Date of Last Revision: October 5, 2017
By accepting these terms and conditions during the purchasing process, you also accept the individual agreement outlined in the product listing page. Please open the original product listing page to see the personalized contract details where applicable.
These Website Terms & Conditions (“T&Cs”) apply to your access and use of www.BrightestMinds.io (the “Site”), including all software, data, reports, text, images, sounds, video, and content made available through any portion of the Site (collectively, the “Content”). Content includes all such elements as a whole, as well as individual elements and portions thereof.
“Agreement” means, collectively, the Order Form and the Terms of Service.
“Beta Services” means Our services that are not generally available to customers. “Documentation” means the Service descriptions, pricing information and user guides available on the Website.
“Lead” “means a potential consumer or purchaser of Customer’s products or services, as identified by the Service using Your Data.
“Lead Data” means contact and other information related a Lead, including without limitation personal contact and other information related to the employees of Leads. “Malicious Code” means code, files, scripts, agents or programs intended to do harm, including, for example, viruses, worms, time bombs and Trojan horses.
“Order Form” means the physical or electronic order form specifying the Services to be provided hereunder that is entered into between You and Us, including any addenda and supplements thereto. An Order Form may be a signed agreement or a click-through form acknowledged by You. By accepting or signing an Order Form, You agree to be bound by the Terms of Service.
“Services” means remote sales assistant person that is trained and assisted with necessary tools to provide data search. You agree to work with under an Order Form, and are made available to you pursuant to the Terms Service.
“Third Party Applications” means applications or services other than those provided by Us.
“User” means an individual who is authorized by You to use a Service, for whom You have ordered the Service, and to whom You (or We at Your request) have supplied data research. Users may include, for example, Your employees, consultants, contractors and agents, and third parties with which You transact business.
Acceptance of Terms.
BrightestMinds permits you (“User” or “you” or “your”) to access and use the Site and Content, subject to these T&Cs. By by accessing or using any portion of the Site, you acknowledge that you have read, understood, and agree to be bound by these T&Cs. If you are entering into these T&Cs on behalf of a company or other legal entity (“User Entity”), you must have the legal authority to contractually bind such User Entity to these T&Cs, in which case the terms “you” or “your” or “User” will refer to such User Entity. If you lack such legal authority to contractually bind or you do not agree with these T&Cs, you must not accept these T&Cs or access or use the site or content.
BrightestMinds reserves the right, at its sole discretion, to change or modify portions of these T&Cs at any time. BrightestMinds will post the changes to these T&Cs on the Site and will indicate at the top of this page the date these terms were last revised. It is your responsibility to check the T&Cs periodically for changes. Your continued use of the Site and Content after the date any such changes become effective constitutes your acceptance of the new or revised T&Cs.
General Conditions/Access and Use.
Authorization to Access and Use Site and Content. Subject to your compliance with these T&Cs and the provisions hereof, you may access or use the Site and Content solely for the purpose of your evaluation of BrightestMinds and BrightestMinds’s products and services. You may only link to the Site or Content, or any portion thereof, as expressly permitted by BrightestMinds.
Ownership and Restrictions. All rights, title and interest in and to the Site and Content will remain with and belong exclusively to BrightestMinds (HyperWeb Ltd: 100 Grand Canal Residences, Grand Canal Square, Dublin 2). You will not (a) sublicense, resell, rent, lease, transfer, assign, time share or otherwise commercially exploit or make the Site and any Content available to any third party, (b) use the Site and Content in any unlawful manner (including without limitation in violation of any data, privacy or export control laws) or in any manner that interferes with or disrupts the integrity or performance of the Site and Content or their related components, or (c) modify, adapt or hack the Site and Content to, or try to, gain unauthorized access to the restricted portions of the Site and Content or related systems or networks (i.e., circumvent any encryption or other security measures, gain access to any source code or any other underlying form of technology or information, and gain access to any part of the Site and Content, or any other products or services of BrightestMinds that are not readily made available to the general public).
You are not permitted to copy, modify, frame, repost, publicly perform or display, sell, reproduce, distribute, or create derivative works of the Site and Content, except that you may download, display, and print one copy of the publicly available materials (i.e., the Content that does not require an Account name or password to access) on any single computer solely for your personal, non-commercial use, provided that you do not modify the material in any way and you keep intact all copyright, trademark, and other proprietary notices. You agree not to access the Site or Content by any means other than through the interface that is provided by BrightestMinds to access the same. You may not use any “page-scrape,” “deep-link,” “spider,” or “robot or other automatic program, device, algorithm or methodology, or any similar manual process, to access, copy, acquire, or monitor any portion of the Site or any Content, or in any way reproduce or circumvent the presentation or navigational structure of the Site or any Content, to obtain or attempt to obtain any Content or other information through any means not made generally available through the Site by BrightestMinds. BrightestMinds reserves the right to take any lawful measures to prevent any such activity. You may not forge headers or otherwise manipulate identifiers in order to disguise the origin of any message or transmittal you send to BrightestMinds on or through the Site or any service offered on or through the Site. You may not pretend that you are, or that you represent, someone else, or impersonate any other individual or entity.
