Terms of Use

1. ACCEPTANCE OF TERMS

The following agreement outlines your obligations when using the H1 Insights, Inc. website, application, and any other product provided by H1 (each a “Site” and, collectively, the “Sites”). The Sites are owned and operated by H1 Insights, Inc. (“H1”), a Delaware corporation, and are accessed by you under the terms of use described below (“Terms of Use”). PLEASE READ THESE TERMS OF USE CAREFULLY BEFORE ACCESSING OR USING ANY SITE OR ANY CONTENT ON ANY SITE. BY ACCESSING A SITE OR ANY CONTENT ON A SITE, YOU AGREE TO BECOME BOUND BY THESE TERMS AND CONDITIONS. IF YOU DO NOT AGREE TO ALL THE TERMS AND CONDITIONS, THEN YOU MAY NOT ACCESS A SITE OR USE THE CONTENT OR ANY SERVICES ON OR IN A SITE. H1’S ACCEPTANCE IS EXPRESSLY CONDITIONED UPON YOUR ASSENT TO ALL OF THESE TERMS AND CONDITIONS.

Any authorized user accessing a Site pursuant to an agreement between H1 and an H1 customer (each an “Agreement” and, collectively, the “Agreements”) shall be bound by these Terms of Use in addition to any additional terms contained in the applicable Agreement(s).

2. CONTENT, CONTENT OWNERSHIP, AND USAGE RIGHTS

H1 shall retain all worldwide rights in the intellectual property of the Sites and any original content on the Sites, including, but not limited to, trademarks, graphical elements, and the copyright in and to its original content. Unless otherwise indicated, all content on the Sites is copyrighted or otherwise protected and owned by H1, or a third party that licensed the right to use such content to H1. Unless otherwise expressly noted, nothing that you read or see on the Sites or other site content, or any of the source code or HTML code that H1 uses to generate the Sites, may be copied, reproduced, modified, distributed, transmitted, republished, displayed, or performed for commercial use without the prior written consent of H1, except as otherwise provided in these Terms of Use, or permitted by relevant law.

H1 content on the Sites can include information collected from public sources. H1 uses diligent care to provide accurate, updated information, but all content is presented “as is, as available,” and H1 does not represent, warrant, or guarantee the quality or accuracy of content derived from public and/or third-party sources. (See additional information in Section 4, Warranty Disclaimers.) Moreover, you understand that by accessing the Sites and certain features thereon, you may be exposed to content that you may find objectionable, and, in that respect, you use the Sites at your own risk.

In certain instances, you may upload to the Sites or otherwise share with H1 content. You represent, warrant, and covenant that (i) you have all rights, title, and interest in the content you provide; or (ii) the entity with which you are associated that has entered into an Agreement with H1 has all rights, title, and interest in the content necessary to share it with H1. Further, you represent, warrant, and covenant that H1’s use of the content you provide will not infringe upon the intellectual property rights of any third party or give rise to such third-party claims.

For profiles or other portions of the Sites where applicable, TWITTER, TWEET, RETWEET, and the Twitter Bird logo are trademarks of Twitter Inc. or its affiliates.

3. RULES OF THE SITES

As a condition to using any Site, you must provide accurate personal information when H1 creates an account for you or your Company, and update any changes over time. Once registration is successful, you will receive an account and corresponding password from the applicable Site; you are responsible for the management of the account and password, as well as any activity carried out under the account.

You agree that:

• You will not use any Site or its content for any unlawful purpose;
• You will not take actions that adversely affect the normal operation of any Site;
• You will not use any Site to disseminate spam or any harassing, abusive, threatening, vulgar, obscene, or other illegal information; and
• You will promptly notify H1 of any illegal use of your account or security breach if you become aware of it.

