICES, (b) USE ANYTHING ACCESSIBLE OR AVAILABLE ON OR THROUGH THE SERVICES, (c) CREATE AN ACCOUNT, OR (d) TRANSMIT/SUBMIT/POST ANY SUBMISSION, ANY PERSONAL INFORMATION OR ANYTHING TO ANY FORUM OR ANYWHERE ELSE ON THE SERVICES. By accessing, using and/or submitting information to or through any of the Services, you agree and represent that you are at least 18 years of age or older and otherwise have the legal capacity to enter into these Terms.

Pursuant to 47 U.S.C. Section 230(d), as amended, we hereby notify you that parental control protections (such as computer hardware, software or filtering services) are commercially available that may assist you in limiting access to material that is harmful to minors. The Services are not directed to, not intended for and may not be used by anyone under the age of 18.

15. Privacy/Security You understand that any information provided by you or collected by us in connection with your use of the Services will be used in the manner described in these Terms of Use and in our Privacy Policy. If you do not agree to the terms of the Privacy Policy you should not access, create an account on or use the Services. Without limiting the terms of the Privacy Policy, you understand that we do not guarantee that your use of the Services and/or the information provided by you will be private or secure, and we are not responsible or liable to you for any lack of privacy or security you may experience. You are fully responsible for taking precautions and providing security measures best suited for your situation and intended use of the Services.

16. Sweepstakes/Contests. From time to time we may offer or allow you to participate in promotions, giveaways, contests or sweepstakes (each, a “Promotion”) through the Services. Participation in any Promotion is subject to the Official Rules governing that Promotion. HT may announce rules in connection with any Promotion, but regardless of whether specific rules are announced, all such opportunities will be controlled by the Terms, unless explicitly superseded by Promotion-specific rules. If you choose to participate in a Promotion, we may collect your personal information, such as your name, address, age, telephone number, e-mail address or other contact information. In addition, as a condition to receiving any awards or prizes for participating in such Promotions, you may be required to provide additional information, to sign a release, or to authorize the use of certain biographical or other information about you in HT’s marketing materials. Please also be aware that if a third party administers the Promotion, your participation may be subject to additional terms and conditions, and you should specifically read such third party’s rules, terms of service, and privacy policies before participating. You agree that HT is not responsible for such third parties’ promotions.

17. Jurisdictional Issues. Regardless of the language used thereon, access to and use of the Services from any jurisdiction where the content, products or services is illegal is strictly prohibited. HT makes no representation that Services or the Materials are appropriate or available for use in any jurisdictions outside the United States and those who choose to access or use any of the Services or the Materials from such other jurisdictions do so on their own initiative and at their own risk, and are responsible for compliance with local laws, rules or regulations, including, without limitation, rules about the internet, data, e-mail, or privacy. HT reserves the right to limit the availability and quantity, if applicable, of the Services, the Materials, any Promotion, or any other product or service provided by HT, to any person, geographic area or jurisdiction, at any time and in our sole discretion.

18. Export Control. Any software available on or through the Services is subject to United States export controls. No software may be downloaded or otherwise exported or re-exported: (a) into (or to a national or resident of) Cuba, Iraq, Libya, North Korea, Iran, Syria or any other country to which the U.S. has embargoed goods or which is subject to other applicable U.S. trade sanctions; or (b) to anyone on the U.S. Treasury Department’s list of Specially Designated Nationals or the U.S. Commerce Department’s Table of Deny Orders. By downloading or using any such software, you represent and warrant that you are not located in, under the control of, or a national or resident of any such country or on any such list. You further agree to comply with all applicable laws regarding the transmission of technical data exported from the United States or the country in which you reside, regardless of whether such transmission is permitted under the Terms or by applicable law.

19. User Ideas. HT does not accept or consider unsolicited ideas, including ideas for new promotions, products, applications, technologies, processes or other ideas or inventions (collectively, “User Ideas”). You must not transmit any User Ideas to or through the Services or to HT that you consider to be confidential or proprietary. You agree that any and all User Ideas are non-confidential and non-proprietary and will and need not be treated as such. You are responsible and liable for any User Ideas. You agree that by submitting User Ideas to HT, including any concepts, know-how or ideas, you hereby transfer all rights in such User Ideas to HT (and its successor’s), without payment or accounting to you or others. HT is not obligated to review, evaluate, publish, or use any User Idea.