Responsibility for Your Data. You are solely responsible for all data, information and other content, that you upload, post, or otherwise provide or store (hereafter “post(ing)”) in connection with or relating to the Site.
Reservation of Rights. BrightestMinds and its licensors each own and retain their respective rights in and to all logos, company names, marks, trademarks, copyrights, trade secrets, know-how, patents and patent applications that are used or embodied in or otherwise related to the Site and Content. BrightestMinds grants no rights or licenses (implied, by estoppel, or otherwise) whatsoever to you under these T&Cs.
“Confidential Information” means all information disclosed by a party (“Disclosing Party”) to the other party (“Receiving Party”), whether orally or in writing, that is designated as confidential or that reasonably should be understood to be confidential given the nature of the information and the circumstances of disclosure. Your Confidential Information includes Your Data; Our Confidential Information includes the Services; and Confidential Information of each party includes the terms and conditions of the Agreement (including pricing), as well as business and marketing plans, technology and technical information, product plans and designs, and business processes disclosed by such party. However, Confidential Information does not include any information that
● is or becomes generally known to the public without breach of any obligation owed to the Disclosing Party,
● was known to the Receiving Party prior to its disclosure by the Disclosing Party without breach of any obligation owed to the Disclosing Party,
● is received from a third party without breach of any obligation owed to the Disclosing Party, or
● was independently developed by the Receiving Party.
7.2. Protection of Confidential Information. The Receiving Party will use the same degree of care to protect the Confidential Information of the Disclosing Party that it uses to protect the confidentiality of its own confidential information of like kind (but not less than reasonable care). The Receiving Party agrees not to use any Confidential Information of the Disclosing Party for any purpose outside the scope of the Agreement, and except as otherwise authorized by the Disclosing Party in writing, to limit access to Confidential Information of the Disclosing Party to those of its and its Affiliates’ employees and contractors who need that access for purposes consistent with the Agreement and who have signed confidentiality agreements with the Receiving Party containing protections no less stringent than those herein. Neither party will disclose the terms of the Agreement to any third party other than its Affiliates, legal counsel and accountants without the other party’s prior written consent, provided that a party that makes any such disclosure to its Affiliate, legal counsel or accountants will remain responsible for such Affiliate’s, legal counsel’s or accountant’s compliance with this
7.3. Compelled Disclosure. The Receiving Party may disclose Confidential Information of the Disclosing Party to the extent compelled by law to do so, provided the Receiving Party gives the Disclosing Party prior notice of the compelled disclosure (to the extent legally permitted) and reasonable assistance, at the Disclosing Party’s cost, if the Disclosing Party wishes to contest the disclosure.
Use of Intellectual Property.
Rights in User Content. By posting your information and other content (“User Content”) on or through the Site and Content, you grant BrightestMinds a worldwide, non-exclusive, perpetual, irrevocable, royalty-free, fully paid, sublicensable and transferable license to use, modify, reproduce, distribute, display, publish and perform User Content in connection with the Site and Content. BrightestMinds has the right, but not the obligation, to monitor the Site and Content and User Content. BrightestMinds may remove or disable any User Content at any time for any reason, or for no reason at all.
Unsecured Transmission of User Content. You understand that the operation of the Site and Platform, including User Content, may be unencrypted and involve transmission to BrightestMinds’s third party vendors and hosting partners to operate and maintain the Site and Content. Accordingly, you acknowledge that you bear sole responsibility for adequate security, protection and backup of User Content. BrightestMinds will have no liability to you for any unauthorized access or use of any of User Content, or any corruption, deletion, destruction or loss of any of User Content.
Feedback. You may submit ideas, suggestions, or comments (“Feedback”) regarding the Site and Content or BrightestMinds’s business, products or services. By submitting any Feedback, you acknowledge and agree that (a) your Feedback is provided by you voluntarily and BrightestMinds may, without any obligations or limitation, use and exploit such Feedback in any manner and for any purpose, (b) you will not seek and are not entitled to any money or other form of compensation, consideration, or attribution with respect to your Feedback regardless of whether BrightestMinds considered or used your Feedback in any manner, and (c) your Feedback is not the confidential or proprietary information of you or any third party.
Your Representations and Warranties. You represent and warrant to BrightestMinds that your activity on the Site and BrightestMinds’s possession and use of User Content as contemplated in these T&Cs do not and will not violate, infringe, or misappropriate any third party’s copyright, trademark, right of privacy or publicity, or other personal or proprietary right, nor does User Content contain any matter that is defamatory, obscene, unlawful, threatening, abusive, tortious, offensive or harassing.
