Last Update: January 24, 2019
Your attention is particularly drawn to the provisions of clause 13 (Limitation of liability).
1. THESE TERMS
1.1. What these terms cover. These are the terms and conditions on which we supply products to you, whether these are goods, services or digital content.
1.3. Why you should print a copy. You should print a copy of these Terms or save them to your computer for future reference.
1.4. We may amend these terms. We amend these Terms from time to time as set out in clause 13. Every time you wish to use our Services, please check these Terms to ensure you understand the terms which will apply at that time.
2. ABOUT US
2.1. Company details. Measure Protocol (company number 06609043) (we and us) is a company registered in England and Wales and our registered office is at c/o Blick Rothenberg Limited, 7-10 Chandos Street, London W1G 9DQ. We operate the website www.measureprotocol.com (Website).
2.2. Contacting us. To contact us e-mail us at email@example.com or write to Measure Protocol Ltd, c/o Blick Rothenberg Limited, 7-10 Chandos Street, London W1G 9DQ.
2.3. How we may contact you. If we have to contact you we will do so by writing to you at the email address or postal address you provided at the point of account registration. "Writing" includes emails.
3. YOUR ACCOUNT REGISTRATION
3.1. You are. You are an individual person who registers their details with our Measure App and creates an Account in order to be able to connect with brands and market researchers to earn Measure Points (as defined below) for your feedback on products, services and interesting topics (you and your).
3.2. Age limit. You must be sixteen (16) years or over to create a Measure account. You are only permitted to have one Measure account.
3.3. Your account information. When registering a Measure account with us, you are required to provide us with certain information such as your first name, last name, email address, country of residence, ZIP/postal code, date of birth, gender, employment status, education level, household income level and to select a password. You agree to provide only accurate, current and complete registration information and to keep that information updated in order to maintain its accuracy.
3.4. Your Log-In Information. You are required to select a password. Once registered we will store for you a pseudonymous user ID on the blockchain (together with your password, your Log-In Information).
3.5. Changes to/confidentiality of Log-In Information. You may change your password in the ‘my data’ tab of your Measure account at any time. You are responsible for maintaining the confidentiality of the Log-In Information, and you will be responsible for all uses of the Log-In Information whether or not authorised by you.
3.7. Security breach. In the event you become aware of or reasonably suspect any breach of security, including without limitation any loss, theft, or unauthorised disclosure or use of the Log-In Information, you must immediately notify us. We reserve the right to invalidate your password and/or to change the password linked to your Measure account without notice if we have reason to believe you are in breach of this clause 3.7.
3.8. If we have reason to believe that you are in breach of clause 3.2 or clause 3.3. We reserve the right to deactivate your Measure account and/or to suspend the supply of our Services and you may forfeit your Measure Points (as defined below) if we have reason to believe you are in breach of clause 3.2 or clause 3.3.
3.9. Our rights to your Measure account. We shall be entitled to activate, deactivate or reactivate your Measure account at our sole discretion and without any liability to you.
4. OUR SERVICES
4.1. Our services. Once you registered your Measure account, we shall use reasonable care and skill to provide the online services through our App, which shall include the provision of a way for you to:
4.1.1. participate in sponsored surveys from third parties;
4.1.2. respond to requests to share specific profile information;
4.1.3. provide feedback on interesting topics;
4.1.4. submit parts of your profile data in anonymized/encrypted ways to a centralized service that functions as a census (i.e. so we know that, for example, 56% of the user population is female); or
4.1.5. share passively collected behavioural data, collected during a certain time period, and pay you a Reward (together the Services).
4.2. Measure App. The Measure App is a mobile application comprised of the Measure Software created and developed by Measure for operation on iOS, Android and other mobile operating systems.
4.3. Measure Software. The Measure Software has been created and developed by Measure and uses blockchain technology to allow direct interaction between Measure’s corporate clients and you.