19. User Ideas. HT does not accept or consider unsolicited ideas, including ideas for new promotions, products, applications, technologies, processes or other ideas or inventions (collectively, “User Ideas”). You must not transmit any User Ideas to or through the Services or to HT that you consider to be confidential or proprietary. You agree that any and all User Ideas are non-confidential and non-proprietary and will and need not be treated as such. You are responsible and liable for any User Ideas. You agree that by submitting User Ideas to HT, including any concepts, know-how or ideas, you hereby transfer all rights in such User Ideas to HT (and its successor’s), without payment or accounting to you or others. HT is not obligated to review, evaluate, publish, or use any User Idea.

Termination. Your right to access and use the Services and Material will remain effective until terminated in accordance with the Terms. HT may suspend, terminate, modify, or delete your Account with or without notice to you, at any time for any reason or for no reason, including without limitation, for violation or suspected violation of the Terms. For example, your Account may be deleted and terminated without warning if HT believes, in its sole discretion, that you are under 18 years of age; if you provide any information that is untrue, inaccurate (or becomes untrue, inaccurate, not current or incomplete); or HT has reasonable grounds to suspect that such information is untrue, inaccurate, not current or incomplete. Upon termination, your right to access and use the Services and Materials, including your Account, will immediately cease. In addition to its termination rights, HT also reserves the right to refuse service to anyone and to remove any content or Submissions for any reason whatsoever in its sole discretion, including without limitation, if A+E becomes aware that you are a convicted felon or sex offender. If HT terminates and thereby causes your license to be revoked, you agree that HT will not have any liability to you for any time spent by you accessing or using the Services, and/or Submissions associated with your Account, or for any other reason whatsoever. For example, you understand that value cannot and shall not be attributed to the time that you may spend creating Submissions, and/or or creating any other content, and you understand and agree that you will not be compensated under any circumstances for any content or Submissions, regardless of whether you are barred from access to them.

You may terminate your Account by sending a letter stating your intention to Humantelligence, Inc, 1521 Alton Road #109, Miami, Florida 33139, Attn: Mitch Alcon or support@humantelligence.com?. HT may terminate and delete your Account, including any information associated with your Account, in our sole discretion, if your Account has been inactive for a period of at least 12 months. Your Account will be considered inactive if you do not log on to the Services with your username and password.

The provisions of Sections 3, 5, 10 through 13, 17, 18, 19, 21 through 24, 28, 29, 31 and 32, and all other provisions of the Terms that may reasonably be construed as surviving the termination of the Terms will survive any termination of the Terms.

20. Disclaimers. THE SERVICES AND THE MATERIALS, INCLUDING WITHOUT LIMITATION ANY PRODUCTS OR SERVICES OBTAINED ON OR AVAILABLE THROUGH THE SERVICES, ARE PROVIDED “AS IS” AND WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. TO THE FULLEST EXTENT PERMISSIBLE PURSUANT TO APPLICABLE LAW, HT AND ITS PARENT, SUBSIDIARIES, AFFILIATES, LICENSORS, SUPPLIERS, ADVERTISERS, SPONSORS AND AGENTS, DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION, IMPLIED WARRANTIES OF TITLE, NON-INFRINGEMENT, ACCURACY, MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, AND ANY WARRANTIES THAT MAY ARISE FROM COURSE OF DEALING, COURSE OF PERFORMANCE OR USAGE OF TRADE. HT AND ITS PARENT, SUBSIDIARIES, AFFILIATES, LICENSORS, SUPPLIERS, ADVERTISERS, SPONSORS AND AGENTS DO NOT WARRANT THAT YOUR USE OF THE SERVICES OR THE MATERIALS, INCLUDING WITHOUT LIMITATION ANY PRODUCTS OR SERVICES AVAILABLE ON OR THROUGH THE SERVICES, WILL BE UNINTERRUPTED, ERROR-FREE OR SECURE, THAT DEFECTS WILL BE CORRECTED, OR THAT THE SERVICES OR THE MATERIALS (OR ANY PART THEREOF), THE SUBMISSIONS, THE SERVER(S) ON WHICH THE SERVICES ARE HOSTED, OR ANY PRODUCTS OR SERVICES AVAILABLE ON THE SERVICES ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. NO OPINION, ADVICE OR STATEMENT OF HT OR ITS PARENT, SUBSIDIARIES, AFFILIATES, LICENSORS, SUPPLIERS, ADVERTISERS, SPONSORS, AGENTS, MEMBERS OR VISITORS, WHETHER MADE ON THE SERVICES, IN THE MATERIALS, OR OTHERWISE, SHALL CREATE ANY WARRANTY. YOUR USE OF THE SERVICES AND MATERIALS, INCLUDING WITHOUT LIMITATION ANY PRODUCTS AND SERVICES PROVIDED ON OR THROUGH THE SERVICES, ARE ENTIRELY AT YOUR OWN RISK.

