Introduction

The provisions of these Terms of Use form an agreement between Predictive Index, LLC (“PI,” “we,” ”our” or “us”) and you. The following terms apply to your use of and access to any website owned or operated by PI and/or its affiliates (“Website”). These Terms of Use also apply to any and all online resources provided on our Website, including knowledge centers and any certifications you may complete on our Website. By accessing or using our Website, you affirmatively agree to these Terms of Use. If you do not agree to accept and comply with the Terms of Use, you are not authorized to access or use our Website and you should discontinue use immediately. PI reserves the right to modify these Terms of Use from time to time without providing prior notice. Your continued use of any Website following a modification constitutes your continued agreement to be bound by the Terms of Use. 

Privacy Policy

You acknowledge and agree that our Privacy Policy is incorporated into these Terms of Use and that your use of our Website is subject to its terms. You may access our Privacy Policy here:  

https://www.predictiveindex.com/privacy/

Intellectual Property Rights

All text, artwork, computer code, functionality, graphics, photographs, videos, sounds, music, user and visual interfaces, trademarks and logos, including but not limited to the design, structure, selection, coordination, expression, layout, color scheme, and overall appearance (the “Content”) of the Website is owned, controlled, or licensed by PI and is protected by trade dress, trademark and copyright laws, including various other intellectual property rights and unfair competition laws. All such rights are reserved.  Any use of the Website not expressly permitted by these Terms of Use is a breach of these Terms of Use and may violate copyright, trademark or other laws.

Except as expressly provided herein, you are prohibited from the following activities: (i) copying, reproducing, distributing, modifying, creating derivative works of, publicly displaying, publicly performing, republishing, uploading, storing, or transmitting the Content, whether in whole or in part, and by any means; or (ii) combining or incorporating any portion of the intellectual property or Website with any other system, program, product, or service, including software of any type, without PI’s express prior written consent in each case.

Our name, logo, all related names/logos, service names, designs, and slogans are trademarks of PI. You must not use such marks without our prior written consent. 

From time to time some of the Content may be sponsored or third-party Content and any such third-party will clearly be marked as such.  To the extent that we post third-party Content, it reflects the personal opinions and views of the third-party authors and does not necessarily reflect the opinions and views of PI and we accept no responsibility for any such third-party opinions and views. 

We reserve the right to monitor, restrict access to, edit or remove any Content available via the Website.  

Registration/ Accounts

You may create an account by providing us with your name, email address and country (an “Account”).  Users who have created an Account (“Registered Users”) are able to access their accounts through the “My Profile” part of the Website.  

By creating an Account, you agree: (a) that you are able to and have the appropriate authority and authorization to create a binding agreement with us; (b) provide true, accurate, current and complete information about yourself when we request it; and (c) maintain and promptly update this information to keep it true and accurate, current and complete. If you have previously had your access to or use of the Website terminated by us, you may not access or use the Website under any circumstances.  You should never share your Account information with third parties or allow third parties to use your Account.  Please keep your password confidential.  You are responsible for all of the activity on your Account, including the use of your Account by other people who you may or may not authorize to use your Account.  If you allow others to access your Account in violation of these Terms of Use, you agree to be responsible for ensuring that they comply with these Terms of Use.  You must notify us immediately of any breach of security or unauthorized use of your Account by sending an email to privacy@predictiveindex.com with “Unauthorized Use” in the subject line.  Even if you notify us, you will be responsible for any activities that occur using your access credentials. We will not be liable for any losses by any unauthorized use of your account. 

We reserve the right, in our sole discretion, to terminate your Account and/or access to the Website at any time, without notice.  You may terminate your Account at any time by clicking the “Deactivate” link in the My Profile section. Our rights under these Terms of Use will expressly survive termination of these Terms of Use, the cessation of your use of or access to our Website, and/or termination of your Account. 

Your Use of the Website

By using our Website, you agree:

  1. you will only use the Website and Content solely for your non-commercial, personal purposes and/or to learn about PI products and services;
  2. to comply with all applicable laws, including, but not limited to any privacy laws, intellectual property laws, export control laws, regulatory requirements, etc.;
  3. to keep any usernames and passwords confidential and that you are responsible for any and all activity on your account;
  4. PI will not be liable if for any reason all or any part of the Website is unavailable at any time or for any period;
  5. that you will immediately notify PI if you suspect or become aware of any unauthorized use of your account or any breach of security; and
  6. that PI employees may have limited access to your account and records as reasonably necessary to investigate complaints and maintain the Website.

