Innvolve Terms of Service

Welcome to Innvolve!

Thanks for using our products and services ("Services"). The Services are provided by Innvolve ("Innvolve"), Marshall Andrews Ltd company registration 6178884, Adsett Court, Gloucestershire, United Kingdom.
By using our Services, you are agreeing to these terms. Please read them carefully.

Our Services are diverse, so sometimes additional terms or product requirements (including age requirements) may apply. You are advised to read our terms and conditions on a regular basis to keep abreast of all the changes taking place.

Additional terms will be available with the relevant Services and those additional terms become part of your agreement with us if you use those Services.

Definitions

In these terms and conditions:

'Expert' Means a person granted access to a 'User's' folio where the folio is not in the public domain.

'User' means the person who creates a given folio;

'Content' means such things as data, text, photographs, videos, audio clips, written posts and comments, graphics, User content and interactive features generated, provided, or otherwise made accessible on or through Innvolve;

'Job' means a piece of work that a Expert and User agree via Innvolve is to be provided by the Expert to the User.

'Innvolve' means the website with the domain name innvolve.com or Marshall Andrews Limited as the context so requires;

'User Content' means all Content uploaded, submitted, distributed, or posted to the services by Users, including without limitation. User Content does not include any materials or deliverables, or intellectual property therein arising from a Job, which shall be assigned to the User on successful payment for the Job. User Content is the sole responsibility of the person who originated it;

Using our Services

You must follow any policies made available to you within the Services.

Do not misuse our Services, for example, do not interfere with our Services or try to access them using a method other than the interface and the instructions that we provide. You may use our Services only as permitted by law, including applicable export and control laws and regulations. We may suspend or stop providing our Services to you, with or without notice , if you do not comply with our terms or policies or if we are investigating suspected misconduct.

Using our Services does not give you ownership of any intellectual property rights in our Services or the content that you access. You may not use content from our Services unless you obtain permission from the owner or are otherwise permitted by law. These terms do not grant you the right to use any branding or logos used in our Services. Do not remove, obscure or alter any legal notices displayed in or along with our Services.

Our Services display some content that is not Innvolve's. This content is the sole responsibility of the entity that makes it available. We may review content to determine whether it is illegal or violates our policies, and we may remove or refuse to display content that we reasonably believe violates our policies or the law. We may or may not send any notification to you . But that does not necessarily mean that we review content, so please do not assume that we do.
In connection with your use of the Services, we may send you service announcements, administrative messages and other information. You may opt out of some of those communications.

We only provide a platform for users and experts to interact and you agree that we cannot be held responsible for any disagreement or disputes between users and experts.

Umbrella Non-Disclosure

Privacy is at the core of innvolve's services. We therefore require that all Users (Disclosers) and Experts (Recipients) comply with a blanket non-disclosure agreement relating to all content on the site. Unless specifically authorised in by the Discloser, the following conditions must be adhered to:

1.The Discloser discloses information (the Confidential Information) to the Recipient for the purpose of developing a confidential idea (the Purpose).

2.The Recipient undertakes not to use the Confidential Information for any purpose except the Purpose, without first obtaining the written agreement of the Discloser.

3.The Recipient undertakes to keep the Confidential Information secure and not to disclose it to any third party except to its employees and professional advisers who need to know the same for the Purpose, who know they owe a duty of confidence to the Discloser and who are bound by obligations equivalent to those in clause 2 above and this clause 3.

4. The undertakings in clauses 2 and 3 above apply to all of the information disclosed by the Discloser to the Recipient, regardless of the way or form in which it is disclosed or recorded but they do not apply to: 8 a)any information which is or in future comes into the public domain (unless as a result of the breach of this Agreement); or b) any information which is already known to the Recipient and which was not subject to any obligation of confidence before it was disclosed to the Recipient by the Discloser.

5. Nothing in this Agreement will prevent the Recipient from making any disclosure of the Confidential Information required by law or by any competent authority.

6. The Recipient will, on request from the Discloser, return all copies and records of the Confidential Information to the Discloser and will not retain any copies or records of the Confidential Information.

7. Neither this Agreement nor the supply of any information grants the Recipient any licence, interest or right in respect of any intellectual property rights of the Discloser except the right to copy the Confidential Information solely for the Purpose.

8. The undertakings in clauses 2 and 3 will continue in force indefinitely.

9. This Agreement is governed by, and is to be construed in accordance with the laws of the United Kingdom. The English Courts will have non-exclusive jurisdiction to deal with any dispute which has arisen or may arise out of, or in connection with, this Agreement.

Your Content in our Services

Our Services allow you to submit content. You retain ownership of any intellectual property rights that you hold in that content. In short, what belongs to you stays yours.

Modifying and Terminating our Services

We are constantly changing and improving our Services. We may add or remove functionalities or features and we may suspend or stop a Service altogether without notice .

You can stop using our Services at any time, although we would be sorry to see you go. Innvolve may also stop providing Services to you or add or create new limits to our Services at any time.

We believe that you own your data, and preserving your access to such data is important. If we discontinue a Service, where reasonably possible, we will give you reasonable advance notice and a chance to remove information from that Service.

Our Warranties and Disclaimers

We provide our Services using a commercially reasonable level of skill and care and we hope that you will enjoy using them. But there are certain things that we do not promise about our Services.

Other than as expressly set out in these terms or additional terms, neither Innvolve nor its suppliers or distributors makes any specific promises about the Services. For example, we do not make any commitments about the content within the Services, the specific functions of the Services or their reliability, availability or ability to meet your needs. We provide the Services 'as is'.

Some jurisdictions provide for certain warranties, like the implied warranty of merchantability, fitness for a particular purpose and non-infringement. To the extent permitted by law, we exclude all warranties.

