ELEMENT HUMAN LIMITED is incorporated and registered in England and Wales with registered company number 08587003 and whose registered office is at 7 Savoy Court, London, England, WC2R 0EX (“Element Human” or "We").
To contact us email our team at email@example.com.
About these User Terms of Service
These User Terms of Service and the terms, policies and guidelines incorporated in these Terms of Service by reference (collectively, these “Terms”) set out the terms upon which Element Human Limited (“Element Human”) allows you access to and use of Element Human’s platform found at www.elementhuman.com (the “Platform”). You are being provided access to the Platform because you are an authorised user of an entity which has entered into an agreement with Element Human (or one of its authorised resellers) in relation to such access. Your access to the Platform is subject to such agreement.
Language. These Terms are made only in the English language.
You may only use the Platform if you are not prohibited under any applicable laws from doing so.
Amending these Terms. We amend these Terms from time to time. You will be asked to accept any revised Terms when you next log into the Platform following such a revision.
The definitions and rules of interpretation in this clause apply in these Terms.
“Activities” means any activity defined by the subscription package on the relevant Order Form that the Client may conduct through the Platform;
“Additional Services” means the professional services provided by Element Human relating to Activities as requested by Client through the Order Form;
"Affiliate" means any subsidiary or holding company of Element Human from time to time and any subsidiary from time to time with subsidiary and holding company having the meaning set out in section 1159 of the Companies Act 2006;
“Client” means the legal person as set out in the relevant Order Form who is your employer (or similar) and has allowed you to access the Platform as one of its authorised users.
“Client Data” means all material, images, video, data or information that you upload to the Platform or provide to Element Human or which Element Human receives in the course of your use the Platform including any such items that are incorporated within any report created by you using the Platform;
“Client Participants” means the individuals using the Platform to participate in Activities that have been provided by the you and/or a third party instructed by you;
“Content” means all information, documents, reports, software, products and services other than Client Data that are contained in or made available via the Platform;
“Element Human Technology” means any and all technology (including software) comprised within the Platform or Additional Services or otherwise utilised by Element Human in performance of its obligations under these Terms;
“Intellectual Property Rights” means all copyrights, unpatented inventions, patent applications, patents, designs, databases, registered and unregistered trademarks, brand names, business names, domain name rights, mask work rights, know-how and other trade secret rights, and all other intellectual property rights, derivatives thereof, and similar forms of protection anywhere in the world;
“Order Form” means the order form for a product/subscription package selected and agreed to by the Client via the online sign-up process contained within the Platform (or as otherwise agreed with Element Human);
“Panel Participants” means the independent third-party service providers using the Platform to provide services to Client by participating in Activities. The Panel Participants are neither employees nor agents of Element Human. Element Human expressly disclaims all liability for the acts or omissions of the Panel Participants;
“Participants” means Client Participants and Panel Participants collectively;
“Platform” means Element Human’s human data capture, analytics, artificial intelligence and reporting software platform developed, operated, maintained and hosted by Element Human or its third party hosting provider as made available by Element Human; and
“Virus” means any thing or device (including any software, code, file or programme) which may prevent, impair or otherwise adversely affect the operation of any computer software, hardware or network, any telecommunications service, equipment or network or any other service or device; prevent, impair or otherwise adversely affect access to or the operation of any programme or data, including the reliability of any programme or data (whether by re-arranging, altering or erasing the programme or data in whole or part or otherwise); or adversely affect the user experience, including worms, Trojan horses, viruses or other similar things or devices.
2.0 Permitted Use of the Platform
2.1 Permission. Subject to these Terms, Element Human hereby grants to you a limited, revocable, non-exclusive, non-transferable, non-sub-licensable and non-assignable right to access and use the Platform for the purpose of conducting Activities solely for the Client’s own internal business purposes. Element Human, its licensors and/or its suppliers, reserve all rights not expressly granted in these Terms. Element Human may make improvements and/or changes to the Platform from time to time at its sole discretion.