4. WARRANTY DISCLAIMERS

Diligent care has been taken in acquiring and providing the information included and posted on the Sites. Nonetheless, H1 makes no guarantee or warranty, express or implied, as to the reliability, accuracy, timeliness or completeness of that information and assumes no responsibility for any errors or omissions therein. A USER ACCESSES THE SITES AT THE USER’S OWN RISK. THE SITES AND ALL CONTENT ON THE SITES IS PROVIDED ON AN “AS IS, AS AVAILABLE” BASIS WITHOUT WARRANTY OF ANY KIND, AND ANY AND ALL WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE OR NON-INFRINGEMENT ARE SPECIFICALLY DISCLAIMED. NEITHER H1 NOR ITS AFFILIATES, EMPLOYEES, AGENTS, OR THIRD-PARTY CONTENT PROVIDERS SHALL BE LIABLE FOR ANY LOSS RESULTING FROM USE OR UNAVAILABILITY OF INFORMATION OR CONTENT ON THE SITES, INCLUDING, BUT NOT LIMITED TO, ANY LOST PROFITS, LOSS OR DAMAGE TO DATA, OR ANY DIRECT, INDIRECT, SPECIAL, CONSEQUENTIAL, COMPENSATORY, OR INCIDENTAL DAMAGES, EVEN IF THEY HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THIS DISCLAIMER IS APPLICABLE TO ANY DAMAGE OR INJURY RESULTING FROM NEGLIGENCE OR OMISSION OF H1, COMPUTER VIRUS OR OTHER SIMILAR ITEM, TELECOMMUNICATIONS ERRORS, OR UNAUTHORIZED ACCESS TO OR USE OF USER INFORMATION THROUGH THEFT OR ANY OTHER MEANS. H1 IS NOT LIABLE FOR CRIMINAL, TORTIOUS, OR NEGLIGENT ACTIONS OR OMISSIONS OF THIRD PARTIES THAT AFFECT THIS SITE. IN NO EVENT WILL H1 OR ANY OF ITS AFFILIATES, AGENTS, EMPLOYEES, ASSIGNS, OR THIRD-PARTY CONTENT PROVIDERS BE HELD LIABLE FOR ANY TORTIOUS OR ILLEGAL CONDUCT OF OTHER USERS. IN NO EVENT WILL H1 OR ANY OF ITS AFFILIATES, AGENTS, EMPLOYEES, OR ASSIGNS BE HELD LIABLE FOR ANY DAMAGE TO EQUIPMENT, HARDWARE OR OTHER PROPERTY OF USER OR PERSONAL INJURY THAT ARISES IN CONNECTION WITH USE OF THE SITE.

5. INDEMNITY

You will indemnify and hold harmless H1, its parents, subsidiaries, affiliates, customers, vendors, officers, and employees from any liability, damage or cost (including reasonable attorneys. fees and cost) from any claim or demand made by any third party due to or arising out of your access to or use of the Sites, or any content on the Sites, violation of these Terms of Use by you, or the infringement by you of any intellectual property or other right of any person or entity.

6. LINKING AND FRAMING

H1 does not object to links on third-party sites to the homepage of any Site in an appropriate context. However, “framing” or “mirroring” any Site or any of its content is prohibited without the prior written consent of H1.

The Sites may provide links to other websites or resources available on the Internet. H1 has no control over, and assumes no responsibility for, the content, privacy policies, or practices of any third-party websites or services. We strongly advise you to read the terms and conditions and privacy policies of any third-party websites or services that you visit.

Because H1 has no control over such sites and resources, you acknowledge and agree that H1 is not responsible for the availability of such external sites or resources, and does not endorse and is not responsible or liable for any content, advertising, products or other materials on or available from such sites or resources. You further acknowledge and agree that H1 shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with use of or reliance on any such content, goods or services available on or through any third-party web sites or services.

7. TRADEMARKS AND TRADE NAMES

The company name, graphics, logos, designs, page headers, button icons, scripts, and other product and service names are the trademarks and trade names of H1. H1’s trademarks and trade names may not be used, including as part of trademarks and/or as part of domain names, in connection with any product or service in any manner that is likely to cause confusion.

8. ELECTRONIC COMMUNICATIONS

We use reasonable security measures and take reasonable system, process, and administrative precautions to protect the security and integrity of email and other electronic communications that you may send to us. Despite all these precautions, no method of transmission over the Internet is entirely secure, and we cannot guarantee the confidentiality or security of the electronic communications or its contents. You transmit such information at your own risk, and you should decide very carefully which information you want to send us via any electronic communication.

9. SECURITY

Users are prohibited from violating or attempting to violate the security of the Sites. H1 will investigate occurrences of possible violations and will cooperate with all applicable law enforcement authorities in prosecuting violators.

10. MODIFICATIONS OF TERMS OF USE

H1 reserves the right, in its sole discretion, to modify or replace the Terms of Use at any time. If the alterations constitute a material change to the Terms of Use, H1 will notify you by posting an announcement on the Sites. What constitutes a “material change” will be determined at H1’s sole discretion, in good faith, and using common sense and reasonable judgment. You are responsible for reviewing and becoming familiar with any such modifications. Use of the Sites by you following such notification constitutes your acceptance of the terms and conditions of the Terms of Use as modified.

11. MISCELLANEOUS

The Terms of Use constitute the entire agreement between users of the Sites and H1 regarding access to and use of the Sites, but for where additional terms may apply pursuant to an Agreement. Users of the Sites are responsible for compliance with all applicable regulations and laws. Any dispute arising out of the Terms of Use shall be governed by the laws of New York, notwithstanding any conflicts of law principles. Any action relating to the Terms of Use must be filed and maintained in a court in the state of New York, USA, and users consent to exclusive jurisdiction and venue in such courts for such purpose.