You acknowledge and agree that you may be held liable for losses incurred by PI or any other user of or visitor of the Website arising out of any unauthorized use of your account and/or password because you did not keep your account information secure and confidential. 

Prohibited Uses

By using our Website, you agree you will not:

  1. reverse engineer or otherwise attempt to discover any source code, or allow any third party to do so;
  2. sell, assign, sublicense, distribute, commercially exploit, grant a security interest in, or otherwise transfer or grant any right in, or make available to a third party, any Content, specifically including the PI assessments, unless you have an executed agreement permitting you to do so;
  3. attempt to gain unauthorized access to the Website or any portion thereof, or to any tools and Content on the Website by any means;
  4. use the Website in any way that damages, disables, overburdens, or impairs the Website or any of its functions or interferes with any other party’s use and enjoyment of the Website; 
  5. test or attempt to test the vulnerability of the Website to breach security for the purpose of revealing information, including any personal identifying information other than your own information;
  6. use any “deep-link,” “page-scrape,” “robot,” “spider,” or any other automatic device, program or tool to access, acquire, copy, or monitor any portion of the Website or to obtain or attempt to obtain any materials, documents, or information through any means not purposefully made available through the Website; 
  7. use the Website for any purpose or in any manner that is unlawful or prohibited by these Terms of Use, nor will you solicit the performance of any illegal activity or other activity which infringes on PI’s rights or the rights of others; and
  8. reverse look-up, trace or attempt to trace any information regarding other Website users or visitors or any PI customers or otherwise exploit the Website or any service, Content, or information made available via the Website in any way where the purpose is to reveal information other than your own information.

PI has the right to disable any account at any time if, in our opinion, you have violated any provision in these Terms of Use.

Information Provided by You

You represent that you have all right, title and interest to all information you provide on the Website, including but not limited to any consent, authorization, release, clearance or license from any third party necessary. Furthermore, you represent that any information provided by you does not violate or constitute the infringement of any patent, copyright, trademark, trade secret, rights of publicity, moral rights or any other intellectual property rights recognized in any applicable jurisdiction or otherwise constitute a breach of any agreement with any other person or entity or a violation of a third-party’s right to privacy.

You represent that the information provided by you is accurate and that you will not knowingly, or with the intent to defraud, provide any misleading information to the Website.

Modification or Suspension of the Website and Right to Terminate Your Use of the Website

We reserve the right to change, suspend or discontinue any aspect of the Website at any time and from time to time, in our sole discretion and without notice or liability, including by adding or eliminating certain features or discontinuing the Website entirely.  Any description of features on the Website shall not be considered to be a representation by PI that such features will always be included on the Website. From time to time, we may restrict access to some or all of the Website, including for Registered Users.  We also reserve the right to terminate or suspend your Account or restrict your use of or access to the Website, without notice or liability, for any reason or no reason at our sole discretion.  Accordingly, for any reason, and without notice, all or any part of the Website may become unavailable to you at any time and for any period.  

If we suspend or discontinue any aspect of the Website, or terminate your Account, we are not responsible for providing you with any information or content. We may also delete your other preferences and interests to the extent they are stored within or in connection with your Account.  You have no recourse with regard to any information that we delete and we expressly disclaim any value you may attribute to any of your information stored by us.

Additional Terms and Conditions

Additional terms and conditions may apply if you purchase a subscription for any PI product, and those terms are hereby incorporated into these Terms of Use by reference and you further agree to abide by such additional terms and conditions. If there is any conflict between these Terms of Use and the terms provided for by your executed Client Agreement or Partner Agreement, the terms in your Client Agreement or Partner Agreement shall control. PI’s obligations concerning any products or subscriptions are governed solely by the applicable Client Agreement or Partner Agreement and nothing within these Terms of Use shall alter such agreements. 

PI reserves the right to make changes to any products or subscriptions offered on the Website, including any pricing for such products or subscriptions, at any time and without prior notice.

Linked Third Party Websites

At times, independent third-party websites may be linked to our Website. These links are provided solely for the convenience of our Website users and are not under PI control. PI is not responsible for and does not endorse the content, information, or materials included on any third-party website.