21. Inaccuracies. A possibility exists that the Services or the Materials could include inaccuracies or errors, or information or materials that violate the Terms. Additionally, a possibility exists that unauthorized alterations could be made by third parties to the Services or the Materials. Although HT attempts to ensure the integrity of the Services and the Materials, we make no guarantees as to any completeness or correctness. In the event that a situation arises in which completeness or correctness is in question, please contact us at support@humantelligence.com with, if possible, a description of the material to be checked and the location (URL) where such material can be found on the Services, as well as information sufficient to enable us to contact you. We will try to address your concerns as soon as reasonably practicable. For copyright infringement claims, see the Section on “Claims of Copyright Infringement” above.

22. Limitation of Liability. NEITHER HT NOR ANY OF OUR PARENT, SUBSIDIARIES, AFFILIATES, LICENSORS, SUPPLIERS, ADVERTISERS OR SPONSORS, NOR OUR OR THEIR DIRECTORS, OFFICERS, EMPLOYEES, CONSULTANTS, AGENTS OR OTHER REPRESENTATIVES, ARE RESPONSIBLE OR LIABLE FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, EXEMPLARY, PUNITIVE OR OTHER DAMAGES (INCLUDING WITHOUT LIMITATION, DAMAGES FOR LOSS OF BUSINESS, LOSS OF DATA, LOST REVENUES OR LOST PROFITS), UNDER ANY CONTRACT, NEGLIGENCE, STRICT LIABILITY OR OTHER THEORY ARISING OUT OF OR RELATING IN ANY WAY TO THE SERVICES AND/OR THE MATERIALS, SUBMISSIONS, ANY LINKED SITES OR ANY CODE, PRODUCT OR SERVICE LICENSED, ACCESSIBLE OR USABLE THROUGH THE SERVICES. YOUR SOLE REMEDY FOR DISSATISFACTION WITH THE SERVICES, THE MATERIALS, INCLUDING ANY PRODUCTS OR SERVICES AVAILABLE ON THE SERVICES, SUBMISSIONS OR ANY LINKED SITES IS TO STOP USING THE SERVICES, THE MATERIALS, SUBMISSIONS, PRODUCTS, OR LINKED SITES, AS APPLICABLE. THE SOLE AND EXCLUSIVE MAXIMUM LIABILITY TO HT FOR ALL DAMAGES, LOSSES AND CAUSES OF ACTION, WHETHER IN CONTRACT, TORT (INCLUDING WITHOUT LIMITATION, NEGLIGENCE) OR OTHERWISE, SHALL BE THE TOTAL AMOUNT PAID BY YOU TO HT IN THE PRECEDING TWELVE (12) MONTHS, IF ANY, TO ACCESS OR USE THE SERVICES. YOU AGREE THAT THE DAMAGE EXCLUSIONS IN THESE TERMS OF USE SHALL APPLY EVEN IF ANY REMEDY FAILS OF ITS ESSENTIAL PURPOSE. BECAUSE SOME STATES OR JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, THE ABOVE LIMITATION MAY NOT APPLY TO YOU. NO COMMUNICATION OF ANY KIND BETWEEN YOU AND HT OR A REPRESENTATIVE OF HT CONSTITUTES A WAIVER OF ANY LIMITATIONS OF LIABILITY HEREUNDER OR CREATES ANY ADDITIONAL WARRANTY NOT EXPRESSLY STATED IN THE TERMS. MULTIPLE CLAIMS WILL NOT INCREASE THE MONETARY DAMAGES LIMIT STATED HEREIN.