3.1 Limitations on Use. Except as otherwise expressly permitted in these Terms, you shall not:
reproduce, mirror, modify, frame, republish, display, transmit, or create derivative works based upon the Platform, Additional Services or Content;
transfer, lease, lend, sublicense, resell, assign, commercially exploit or otherwise distribute or allow or attempt to allow any third-party access to all or any portion of the Platform or the Content;
de-compile, reverse compile, reverse engineer or access or otherwise reduce to human-perceivable form the Platform;
use the Platform to upload or store infringing, obscene, threatening, unlawful or libellous material including material that facilitates illegal activity, depicts sexually explicit images, promotes unlawful violence, is discriminatory based on race, gender, colour, religious belief, sexual orientation or disability or any otherwise unlawful or tortious material, including material harmful to children or violate of third party privacy rights or Intellectual Property Rights;
use the Platform to upload or store material containing Viruses;
interfere with or disrupt the integrity or performance of the Platform or the data contained therein; or
attempt to gain unauthorised access to the Platform or its related systems or networks or to any Client Data belonging to another customer or to Activities that are not displayed in, or intended for, Client’s account.
3.3 You shall abide by all applicable local, state, national and foreign laws, treaties and regulations in connection with your use of the Platform, Additional Services and the Client Data, including those related to data privacy, international communications and the transmission of technical or personal data.
Element Human reserves the right, without liability or prejudice to its other rights, to disable your access to any material on or accessible via the Platform that breaches the provision of this clause 3.
3.4 Participant Privacy. Notwithstanding any other provision included herein, you agree not to use the Platform or Activities or Additional Services to collect, retrieve, transmit, store, deliver or provide Element Human with access to any personally identifiable information other than that which is necessary for Element Human to provide services and Additional Services via the Platform.
4.0 Client Data
4.1 Client Data. Element Human does not own any Client Data. The relevant Client, not Element Human, shall have sole responsibility for the accuracy, quality, integrity, legality, reliability, appropriateness, and intellectual property ownership or right to use all Client Data. Element Human shall not, so far as permitted by law, be responsible or liable for the deletion, correction, destruction, damage, loss or failure to store any Client Data.
5.0 Intellectual Property
5.1 Intellectual Property. Element Human (and its licensors, if and where applicable) shall own all right, title and interest, including all related Intellectual Property Rights, in and to the Element Human Technology, the Platform, the Content and the Additional Services and, with the exception of Client Data, any recommendations, ideas, feature requests, feedback, suggestions or other information provided by you or any other party relating to the Platform.
5.2 No Right of Ownership. These Terms do not provide or imply to Client any rights of ownership in or related to the Platform, Element Human Technology or the Intellectual Property Rights owned by Element Human. The Element Human name, Element Human logo, Crowd Emotion name, Crowd Emotion logo and any other trade marks owned by Element Human or any of its Affiliates from time to time are trade marks of Element Human or third parties.
6.0 Limited Warranty
6.1 Element Human Warranties. Element Human warrants that:
(i) the Platform and, if applicable, Additional Services and Element Human Technology provided by Element Human shall be supplied with reasonable care and skill. In the event of a breach of this warranty, Element Human’s sole obligation will be for Element Human to make reasonable commercial efforts to correct the non-conformity or provide an alternative means of accomplishing the desired performance; and
(ii) it has all necessary licences, consents, and permissions necessary for the performance of its obligations under these Terms.
6.2 Disclaimer of Warranties. Other than as set out above, the Platform, Additional Services, Content, Element Human Technology, third party data and documentation are provided “as is” and Element Human, its suppliers and licensors make no other warranties or representations, express, implied, or statutory, including warranties of quality, performance, non-infringement, merchantability or fitness for a particular purpose. No warranties shall arise by course of dealing, course of performance or trade usage. Element Human, its suppliers and licensors do not warrant that the Platform, Additional Services, content, Element Human Technology, third party data, or documentation will meet client needs or other requirements or expectations, or be free from errors, or that errors will be fixed or that the operation of the Platform will be uninterrupted or timely. The foregoing exclusions and disclaimers are an essential part of these Terms.