Disclaimers & Limitation of Liability

PI MAKES NO REPRESENTATIONS ABOUT THE SUITABILITY, RELIABILITY, AVAILABILITY, SECURITY, QUALITY, COMPLETENESS, USEFULNESS OR ACCURACY OF THE WEBSITE OR ANY OF ITS CONTENT FOR ANY PURPOSE. TO THE EXTENT PERMITTED BY LAW, ALL INFORMATION, SOFTWARE, PRODUCTS, SERVICES AND CONTENT ARE PROVIDED ON AN “AS-IS” AND “AS-AVAILABLE” BASIS. ALL INFORMATION AVAILABLE ON THIS WEBSITE IS SUBJECT TO CHANGE WITHOUT NOTICE. PI MAKES NO REPRESENTATIONS OR WARRANTIES THAT THE WEBSITE OR ANY CONTENT WILL BE ERROR-FREE, UNINTERRUPTED, OR FREE FROM VIRUSES OR OTHER DESTRUCTIVE FEATURES. FURTHERMORE, PI DOES NOT REPRESENT OR WARRANT THAT ANY DEFECTS WILL BE CORRECTED OR THAT YOUR USE OF THE WEBSITE WILL PROVIDE ANY SPECIFIC RESULTS. PI HEREBY DISCLAIMS ALL WARRANTIES AND CONDITIONS OF ANY KIND WITH REGARD TO THE WEBSITE AND ANY CONTENT AND YOUR RELIANCE THEREON, INCLUDING ALL IMPLIED WARRANTIES OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, ACCURACY, AND NON-INFRINGEMENT. PI DISCLAIMS ANY AND ALL LIABILITY FOR THE ACTS, OMISSIONS, AND CONDUCT OF ANY THIRD PARTIES RELATED TO YOUR USE OF THE WEBSITE. YOU ASSUME FULL RESPONSIBILITY FOR YOUR USE OF THE WEBSITE AND ANY LINKED THIRD-PARTY WEBSITES.

TO THE EXTENT PERMITTED BY LAW, IN NO EVENT SHALL PI BE LIABLE FOR ANY DIRECT, INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY OR ANY OTHER TYPES OF DAMAGES OF ANY KIND, INCLUDING WITHOUT LIMITATION DAMAGES FOR COVER OR LOSS OF USE, DATA, BUSINESS REVENUE OR PROFITS ARISING OUT OF OR IN ANY WAY RELATED TO THE USE OF THE WEBSITE OR FOR ANY WEBSITE CONTENT, WHETHER SUCH CLAIM IS BASED ON CONTRACT, TORT (INCLUDING NEGLIGENCE AND STRICT LIABILITY), THE FAILURE OF ANY LIMITED REMEDY TO ACHIEVE ITS ESSENTIAL PURPOSE, OR OTHERWISE, EVEN IF FORESEEABLE.

IF, NOTWITHSTANDING THE FOREGOING, PI IS FOUND TO BE LIABLE TO YOU FOR ANY DAMAGE OR LOSS WHICH IS IN ANY WAY CONNECTED WITH YOUR USE OF THE WEBSITE OR ITS CONTENT, YOU HEREBY EXPRESSLY AGREE THAT PI’S AGGREGATE LIABILITY SHALL BE LIMITED TO ONE HUNDRED DOLLARS ($100.00).

Indemnification

You agree to indemnify and hold PI, its officers, directors, shareholders, affiliated entities, customers, employees, licensors and contractors, and the successors and assigns of any of the foregoing, harmless from any demands, loss, liability, claims or expenses, including attorney’s fees, made against PI by any third party due to or arising out of your violation of these Terms of Use or your use of the Website, including but not limited to any use of the Content, services, or products other than as expressly authorized in these Terms of Use.

Export Control Laws

Export of any information from this Website is subject to all United States Export Control laws. No Content may be downloaded or otherwise exported in violation of these or any other laws.

General

Entire Agreement. These Terms of Use constitute the entire agreement between PI and you with respect to the subject matter herein and any other previously existing written or oral agreements between PI and you regarding the use of our Website are hereby superseded. PI does not accept and hereby rejects any edits or modifications to these Terms of Use.

Waivers. Failure to take any action or exercise a remedy regarding a breach of these Terms of Use shall not constitute a waiver and PI reserves the right to bring action or exercise such remedy at a later date.

Severability. If any part of these Terms of Use is determined by a court of competent jurisdiction to be invalid or unenforceable, it will not impact any other provision of these Terms of Use, all of which will remain in full force and effect.Governing Law. The State of Delaware’s laws, except for conflict of laws rules, will apply to and govern any dispute related to these Terms of Use, your use of the Website, the Content, and our Privacy Policy. You acknowledge and agree to the sole and exclusive jurisdiction and venue of the federal and state courts within the State of Delaware in the event of any dispute of any kind arising from or relating to these Terms of Use, your use of our Website, the Content, or our Privacy Policy.

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