4.4. The ‘my data’ tab. You may use the ‘my data’ tab to:
4.4.1. update your profile data;
4.4.2. complete additional profile surveys (listed by category);
4.4.3. view history of all data requests; and
4.4.4. download all data requests.
4.6. Suspension of Services. Subject to clause 11 (Suspension) our Measure App shall be available 24 hours a day, 7 days a week and 365 days a year.
5. YOUR OBLIGATIONS
5.1. You must:
5.1.1. not breach your obligation set out in clause 6.2;
5.1.2. not take any survey other than in good faith, such as providing false answers or speeding through a survey or answering each question the same way. Measure reserves the right to withhold Measure Points (as defined below) if, in our reasonable view, your survey responses are untruthful or not well considered;
5.1.3. not use the Measure App, the Measure Software or the Services in any unlawful manner, for any unlawful purpose, or in any manner inconsistent with these Terms, or act fraudulently or maliciously, for example, by hacking into or inserting malicious code, such as viruses, or harmful data, into the Measure App, Measure Software, the Services or any operating system;
5.1.4. not infringe our intellectual property rights or those of any third party in relation to your use of the Measure App, Measure Software or the Services, including by the submission of any material (to the extent that such use is not licensed by these Terms);
5.1.5. not rent, lease, sub-license, loan, provide, or otherwise make available, the Measure App, the Measure Software or the Services in any form, in whole or in part to any person without prior written consent from us;
5.1.6. not copy the Measure App, the Measure Software, the Services nor any documentation thereto and content thereof, except as part of the normal use of the Measure App;
5.1.7. not translate, merge, adapt, vary, alter or modify, the whole or any part of the Measure App, the Measure Software, the Services and any documentation thereto nor permit the Measure App, the Measure Software, the Services and any documentation thereto or any part of them to be combined with, or become incorporated in, any other programs, except as necessary to use the Measure App, the Measure Software and the Services on devices as permitted in these Terms;
5.1.8. not disassemble, de-compile, reverse engineer or create derivative works based on the whole or any part of the Measure App, the Measure Software or the Services nor attempt to do any such things;
5.1.9. not transmit any material that is defamatory, offensive or otherwise objectionable in relation to your use of the Measure App, Measure Software or the Services;
5.1.10. not use the Measure App, Measure Software or the Services in a way that could damage, disable, overburden, impair or compromise our systems or security or interfere with other users;
5.1.11. not use the Measure App, Measure Software or the Services to buy or solicit for goods, services, or money, or to advertise or sell products or services to others. For example, do not post any advertising, referrals, promotional materials, junk mail, "spam", chain letters, pyramid schemes or any other form of solicitation;
5.1.12. not collect or harvest any information or data from the Measure App, Measure Software, the Services or our systems or attempt to decipher any transmissions to or from the servers running the Services;
5.1.13. not publish or make reference in any media to any survey or Measure App content without our prior written consent; and
5.1.14. not access or use any part of the Measure App, Measure Software or the Services for anything other than your personal, non-commercial use.
5.2. Your licence. You hereby give a non-exclusive, perpetual, unlimited, worldwide, royalty-free right to Measure to use for any purpose any content you submit to the Measure App, the Measure Software and the Services, including the right to edit, copy, transmit, publish, display, modify, distribute, create derivative works from and develop such content and to transfer such content to third parties. You, not Measure, will have sole responsibility and liability for all content you use, upload, post or submit to the Measure App, the Measure Software and the Services, including any survey in which you participate, including the obligation to obtain any necessary approvals and authorisations required to post such content.
6. CONFIDENTIALITY OF SURVEYS
6.1. Confidential and/or proprietary information. Our corporate clients may disclose confidential and/or proprietary information and materials to you as part of a survey, and such information and materials shall remain the sole and exclusive property of its owner. This confidential information may include, but is not limited to, new product ideas or concepts, packaging concepts, advertising and movie or television concepts or trailers, and the text, visual images and sounds related thereto.