6.3 No Liability. Element Human shall not be liable for delays, interruptions, service failures or other problems inherent in the use of the internet, electronic communications or other systems outside the reasonable control of Element Human.
6.4 Warranty Exclusion. The warranty at clause 6.1 shall not apply to the extent of any non-conformance which is caused by use of the Platform or Additional Services contrary to Element Human's instructions, or modification or alteration of the Platform or Additional Services by any party other than Element Human or Element Human's duly authorised contractors or agents.
7.0 Limitation of Liability
7.1 . Except as expressly and specifically provided in these Terms:
(i) you assume sole responsibility for results obtained from your use of the Platform or any Additional Services, and for conclusions you draw from such use. Element Human shall have no liability for any damage caused by errors or omissions in any information, instructions or scripts provided to Element Human by you in connection with the Platform or any Additional Service, or any actions taken by Element Human at your direction; and
(ii) all warranties, representations, conditions and all other terms of any kind whatsoever implied by statute or common law are, to the fullest extent permitted by applicable law, excluded from these Terms.
7.2 Nothing in these Terms excludes the liability of Element Human for death or personal injury caused by the Element Human’s negligence; or for fraud or fraudulent misrepresentation.
7.3 Subject to clause 7.2, but notwithstanding any other provision of these Terms:
(i) Element Human shall not be liable whether in contract, tort (including for negligence or breach of statutory duty), misrepresentation, restitution or otherwise for any:
loss of profits;
loss of business;
loss of or depletion of goodwill and/or similar losses;
loss or corruption of data or information;
pure economic loss; or
special, indirect or consequential loss; and
(ii) Element Human’s total aggregate liability arising under or in connection with these Terms (including in relation to the relevant Order Form(s)) whether in contract, tort (including for negligence or breach of statutory duty), misrepresentation, restitution or otherwise, arising under or in connection with these Terms shall be limited to the amount paid by the relevant Client to Element Human for use of the Platform during the twelve (12) months immediately preceding the date on which the first claim arose.
8.0 Term and Termination
8.1 Term. Your right to access the Platform shall, unless terminated earlier under these Terms, end on the earlier of: (a) the relevant Client’s right to access the Platform coming to an end; and (b) you ceasing to be a designated authorised user of the relevant Client.
8.2 Termination. We may suspend or permanently remove your access to the Platform at any time and in our sole discretion. Any rights in relation to such suspension or removal will vest in the relevant Client.
8.3 Survival. Termination of your access to the Platform under these Terms shall not relieve either party of obligations that by their nature or term survive termination or expiration.
9.1 Personal Use. You may not assign or share your rights of access to the Platform without Element Human’s prior written consent. Element Human may assign its rights and obligations under these terms.
9.2 Registration. When registering with Element Human you must: (a) provide true, accurate, current and complete information, and (b) maintain and promptly update the registration data to keep it true, accurate, current and complete.
9.3 Governing Law. These Terms and any dispute or claim arising out of or in connection with them or their subject matter or formation (including non-contractual disputes or claims) shall be governed by and construed in accordance with the law of England and Wales. The courts of England and Wales shall have exclusive jurisdiction to settle any dispute or claim arising out of or in connection with these Terms or their subject matter or formation (including non-contractual disputes or claims).
9.4 Waiver. No failure or delay by any party in exercising any right, power, or remedy under these Terms, except as specifically provided herein, shall operate as any waiver of any such right, power, or remedy.
9.5 Severability. If any provision of these Terms is held by a court of competent jurisdiction to be invalid or unenforceable for any reason, the remaining provisions will continue in full force and effect without being impaired or invalidated in any way. The parties agree to replace any invalid provision with a valid provision that most closely approximates the intent and economic effect of the invalid provision.
9.6 Force Majeure. Element Human will not be responsible for any failure to perform due to causes beyond its reasonable control, including, but not limited to, acts of God, war, acts of terrorism, riot, failure of electrical, Internet, co-location or telecommunications service, acts of civil or military authorities, fire, floods, earthquakes, epidemics, pandemics, accidents, strikes, or fuel crises.