Liability for our Services

When permitted by law, Innvolve and Innvolve's suppliers and distributors will not be responsible for lost profits, revenues or data, financial losses or indirect, special, consequential, exemplary or punitive damages.

To the extent permitted by law, the total liability of Innvolve and its suppliers and distributors for any claims under these terms, including for any implied warranties, is limited to the amount that you paid us to use the Services (or, if we choose, to supplying you with the Services again).

In all cases, Innvolve and its suppliers and distributors will not be liable for any loss or damage that is not reasonably foreseeable. In the event of illegal hacking or misuse of our website we will not be liable for loss or damage so caused whatever reasonable measures have been taken to prevent it.

We recognise that in some countries, you might have legal rights as a consumer. If you are using the Services for a personal purpose, then nothing in these terms or any additional terms limits any consumers' legal rights which may not be waived by contract.

Business uses of our Services

If you are using our Services on behalf of a business, that business accepts these terms. It will hold harmless and indemnify Innvolve and its affiliates, officers, agents and employees from any claim, action or proceedings arising from or related to the use of the Services or violation of these terms, including any liability or expense arising from claims, losses, damages, judgements, litigation costs and legal fees.

Your Innvolve Account

You may need a Innvolve Account in order to use some of our Services. You may create your own Innvolve Account, or your Innvolve Account may be assigned to you by an administrator, such as your employer or educational institution. If you are using a Innvolve Account assigned to you by an administrator, different or additional terms may apply, and your administrator may be able to access or disable your account.
Each account must be a personal account, but Users and Experts may trade as a sole trader, company or any other legal entity (whether incorporated or unincorporated).

Users cannot register for more than one account.

The information that Users supply in the public profile of their account must comply with Innvolve profile policies

Innvolve reserve the right to restrict your access, temporarily or indefinitely block your account, stop any Jobs you have in progress, warn other Users and Experts of your actions or issue you a warning if:
a. you breach the letter or spirit of these terms and conditions or the referenced policies;
b. we are unable to verify or authenticate any information you provide to us;
c. we believe that your actions may cause any loss or liability to our Users or to us

Users are solely responsible for any activity that occurs on their account, unless it is a result of actions beyond their control (such as hacking or if someone steals their password when they have taken reasonable steps to keep it secure).

Users may never use another person's user account or registration information for the Website.

The User and Expert create a direct service contract between themselves and Innvolve are not party to that contract.

Ownership in and to any materials and or deliverables arising from a Job and any intellectual property rights therein, will be assigned to the User upon successful payment for the Job. If the User and Expert wish to include any special terms of the contract (for example, in relation to the ownership of the work produced, ownership of intellectual property rights or special rights of termination), the User and Expert should negotiate and document these terms prior to the commencement of the job.

You promise that:

you are able to pay for the services if you are a User and perform the services if you are an Expert;

you are not in breach of any applicable laws, rules or regulations or obligations to any other person;

you have made and will make all required legal and tax filings. If relevant, you will file all necessary legal documentation relating to your self-employment required by any governmental body, and pay all applicable taxes including without limitation PAYE or other income tax and national insurance;

you shall not (and shall not permit) any third party to either take any action or upload, download, post, submit or otherwise distribute or facilitate distribution of any Content, Job, or Proposal on or through the services Innvolve provide, including without limitation any User Content, that infringes any patent, trademark, trade secret, copyright or other right of any other person or entity or violates any law or contractual duty.

Feedback

When the Job is completed and the Expert has been paid by the User, both parties are asked to provide both qualitative feedback and a rating from 1-5 for the other party. This rating influences each User's ranking on Innvolve.

Both parties should complete the feedback honestly. Users must not falsify feedback, manipulate or coerce another User by threatening negative feedback or offer incentives in exchange for feedback. Any attempts of this nature should be reported immediately to Innvolve.

Feedback comments that are reported to us as defamatory, abusive or offensive will be reviewed and may be removed at our discretion.

About these Terms

We may modify these terms or any additional terms that apply to a Service to, for example, reflect changes to the law or changes to our Services. You should look at the terms regularly. We'll post notice of modifications to these terms on this page. We'll post notice of modified additional terms in the applicable Service. Changes will not apply retrospectively and will become effective no earlier than fourteen days after they are posted. However, changes addressing new functions for a Service or changes made for legal reasons will be effective immediately. If you do not agree to the modified terms for a Service, you should discontinue your use of that Service.

If there is any inconsistency between these terms and the additional terms, the additional terms will prevail to the extent of the inconsistency.

These terms govern the relationship between Innvolve and you. They do not create any third party beneficiary rights.

If you do not comply with these terms and we do not take action immediately, this doesn't mean that we are giving up any rights that we may have (such as taking action in the future).

If it turns out that a particular term is not enforceable, this will not affect any other terms.

Otherwise, you agree that the laws of the UK, excluding the UK's choice of law rules, will apply to any disputes arising out of or relating to these terms or the Services. Similarly, if the courts in your country will not permit you to consent to the jurisdiction and venue of the UK courts, then your local jurisdiction and venue will apply to such disputes related to these terms. Otherwise, all claims arising out of or relating to these terms or the services will be litigated exclusively in the federal or state courts of the UK, and you and Innvolve consent to personal jurisdiction in those courts.

For information about how to contact Innvolve, please visit our contact page.

Governing Law

These terms and conditions and any dispute or claim arising out of or in connection with them or their subject matter or formation (including non-contractual disputes or claims) shall be governed by and construed in accordance with the law of England and Wales. The courts of England and Wales shall have non-exclusive jurisdiction to settle any dispute or claim that arises out of or in connection with these terms and conditions or their subject matter or formation (including non-contractual disputes or claims).



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