6.2. Your obligation. You must keep the contents and materials disclosed to you as part of all surveys in which you participate confidential and not disclose them to any third party or use the confidential information for any purpose except for the sole purpose of completing the survey. If you breach this obligation, in addition to forfeiture of your Reward and termination of your Measure account, you may be liable for monetary damages to us and/or our corporate client for damages caused by the result of your breach.
7. HOW WE MAY USE YOUR PERSONAL INFORMATION
8. MEASURE POINTS AND REWARDS
8.1. Measure Points. When you use our Services you may earn Measure Points (but only if you comply with clause 5.1.2) which will be credited to your Measure account. Our Measure Points are pegged to selected real world currencies (as to be specified by us in the Measure App) (Measure Point).
8.2. Earning Measure Points. The number of Measure Points you can earn with each activity (e.g. participation in surveys, sharing of your profile information, submitting parts of your profile data or agreeing to share passively collected behavioural data, collected during a certain time period) will be displayed to you before you can start that activity.
8.3. Redeeming Rewards. Measure Points are redeemable for vouchers, entries into a price draw or any other benefit made available to you (Reward). You may redeem a Reward against any Measure Points credited to you. We will make available the Reward as soon as reasonably possible using the details you provided.
8.4. Your Account. We will maintain a record of all the Measure Points credited to (clause 8.2) and debited (clause 8.3) from your Measure account. You will be able to check the status of your Measure Points account by logging into your Measure account.
8.5. Expiration of Measure Points. Measure Points will expire after a twelve (12) months period unless you use our Services or make a claim to redeem Measure Points. This means that the actual expiration date will always be twelve (12) months from the date of your most recent use of our Services or claim to redeem Measure Points.
9. INTELLECTUAL PROPERTY RIGHTS
All intellectual property rights in the Measure App, the Measure Software, the Services and any documentation thereto and content thereof throughout the world belong to us (or our licensors) and the rights in the Measure App, the Measure Software, the Services and any documentation thereto and content thereof are licensed (not sold) to you. You have no intellectual property rights in, or to, the Measure App, the Measure Software, the Services and any documentation thereto and content thereof other than the right to use them in accordance with these Terms.
10. OUR RESPONSIBILITY FOR LOSS OR DAMAGE SUFFERED BY YOU
10.1. We are responsible to you for foreseeable loss and damage caused by us. If we fail to comply with these terms, we are responsible for loss or damage you suffer that is a foreseeable result of our breaking this contract or our failing to use reasonable care and skill, but we are not responsible for any loss or damage that is not foreseeable. Loss or damage is foreseeable if either it is obvious that it will happen or if, at the time the contract was made, both we and you knew it might happen, for example, if you discussed it with us during the sales process.
10.2. We do not exclude or limit in any way our liability to you where it would be unlawful to do so. This includes liability for death or personal injury caused by our negligence or the negligence of our employees, agents or subcontractors; for fraud or fraudulent misrepresentation; for breach of your legal rights in relation to the Services supplied with reasonable skill and care.
10.3. When we are liable for damage to your property. If defective digital content which we have supplied damages a device or digital content belonging to you and this is caused by our failure to use reasonable care and skill we will either repair the damage or pay you compensation. However, we will not be liable for damage which you could have avoided by following our advice to apply an update offered to you free of charge or for damage which was caused by you failing to correctly follow installation instructions or to have in place the minimum system requirements advised by us.
10.4. We are not liable for business losses. We only supply the products for domestic and private use. If you use the products for any commercial, business or re-sale purpose we will have no liability to you for any loss of profit, loss of business, business interruption, or loss of business opportunity.
10.5. Limitations to the App and the Services. The Measure App and the Services are provided for general information and entertainment purposes only. They do not offer advice on which you should rely. You must obtain professional or specialist advice before taking, or refraining from, any action on the basis of information obtained from the Measure App or the Services. Although we make reasonable efforts to update the information provided by the Measure App and the Services, we make no representations, warranties or guarantees, whether express or implied, that such information is accurate, complete or up to date.
