Effective date: 10 Jan 2024
These user terms of service (‘User Terms’) govern your access and use of our platform services and content (“Services”) and they are a legally binding contract between you and us. As part of these User Terms, you agree to comply with the most recent version of our acceptable use policy (“AUP”), which is incorporated by reference into these User Terms. Your continued use of the Services indicates your agreement to be bound by this Policy and our AUP (and any updates to either which are notified to you). If you do not accept any part of these User Terms or the AUP then you must stop using the Services.
References to ‘we’, ‘our’ and ‘us’ refers to the applicable Hive Learning entity defined in the “Contacting Us” section at the end of these User Terms.
Customer’s choices and instructions: Your use of the Services is controlled by the organisation or third party that has authorised your use of our Services. That organisation/third party is our customer (“Customer”) and has entered into a written agreement with us (or our affiliate) (in either case, the ‘Contract’) which permits the Customer to create and configure the Services so that you and other authorised users (“Authorised Users”) may enjoy them.
The Services may allow you to post comments, content or otherwise communicate with others (“Submissions”). Under the Contract, your Submissions form part of the Customer’s data (“Customer Data”). When you use the Services, you acknowledge and agree that, to the fullest extent possible, the ownership of Submissions lies with the Customer. Further the Contract gives the Customer control over its Customer Data (including Submissions) and the Customer is allowed to manage an Authorised User’s access to and use of the Services. Decisions the Customer makes may lead to access, use, disclosure, modification, or deletion of specific or all Submissions.
The relationship between you, the Customer and us: YOU ACKNOWLEDGE THAT IT IS SOLELY THE CUSTOMER’S RESPONSIBILITY TO (A) INFORM YOU ABOUT RELEVANT CUSTOMER POLICIES, PRACTICES, AND SETTINGS IMPACTING THE PROCESSING OF YOUR SUBMISSIONS; (B) OBTAIN NECESSARY RIGHTS, PERMISSIONS, OR CONSENT FOR LAWFUL USE OF YOUR SUBMISSIONS AND SERVICE OPERATION; (C) ENSURE LAWFUL TRANSFER AND PROCESSING OF YOUR SUBMISSIONS UNDER THE CONTRACT; AND (D) HANDLE DISPUTES WITH YOU AND ANY OTHER AUTHORISED USERS RELATING TO SUBMISSIONS TO THE SERVICES OR TO ANY OTHER CUSTOMER DATA, SERVICES, OR RELATING TO THE CUSTOMER’S FAILURE IN ANY OF THE ABOVE OBLIGATIONS. WE PROVIDE THE SERVICES ON AN ‘AS IS’ AND ‘AS AVAILABLE’ BASIS, WITH NO REPRESENTATIONS OR WARRANTIES TO YOU, WHETHER EXPRESS OR IMPLIED. THIS SECTION SURVIVES TERMINATION OR EXPIRATION OF THESE USER TERMS.
Age Limit: The Services are not meant for, and should not be used by, (a) individuals under the age of sixteen or (b) individuals below the applicable age of majority as per the data protection laws in your jurisdiction. When you use these Services you confirm that you meet the legal age requirement and that you are the individual that has been authorised by the Customer to use the Services. If either of these representations is untrue, you may not access or use the Services. You must also be of legal working age to use the Services.
Compliance with Policies: All Authorised Users must comply with our AUP and any applicable policies established by the Customer. Non-compliance with either must be reported to the Customer.
Permission to use the Services: These User Terms stay in effect until the Customer’s subscription for you ends or is terminated, or until the Customer or we end your access to the Services. If you want to end your account (e.g. because you disagree with any updates to these User Terms or the AUP) you are to notify the Customer immediately.
