These Terms govern your access to and use of the JAAQ Workplace platform made available via a bespoke domain or via a mobile application (whether directly or via another organisation) which: (a)can be used to curate questions and answers in respect of mental health and other conditions and issues with those answers provided in audio and/or visual format by individuals with knowledge and/or experience of the questions asked (each a “Conversation”); and (b) through its machine-learning capabilities, is also able to analyse and develop further questions and answers in response to users’ interactions with Conversations from the questions and answers posed with the aim being to assist and aid users in their understanding of the conditions to which they relate to support them in gaining a better understanding of them and how to deal with them (both the website and the mobile application together the “Platform”).
Please read these Terms carefully before accessing and using the Platform. If you do not accept these Terms, do not use the Platform.
a) Acceptance of Terms. By accessing and/or using the Platform, including clicking the “Continue” button when creating an account to indicate your consent, you accept and agree to be bound by these Terms, just as if you had agreed to these Terms in writing. If you do not agree to these Terms, do not use the Platform.
b) Amendment of Terms. JAAQ may amend these Terms from time to time. We shall serve notice of any amendments to users via the email that they provided upon sign up and shall also provide a banner on the Platform indicating any changes too. Unless we provide a delayed effective date, all amendments will be effective upon our posting of such updated Terms on the Platform. Your continued access to or use of the Platform after such posting constitutes your consent to be bound by the Terms, as amended.
c) Additional Terms. The JAAQ Workplace Privacy & Cookies Policy (see: [INSERT LINK]) is hereby incorporated by reference.
2. JAAQ Workplace Platform
a) JAAQ Workplace Platform. The Platform enables you to access, view and interact with any Conversation made available via the Platform.
b) Platform Access. You must create an account to access the Platform. The Platform can thereafter only be accessed whilst you are logged into your account.
c) Account creation. You must be invited by your employer to be able to seek access to the Platform. Following this invitation, you will be prompted to set up your own password in order to create an account. When you create an account you undertake that the information you provide to JAAQ when you sign up to the Platform and at all other times will be true, accurate, current, and complete and that you will keep this information accurate and up-to-date at all times. You are solely responsible for all activity that occurs under your account, including any activity by unauthorised users. You are solely responsible for providing your own access (e.g., computer, mobile device, internet connection, etc.) to the Platform. Once you have signed up to the Platform you will be able to amend and update your account information as required. Your JAAQ account is personal to you and you agree not to create more than one account.
d) Use of the Platform. You must not use or exploit the Platform for commercial purposes. To use the Platform you must have access to the Internet or other communication networks through which we make our Platform available. JAAQ continually updates and tests various aspects of the Platform. We reserve the right to include you in or exclude you from these tests without notice. You understand and agree that JAAQ may take actions we deem reasonably necessary to prevent fraud and abuse of the Platform.
e) Eligibility Criteria. You must be over 13 to use our Platform. If you are between 13 and 18 then you confirm that you have obtained your parent/guardian consent before using the Platform and that they have agreed to these Terms on your behalf.
f) Availability. The availability of all or part of our Platform and any Conversation may be limited based on demographic, age, or other criteria as we may establish from time to time. You understand and agree we may disallow you from subscribing to JAAQ or may terminate your subscription at any time based on these criteria. The Platform is not available to any user previously suspended or removed from the Platform by JAAQ. By using the Platform, you represent and warrant to JAAQ that you have not been previously suspended or removed from the Platform. If you choose to access the Platform you are responsible for compliance with all applicable local laws that apply to such use including, without limitation, laws relating to use of the internet, data, email or other electronic messages, or privacy.
g) Responsibility for Access. It is your responsibility to ensure that you have appropriate technical requirements in place to access the Platform, including sufficient internet bandwidth to view any Conversation. We are not required to maintain anything other than the current version of the Platform and you will, for example, be required to ensure that your mobile operating system matches our current Platform requirements.
h) Licence to use the Platform. Subject to your compliance with these Terms we grant you a non-exclusive, non-transferable, revocable, personal licence to access and use the Platform solely for your own personal use, and specifically to view and interact with each Conversation and the other Platform features. This licence is personal to you and should we establish or reasonably suspect that you are using anyone else’s account details we shall have the right to suspend and/or terminate your access to the Platform until this issue is resolved.
i) No Reliance. You acknowledge and agree that each Conversations acts as one tool in guiding, assisting and supporting any person accessing such Conversation with the information about the specific condition to which that Conversation relates. The Conversations provided by JAAQ are neither intended to constitute a complete or definitive statement as to the impact of or treatment needed in respect of that condition or any diagnosis nor are they intended to constitute medical or any other advice in any particular situation. JAAQ shall not be liable in any way for any actions taken by you as a result of viewing and/or accessing any Conversation.
j) Nature of Platform Content. You acknowledge and agree that the nature of the Platform means that certain Conversations may contain content and/or materials which are not suitable for all users. For example, a Conversation may contain profane language and/or descriptions for which user discretion is advised, in particular if you are under-18. JAAQ shall not be liable in any way for any actions taken by you as a result of viewing and/or accessing any such Conversation.