10.6. Event Outside Our Control. We will not be liable or responsible for any failure to perform, or delay in performance of, any of our obligations under these Terms that is caused by an event outside our control.
11.1. Suspension. We may, at any time, suspend or withdraw all or parts of the Measure App, the Measure Software and the Services by giving notice to you if:
11.1.1. necessary for business and operational reasons,
11.1.2. necessary for repair, maintenance or improvement of the Measure App, the Measure Software and the Services or to protect life, limb or property; and
11.1.3. required to comply with any laws, regulations or instructions issued by the government, an emergency service or other competent authority.
11.2. Notice. Except in an emergency when no such notice is required, we will aim to give you as much notice as reasonably practicable if the Measure App, the Measure Software and the Services are to be suspended.
11.3. Liability. We shall not be liable to you for any suspension of the Services and your use of the Measure App and the Measure Software howsoever caused.
12.1. Your termination right. You may terminate these Terms at your sole discretion at any time by uninstalling the Measure App or by closing your Measure account in accordance with the step by step guide available in our Measure App. Alternatively you can send us an email at firstname.lastname@example.org.
12.2. Our termination right. We may, for any reason and at any time, restrict your access, suspend or terminate your Measure account, the Services and these Terms by sending notice to your email address, by inmail to your Measure account as indicated in your ‘my data’ tab, or without provision of notice if we have reasons to believe that you are in breach of these Terms, any law, or rights of any third party.
12.3. Consequences of termination. If these Terms are terminated:
12.3.1. your licence to use the Measure App, the Measure Software and the Services terminates automatically;
12.3.2. you must stop all activities authorised by these Terms, including your use of the Measure App, the Measure Software and the Services;
12.3.3. you forfeit all your rights to the Measure Poins previously credited to your Measure account
12.3.4. you must delete or remove the Measure App from all devices in your possession and immediately destroy all copies of the Measure App which you have and, on request, confirm to us that you have done this.
12.3.5. we may remotely access your devices and remove the Measure App from them and cease providing you with access to the Services.
12.4. Termination of your Measure account, the Services and these Terms shall not affect any rights, remedies, obligations or liabilities of the parties that have accrued up to the date of termination, including the right to claim damages in respect of any breach of these Terms which existed at or before the date of termination.
13. OUR RIGHT TO VARY THESE TERMS
We may amend these Terms from time to time at our sole discretion. We may inform you of any changes in our Terms by sending you an email, an inmail to your Account, by showing a notice about our new Terms in our Measure App or by other suitable means, you may then contact us to terminate these Terms before the changes take effect. Please look at the top of this page to see when these Terms were last updated and which Terms were changed.
14. OTHER IMPORTANT TERMS
14.1. We may transfer this agreement to someone else. We may transfer our rights and obligations under these terms to another organisation. We will always tell you in writing if this happens and we will ensure that the transfer will not affect your rights under the contract.
14.2. Nobody else has any rights under this contract. This contract is between you and us. No other person shall have any rights to enforce any of its terms.
14.3. If a court finds part of this contract illegal, the rest will continue in force. Each of the paragraphs of these terms operates separately. If any court or relevant authority decides that any of them are unlawful, the remaining paragraphs will remain in full force and effect.
14.4. Even if we delay in enforcing this contract, we can still enforce it later. If we do not insist immediately that you do anything you are required to do under these terms, or if we delay in taking steps against you in respect of your breaking this contract, that will not mean that you do not have to do those things and it will not prevent us taking steps against you at a later date. For example, if you miss a payment and we do not chase you but we continue to provide the products, we can still require you to make the payment at a later date.
14.5. Which laws apply to this contract and where you may bring legal proceedings. These terms are governed by English law and you can bring legal proceedings in respect of the products in the English courts. If you live in Scotland you can bring legal proceedings in respect of the products in either the Scottish or the English courts. If you live in Northern Ireland you can bring legal proceedings in respect of the products in either the Northern Irish or the English courts.