23. Indemnification. You agree to indemnify, defend and hold harmless HT, our parent, subsidiaries, affiliates, licensors, suppliers, advertisers and sponsors, and our and their directors, officers, employees, consultants, agents and other representatives, from and against any and all claims, damages, losses, costs (including without limitation, reasonable attorneys’ fees and expenses) and other expenses that arise directly or indirectly out of or from: (a) any allegation that any Submission or other information you post, submit to us or transmit to the Services infringes or otherwise violates the copyright, trademark, trade secret or other intellectual property or other right of any third party; (b) your breach or violation (including through use of your username or Account, whether or not by you) of the Terms, including the Standards, or any applicable laws or regulations; (c) your access to and use of the Services, the Materials, or Submissions; (d) any viruses, spyware, or other similar harmful or intrusive program code posted, submitted or transmitted by you to the Services or HT; and/or (e) any claim that one of your postings, User Ideas or Submissions caused damage to a third party, including without limitation, libel, defamation, loss of or harm to reputation or any other damage whatsoever.

24. Questions. The Services are provided by Humantelligence, Inc. If you have any questions, comments or complaints regarding the Terms, the Services or the Materials, please feel free to contact us at: Humantelligence, Inc, 1521 Alton Road #109, Miami, Florida 33139, Attn: Webmaster or support@humantelligence.com.

25. Notice for California Users. Under California Civil Code Section 1789.3, California website users are entitled to the following specific consumer rights notice: The Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs may be contacted in writing at California Department of Consumer Affairs, Consumer Information Center, 1625 North Market Boulevard, Suite N-112, Sacramento, California 95834, or by telephone at (916) 445-1254 or (800) 952-5210.

26. System Outages Under California Civil Code Section 1789.3, California website users are entitled to the following specific consumer rights notice: The Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs may be contacted in writing at California Department of Consumer Affairs, Consumer Information Center, 1625 North Market Boulevard, Suite N-112, Sacramento, California 95834, or by telephone at (916) 445-1254 or (800) 952-5210.

27. Statute of Limitations. Any claim or cause of action arising out of or related to use of the Services, the Materials, or the Terms must be filed within 1 year after such claim or cause or action arose regardless of any statutes or law to the contrary. In the event any such claim or cause of action is not filed within such 1 year period, such claim or cause of action are forever barred.

28. Choice of Law/Venue. The Terms are governed by and construed in accordance with the laws of the State of Florida, without regards to its principles of conflicts of law that would require the application of the laws of another jurisdiction. Any disputes between you and HT relating to these Terms, the Services, the Materials, your Account and/or your Submissions, that involve a claim of less than $5,000 must be resolved exclusively through binding non-appearance-based arbitration. A party electing arbitration shall initiate proceedings by filing an arbitration demand with the American Arbitration Association (AAA). The arbitration proceedings shall be governed by the AAA Commercial Arbitration Rules, Consumer Due Process Protocol, and Supplementary Procedures for Resolution of Consumer-Related Disputes. In addition, you and HT agree that the following rules shall apply to the arbitration proceedings: (a) the arbitration shall be conducted, at the option of the party seeking relief, by telephone, online, or based solely on written submissions; (b) the arbitration shall not involve any personal appearance by the parties or witnesses unless otherwise mutually agreed by the parties; and (c) any judgment on the award rendered by the arbitrator may be entered in any court of competent jurisdiction. Any disputes between you and HT that involve a claim of more than $5,000 are subject to the exclusive jurisdiction of the Federal and State courts located in Miami-Dade County, Florida.

By agreeing and accepting these Terms, you explicitly agree that any claims or actions that you may otherwise have against HT under the laws of any jurisdiction other than in the United States are hereby waived, including without limitation, any claims or actions under the laws of your own country, and that your sole location and applicable law for any disputes is in the United States according to the terms of this Section 28.