3. Termination or Modification by JAAQ
a) Our rights to terminate/amend. Whilst, of course, JAAQ wishes to make its Platform available as widely as possible, you agree that JAAQ must retain the right, in its sole discretion and for any or no reason at any time, with or without notice, to: (i) terminate, cancel, deactivate, disable, delete and/or suspend any account, subscription, your access to or use of the Platform and/or any Conversation (or any part thereof) you may have with JAAQ; (ii) remove and discard all or any part of your account; and/or (iii) discontinue, disable, suspend, modify or alter any aspect, feature or policy of the Platform including any Conversation made available via the Platform (and/or any part thereof). You acknowledge that your only right with respect to any dissatisfaction with any modification or discontinuation of service made by us is to stop using the Platform and terminate your account.
b) Breach. If we determine that you have violated these Terms or otherwise engaged in illegal or improper use of the Platform, JAAQ shall be entitled to immediately terminate your right to access the Platform, including your account. You agree that JAAQ will not be liable to you or any third party for any such termination. If JAAQ deletes your account for these reasons, you may not re-register for or use the Platform under any other user name, email, payment method or profile. JAAQ may block your access to the Platform to prevent re-registration.
Your privacy is important to JAAQ. The JAAQ Workplace Privacy & Cookies Policy is available on the Platform for reference (see: [INSERT LINK]). Please read this Privacy & Cookies Policy carefully for information relating to JAAQ’s collection, use, and disclosure of your personal data. By agreeing to these Terms, you also agree to the JAAQ Workplace Privacy & Cookies Policy.
5. Prohibited Conduct:
Without limiting the prohibitions and restrictions found elsewhere throughout these Terms, you agree not to:
(i) act in a deceptive or fraudulent manner by, among other things, impersonating another person or access another user’s account without that person’s permission;
(ii) share JAAQ passwords with any third party or encourage any other user to do so;
(iii) reproduce, modify, prepare derivative works based upon the content on the Platform, or distribute, license, lease, sell, resell, transfer, publicly display, publicly perform, transmit, stream, broadcast, use for commercial purposes or otherwise exploit any portion of the Platform (including any Conversation);
(iv) misrepresent the source, identity, or content of information transmitted via the Platform, including deleting the copyright or other proprietary rights or notices from any portion of the Platform (including any Conversation);
(v) use the Platform in any manner that could damage, disable, overburden, or impair it or interfere with any other party’s use and enjoyment of the Platform;
(vi) send to Platform users pornographic, threatening, embarrassing, hateful, racially or ethnically insulting, libellous, or otherwise inappropriate content;
(vii) decompile, reverse engineer or disassemble the Platform, in whole or in part (including any Conversation) except as may be permitted by applicable law;
(viii) link to, mirror or frame any portion of the Platform (including any Conversation);
(ix) cause or launch any program or scripts for the purpose of scraping, indexing, surveying, or otherwise data mining any portion of the Platform (including any Conversation) or unduly burdening or hindering the operation and/or functionality of any aspect of the Platform(including any Conversation);
(x) attempt to gain unauthorized access to or impair any aspect of the Platform or its related systems or networks or interfere or attempt to interfere with the proper working of the Platform or any activities conducted on the Platform (including any Conversation);
(xi) make unsolicited offers, advertisements, proposals, or send junk mail or “spam” to users;
(xii) remove, circumvent, disable, damage or otherwise interfere with security-related features of the Platform, any features that prevent or restrict use or copying of any content accessible through the Platform, or any features that enforce limitations on the use of the Platform or the content therein (including any Conversation);
(xiii) obtain or attempt to obtain any materials or information through any means not intentionally made available through the Platform (including any Conversation);
(xiv) modify the Platform in any manner or form, nor to use modified versions of the Platform, including (without limitation) for the purpose of obtaining unauthorised access to the Platform (including any Conversation);
(xv) use any robot, spider, scraper, or other automated means to access the Platform for any purpose without our express written permission or bypass our robot exclusion headers or other measures we may use to prevent or restrict access to the Platform (including any Conversation); or
(xvi) use the Platform (including any Conversation) for or in connection with any purpose that is unlawful or prohibited by these Terms.
JAAQ reserves the right to refuse service, terminate accounts, remove or edit content in its sole discretion.