Limitation of liability: If we believe that there is a violation of the Contract, User Terms, the AUP or any of our other policies that can simply be remedied by the Customer’s removal of certain Customer Data or taking other action, we will, in most cases, ask the Customer to take action rather than intervene. We may directly step in and take what we determine to be appropriate action (including disabling your account) if the Customer does not take appropriate action or we believe that there is a credible risk of harm to us, the Services, other Authorised Users, or any third parties. IN NO EVENT WILL YOU OR WE HAVE ANY LIABILITY TO THE OTHER FOR ANY LOST PROFITS OR REVENUES OR FOR ANY INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, COVER OR PUNITIVE DAMAGES HOWEVER CAUSED, WHETHER IN CONTRACT, TORT OR UNDER ANY OTHER THEORY OF LIABILITY, AND WHETHER OR NOT THE PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. UNLESS YOU ARE ALSO A CUSTOMER (AND WITHOUT LIMITATION TO OUR RIGHTS AND REMEDIES UNDER THE CONTRACT), YOU WILL HAVE NO FINANCIAL LIABILITY TO US FOR A BREACH OF THESE USER TERMS. OUR MAXIMUM AGGREGATE LIABILITY TO YOU FOR ANY BREACH OF THE USER TERMS IS ONE HUNDRED POUNDS (GBP £100) IN THE AGGREGATE. THE FOREGOING DISCLAIMERS WILL NOT APPLY TO THE EXTENT PROHIBITED BY APPLICABLE LAW AND DO NOT LIMIT EITHER PARTY’S RIGHT TO SEEK AND OBTAIN EQUITABLE RELIEF. THIS SECTION SURVIVES TERMINATION OR EXPIRATION OF THESE USER TERMS.
Consumer laws: Consumer laws do not apply to our Services, as they are designed for business and organisational use. If, by law, any consumer laws are applicable and cannot be lawfully excluded, these User Terms will not limit your statutory warranties, guarantees, rights, or remedies. Our liability, at our discretion, is limited to replacing, repairing, or resupplying the Services, or providing a pro-rata refund to the Customer for prepaid fees covering the remaining term of your subscription.
The following general provisions shall survive termination or expiration of these User Terms:
Notices: we will send notices under the User Terms by email or via the Services. Notices to us should be sent to email@example.com . Notices under the Contract will be delivered solely to the Customer in accordance with the terms of the Contract.
Waiver: No failure or delay by either party in exercising any right under these User Terms, including the AUP, will constitute a waiver of that right. No waiver under the User Terms will be effective unless made in writing and signed by an authorised representative of the party being deemed to have granted the waiver.
Severability: We will enforce these User Terms and AUP as much as allowed by law. If any part is found unlawful by a court, it will be adjusted to fulfil its original intent as much as permitted by law. The rest of the User Terms will still apply.
Assignment: You may not assign any of your rights or delegate your obligations under these User Terms, including the AUP, whether by operation of law or otherwise, without the prior written consent of us (not to be unreasonably withheld).
Governing law, venue, fees: These User Terms, the AUP, and any disputes arising out of or related hereto, will be governed exclusively by the same applicable governing law of the Contract and the courts located in the applicable venue of the Contract will have exclusive jurisdiction to adjudicate such dispute. Unless the Customer informs you otherwise, for UK and EMEA Customers this shall be the laws and courts of England and Wales. For US and Canadian Customers, this shall be the laws and courts of the state of New York.
Entire agreement: These User Terms, along with any referenced terms (e.g the AUP), constitute the full agreement between you and us, replacing all prior agreements. If there’s a conflict between these User Terms and any referenced terms, these User Terms shall take precedence. If there’s a conflict with the Contract, then the Contract shall prevail first, followed by these User Terms, and then any referenced pages. The Customer is solely responsible for informing you and any other Authorised User of conflicts, until then, these User Terms are binding.
Contacting Us: For UK and EMEA based Customers and Authorised Users: Hive Learning Limited. Scale Space, 58 Wood Lane, London W12 7RZ. For US and Canada based Customers and Authorised Users: Hive Learning, Inc. 1178 Broadway, 3rd floor, New York, NY 10001.