29. Mobile Terms. The Services and the Materials may include versions designed for mobile content that may be viewed on mobile devices, including without limitation, phones and tablets (the “Mobile Site”). In order to use the Mobile Site, you must have a wireless mobile device with cellular or wireless service (with SMS (text messaging) capability) through a participating mobile service provider. You can subscribe to receive, from time to time, text messages from HT. Any subscription SMS will include instructions for unsubscribing, which may vary depending on how you obtain access to the Services. You agree that are solely responsible for all message & data charges that you incur from your mobile service provider for your use of the Mobile Site. These charges may include standard and premium SMS charges and may be a one-time or recurring charge. All charges are billed by and payable to your mobile service provider. Please contact your mobile service provider for pricing plans and details. HT is not liable for any delays in the receipt of any SMS messages as delivery is subject to effective transmission from your network operator. Data obtained from you in connection with this SMS service may include your mobile phone number, your carrier’s name and the date, time and content of your messages.

If you are accessing the Mobile Sites through an application on an Apple iOS device (an “iOS Application”), (a) HT grants you a non-transferable license to use the iOS Application on any iPad, iPhone or iPod touch, as applicable, that you own or control, as permitted by the Usage Rules set forth in the App Store Terms of Service, and (b) these Terms are expressly between you and HT only, and not with Apple, and HT, not Apple, is solely responsible for the Mobile Sites and the content thereof, (c) Apple has no obligation whatsoever to furnish any maintenance and support services with respect to the iOS Application, (d) in the event of any failure of the iOS Application to conform to any applicable warranty, you may notify Apple, and Apple will refund the purchase price for the iOS Application to you; and that, to the maximum extent permitted by applicable law, Apple will have no other warranty obligation whatsoever with respect to the iOS Application, and any other claims, losses, liabilities, damages, costs or expenses attributable to any failure to conform to any warranty will be HT's sole responsibility; (e) HT, not Apple, is responsible for addressing any claims by you or any third party relating to the iOS Application or your possession and/or use of that iOS Application, including, but not limited to: (i) product liability claims; (ii) any claim that the iOS Application fails to conform to any applicable legal or regulatory requirement; and (iii) claims arising under consumer protection or similar legislation; (f) in the event of any third party claim that the iOS Application or your possession and use of the iOS Application infringes that third party’s intellectual property rights, HT not Apple, will be solely responsible for the investigation, defense, settlement and/or discharge of any such intellectual property infringement claim; and (g) if you use an iOS Application, then Apple, and Apple's subsidiaries, are third party beneficiaries of these Terms, and that, upon your acceptance of these Terms, Apple will have the right (and will be deemed to have accepted the right) to enforce these Terms against you as a third party beneficiary thereof.

30. Notices. All notices required or permitted to be given under this Agreement must be in writing and shall be given by personal delivery, registered or certified mail, or Federal Express or other nationally recognized courier service which regularly tracks its packages, if to HT to HT’s Registered Agent in the State of Delaware or to Humantelligence, Inc, Attn: Mitch Alcon, 1521 Alton Road # 109, Miami, Florida 33139, and if to you, to the e-mail and/or postal address associated with your Account. Notices, if personally delivered, shall be deemed to have been received on the date of delivery; if by registered or certified mail, on the third business day after mailing; if by Federal Express or e-mail, on the second business day after deposit with the service. You may not send any notices under this Section to HT via e-mail.

31. Miscellaneous. If any provision of the Terms is found to be unlawful, void or for any reason unenforceable, then that provision shall be deemed severable from the Terms and shall not affect the validity and enforceability of any remaining provisions. This is the entire agreement between you and HT relating to the subject matter herein and supersedes any and all prior or contemporaneous written or oral agreements between us with respect to such subject matter. The Terms are not assignable, transferable or sublicensable by you except with HT’s prior written consent. No waiver by either party of any breach or default hereunder shall be deemed to be a waiver of any preceding or subsequent breach or default. No agency, partnership, joint venture, employee-employer or franchiser-franchisee relationship is intended or created by the Terms. Any heading, caption or section title contained herein is inserted only as a matter of convenience and in no way defines or explains any section or provision hereof. HT’s performance of the Terms is subject to existing laws and legal process, and nothing contained in the Terms is in derogation of HT’s right to comply with governmental, court, and law enforcement requests or requirements relating to your access and/or use of the Services or the Materials, or information provided to or gathered by HT with respect to such access and/or use. A printed version of the Terms and of any notices given in electronic form shall be admissible in judicial or administrative proceedings based upon or relating to the Terms to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form. The parties agree that all correspondence relating to these Terms of Use, must be written in the English language.



Updated: June 4, 2014

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