6. Ownership; Proprietary Rights
a) Our IP. The Platform is owned and operated by JAAQ. “Materials” means the content, recordings, visual interfaces, graphics, design, compilation, information, computer code, products, software (including any downloadable software), services, and all other elements of the Platform provided by JAAQ and specifically including each Conversation. All Materials contained on the Platform are the intellectual property of JAAQ and/or third-party licensors whether registered or unregistered and may not be used in connection with any product or service or in any manner that is likely to cause confusion as to our endorsement, affiliation or sponsorship of any person, product or service. All trade marks, service marks, and trade names used by us on the Platform are proprietary to JAAQ and/or third-party licensors. Except as expressly authorised by JAAQ under these Terms or otherwise, you agree not to sell, license, distribute, copy, modify, publicly perform or display, transmit, publish, edit, adapt, create derivative works from, or otherwise make unauthorised use of the Materials and may only access the Materials for your personal, non-commercial use. In the event that Materials are downloaded to your computer, mobile phone or other device, you do not obtain any ownership interest in such Materials. All rights not expressly granted in these Terms are reserved.
b) Feedback. If you provide JAAQ with any comments, bug reports, feedback, or modifications proposed or suggested by you to the Platform (“Feedback”), JAAQ shall have the right to use such Feedback at its discretion, including, but not limited to the incorporation of such suggested changes into the Platform. You hereby grant JAAQ a perpetual, irrevocable, nonexclusive license under all rights necessary to incorporate and use your Feedback for any purpose without notice to, consent by or compensation to you or any third party.
7. Third-party Sites, Products and Services
a) Linked Sites. The Platform may include links to other websites or services (“Linked Sites”) solely as a convenience to users. JAAQ does not endorse any such Linked Sites or the information, material, products, or services contained on other Linked Sites or accessible through other Linked Sites. Furthermore, JAAQ makes no express or implied warranties with regard to the information, material, products, or services that are contained on or accessible through Linked Sites. Access and use of Linked Sites, including the information, material, products, and services on Linked Sites or available through Linked Sites, is solely at your own risk.
b) No responsibility for third party sites. We are not responsible for the products and services provided by any third parties featured on our Platform (including any JAAQ partner), and any use by you of such products and services is at your own risk. Your correspondence or business dealings with, or participation in promotions of, third parties found on or through the Platform are solely between you and such third party. You understand and agree that JAAQ will have no liability in respect of any loss or damage you may incur as a result of any such dealings with third parties or as the result of the presence of such third party on the Platform.
a) No implied terms. The express terms of these Terms are in place of all warranties, representations, conditions, terms, undertakings and obligations which but for the Terms would be implied or incorporated into the Terms, or any collateral agreement, by statute, common law, custom, trade usage, course of dealing or otherwise, all of which are excluded to the fullest extent permitted by law.
b) Liability that cannot be excluded. Nothing in these Terms shall operate to exclude or limit liability for: (i) death or personal injury caused by the negligence of JAAQ its servants, agents, employees or sub-contractors; (ii) any breach or contravention of the terms implied by Section 2 Supply of Goods and Services Act 1982; or (iii) fraudulent misrepresentation.
c) Exclusions. JAAQ do not make any representation or warranty as to the reliability, timeliness, quality, suitability, availability, accuracy or completeness of the Platform (including any Conversation). Neither we nor our licensors represent or warrant that: (i) the use of the Platform, will be secure, timely, uninterrupted or error-free or operate in combination with any other hardware, software, system or data; (ii) the quality of the Platform, will meet your requirements or expectations; (iii) the server(s) that make the Platform available are free of viruses or other harmful components. The Platform and each Conversation is provided to you strictly on an “as is” basis; (iv) any stored data will be accurate or reliable; or (v) any errors or defects will be corrected.
d) Only responsible for foreseeable losses or damages. Subject to clause 8(b) above, we are responsible for loss or damage you suffer that is a foreseeable result of our breaching these Terms, but we are not responsible for any loss or damage that is not foreseeable.
e) Liability cap. Subject to clauses 8(b) and (d) above, our maximum aggregate liability arising out of or in connection with these Terms or any collateral agreement, whether in contract or tort (including in each case negligence) or otherwise shall in no circumstances exceed £50.
f) Force majeure. We shall not be responsible for any breach of these Terms caused by circumstances beyond our reasonable control.
a) Transfer. 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 these Terms. If you are unhappy with the transfer you may contact us to end these Terms Within 7 days of us telling you about it. You may only transfer your rights or your obligations under these Terms to another person if we agree to this in writing.
b) Severability. Each of the clauses of these Terms operates separately. If any court or relevant authority decides that any of them are unlawful, the remaining clauses will remain in full force and effect.
c) Waiver. 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 these Terms, 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.
d) Notices. Notices will be sent to you at the email address that you provided to JAAQ during the registration process. Notices may be sent to us here [INSERT HYPERLINK]. Notice will be deemed given 24 hours after the email is sent, unless the sender receives an automatic, electronic notification that such notice was not successfully received. Without prejudice to the foregoing, we may serve you legal notice by post to the address provided during the registration process (if any). In such case, notice will be deemed given three days after the date of posting.
e) Governing Law and Jurisdiction. These Terms are governed by English law and you can bring legal proceedings in respect of your access and use of the Platform 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.
Issue Date: March 2023