Termination of Access Due to Violations. BrightestMinds may, in its sole discretion and without prior notice, terminate your access to the Site and/or block your future access to the Site if we determine that you have violated these T&Cs or other agreements or guidelines which may be associated with your use of the Site. You also agree that any violation by you of these T&Cs will cause irreparable harm to BrightestMinds, for which monetary damages would be inadequate, and you consent to BrightestMinds obtaining any injunctive or equitable relief that BrightestMinds deems necessary or appropriate in such circumstances, without limiting BrightestMinds’s other available remedies. Further, Totpal may, in its sole discretion and without prior notice, terminate your access to the Site, for cause, which includes (but is not limited to) (1) requests by law enforcement or other government agencies, (2) discontinuance or material modification of the Site or any service offered on or through the Site, or (3) unexpected technical issues or problems.
NO WARRANTIES AND DISCLAIMER BY BRIGHTESTMINDS.
THE SITE AND CONTENT, AND ALL SERVER AND NETWORK COMPONENTS, ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS WITHOUT ANY WARRANTIES OF ANY KIND, AND BRIGHTESTMINDS EXPRESSLY DISCLAIMS ALL OTHER REPRESENTATIONS AND WARRANTIES, INCLUDING ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR NON-INFRINGEMENT, AND ANY REPRESENTATIONS OR WARRANTIES ARISING FROM COURSE OF DEALING, COURSE OF PERFORMANCE OR USAGE OF TRADE. YOU ACKNOWLEDGE THAT BRIGHTESTMINDS DOES NOT WARRANT THAT YOUR ACCESS OR USE OR BOTH OF THE THE SITE AND CONTENT WILL BE UNINTERRUPTED, TIMELY, SECURE, ERROR-FREE OR VIRUS-FREE, AND BRIGHTESTMINDS DOES NOT MAKE ANY WARRANTY AS TO THE RESULTS THAT MAY BE OBTAINED FROM USE OF THE SITE AND CONTENT, AND NO INFORMATION, ADVICE OR SERVICES OBTAINED BY YOU FROM BRIGHTESTMINDS OR THROUGH THE SITE AND PROPERTY WILL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THESE T&Cs.
BrightestMinds reserves the right to do any of the following, at any time, without notice: (1) to modify, suspend or terminate operation of or access to the Site, or any portion of the Site, for any reason; (2) to modify or change the Site, or any portion of the Site, for any reason; and (3) to interrupt the operation of the Site, or any portion of the Site, as necessary to perform routine or non-routine maintenance, error correction, or other changes.
Exclusion of Damages and Limitation of Liability. BrightestMinds does not charge fees for you to access and use the Site and Content pursuant to these T&Cs. As consideration for your free access and use of the Site and Content pursuant to these T&Cs, you further agree that BRIGHTESTMINDS WILL NOT BE LIABLE TO YOU FOR ANY INCIDENTAL, CONSEQUENTIAL, INDIRECT, SPECIAL, PUNITIVE OR EXEMPLARY DAMAGES (INCLUDING DAMAGES FOR LOSS OF BUSINESS, LOSS OF PROFITS OR THE LIKE) ARISING OUT OF OR RELATING TO THIS T&Cs, INCLUDING WITHOUT LIMITATION, YOUR USE OR INABILITY TO USE THE SITE, PLATFORM, MATCHING SERVICES, CONTENT, PROPRIETARY INFORMATION, OR ANY INTERRUPTION OR DISRUPTION OF SUCH USE, EVEN IF BRIGHTESTMINDS HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES AND REGARDLESS OF THE CAUSE OF ACTION (WHETHER IN CONTRACT, TORT, BREACH OF WARRANTY OR OTHERWISE). THE AGGREGATE LIABILITY OF BRIGHTESTMINDS WITH REGARD TO THIS T&Cs WILL IN NO EVENT EXCEED EUR€1.00.
Jurisdictional Limitations. Some states and other jurisdictions do not allow the exclusion of implied warranties or limitation of liability for incidental or consequential damages, which means that some of the above limitations may not apply to you. IN THESE STATES, BRIGHTESTMINDS’S LIABILITY WILL BE LIMITED TO THE GREATEST EXTENT PERMITTED BY LAW.
Dispute Resolution; Jury Waiver. THESE T&Cs ARE MADE UNDER, AND WILL BE CONSTRUED AND ENFORCED IN ACCORDANCE WITH, THE LAWS OF DELAWARE APPLICABLE TO AGREEMENTS MADE AND TO BE PERFORMED SOLELY THEREIN, WITHOUT GIVING EFFECT TO PRINCIPLES OF CONFLICTS OF LAW. In any action between or among any of the parties, whether arising out of these T&Cs or otherwise, each of the parties irrevocably and unconditionally (a) consents and submits to the exclusive jurisdiction and venue of the state and federal courts located in Wilmington Delaware; and (b) WAIVES ANY AND ALL RIGHT TO TRIAL BY JURY IN ANY LEGAL PROCEEDING ARISING OUT OF OR RELATED TO THIS AGREEMENT OR ANY TRANSACTIONS CONTEMPLATED HEREBY.