Agreement between User and Humanmetrics

(“Terms of Use”)

Welcome to Humanmetrics.com. Your access to or use of Humanmetrics.com website and/or any sub domains thereof, including the entire website (the “Website”), its Content and Services (as defined below), constitutes your acceptance and agreement to be bound by the following terms and conditions. Please read this document carefully. If you have any questions regarding the Terms of Use, please contact us.

1. Definitions

Humanmetrics, “we”, “us”, “our”: Humanmetrics Inc.

User, “you”, “yours”: anyone who accesses the Website and/or uses the Content and/or Services (as defined below)

Products: all and any products provided by Humanmetrics on the Website, including, but not limited to, Jung Typology Test™ (“JTT”), Jung Typology Test for Workplace™ (“JTPW”), Jung Career Indicator™ (“JCI”), Jung Marriage Test™ (“JMT”), Small Business Entrepreneur Profiler™ (“SBEP”), Risk Attitudes Profiler™ (“RAT”), Role Model Profiler™ (“RMP”), Visionary Test™, Assertiveness Test™, Morals Test™, Political Performance Indicator™ (“PPI”)

Content: all and any content contained on or generated by the Website, including, without limitation, Products, questionnaires, reports, text, graphics, and software.

Services: all and any services provided by Humanmetrics from the Website, including, but not limited to, your access to the Content or portions thereof, your account and other features.

2. Prohibited Use

You may not use the Website, its Content and/or Services for any illegal purpose or in any way prohibited by with these Terms of Use. Your use of the Website, its Content and/or Services is subject to all applicable international, federal, provincial, state and local laws and regulations. You may not use the Website, its Content and/or Services in any manner which could damage, disable, overburden, or impair the Website, its Content and/or Services or interfere with any other party's use and enjoyment of Website, its Content and/or Services.

You may not obtain or attempt to obtain any materials or information through any means not intentionally made available or provided through the Website.

3. Liability Disclaimer

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE WEBSITE, CONTENT AND SERVICES ARE PROVIDED "AS IS" WITHOUT WARRANTY OR CONDITION OF ANY KIND. Humanmetrics AND/OR ITS OWNERS, DIRECTORS, PARTNERS, ASSOCIATES AND SUPPLIERS HEREBY DISCLAIM ALL WARRANTIES AND CONDITIONS WITH REGARD TO THE WEBSITE, CONTENT AND SERVICES, INCLUDING ALL IMPLIED WARRANTIES OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, SECURITY AND AVAILABILITY.

THE CONTENT, PRODUCTS AND SERVICES, OR ANY INFORMATION INCLUDED IN OR AVAILABLE THROUGH THE WEBSITE MAY INCLUDE INACCURACIES, ERRORS, OR BE INCOMPLETE. ADVICE RECEIVED VIA Humanmetrics WEBSITE, CONTENT AND/OR SERVICES MUST NOT BE RELIED UPON FOR PERSONAL, MEDICAL, LEGAL OR FINANCIAL DECISIONS AND YOU SHOULD CONSULT AN APPROPRIATE PROFESSIONAL FOR SPECIFIC ADVICE FOR YOUR SITUATION. WEBSITE, CONTENT AND SERVICES ARE INTENDED TO BE USED FOR NON-HEALTH AND NON-LIFE THREATENING SITUATIONS ONLY.

Humanmetrics MAKES NO WARRANTY THAT THE CONTENT AND/OR SERVICES ARE SUITABLE FOR ANY PARTICULAR PURPOSE INCLUDING PERSONALITY ASSESSMENT, MATCHING, COUNSELLING, PRE-EMPLOYMENT SCREENING, PREDICTING BEHAVIOURS, ABILITIES AND SKILLS.

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL Humanmetrics AND/OR OWNERS, DIRECTORS, PARTNERS AN SUPPLIERS BE LIABLE FOR ANY DIRECT, INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, CONSEQUENTIAL DAMAGES OR ANY DAMAGES WHATSOEVER INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF USE, DATA OR PROFITS, ARISING OUT OF OR IN ANY WAY CONNECTED WITH THE USE OR PERFORMANCE OF THE WEBSITE, CONTENT AND/OR SERVICES, WITH THE DELAY OR INABILITY TO USE THE WEBSITE, CONTENT AND/OR SERVICES, WITH PROVISION OR FAILURE TO DELIVER THE WEBSITE, CONTENT AND/OR SERVICES, FOR BREACH OF INFORMATION, INCLUDING, WITHOUT LIMITATION, PERSONAL INFORMATION YOU PROVIDED TO Humanmetrics, OR SUBMITTED VIA THE WEBSITE, WHETHER BASED ON CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY OR OTHERWISE, EVEN IF Humanmetrics HAS BEEN ADVISED OF THE POSSIBILITY OF DAMAGES.

IF YOU ARE DISSATISFIED WITH ANY PORTION OF THE WEBSITE AND/OR CONTENT AND/OR SERVICES, OR WITH ANY OF THESE TERMS OF USE, YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE USING THE WEBSITE, CONTENT AND SERVICES.

IN NO EVENT WILL TOTAL LIABILITY OF Humanmetrics UNDER OR RELATED TO THESE TERMS OF USE, THE TERMINATION THEREOF, AND/OR THE PROVISION OF THE WEBSITE AND/OR CONTENT AND/OR SERVICE, REGARDLESS OF THE FORM OF ACTION, EXCEED THE FEES WE ACTUALLY RECEIVED FROM YOU DURING THE ONE (1) YEAR PERIOD PRECEEDING THE INCIDENT GIVING RISE TO SUCH LIABILITY.

4. Restrictions

The Jung Typology Test™ and the Political Performance Indicator™, including their questionnaires and results, are provided free of charge only for personal non-commercial use or educational purposes. Any other use of The Jung Typology Test™ and the Political Performance Indicator™, including any indirect commercial use such as, without limitation, instructing prospective job candidates to take the Jung Typology Test™ and provide results to the hiring organization or a recruitment agency as part of their recruitment process, is strictly prohibited unless agreed to in writing by Humanmetrics. You may submit your permission inquiry to us here.

5. Termination

You may terminate the Terms of Use at any time and effective immediately by discontinuing all use of the Website, Content and Services and destroying all materials you obtained from or via the Website, and any copies thereof.

Humanmetrics may terminate these Terms of Use with or without cause at any time and effective immediately. Upon receive a notice of termination from Humanmetrics, you must destroy all materials obtained from the Webstie and via the Services and any copies thereof.

Sections 1,2,3,6,8,9,10,11,12,13,14 and all other provisions of these Terms of Use which may reasonably be construed as surviving termination hereof, shall survive termination of these Terms of Use for any reason.

6. Access Restriction

Humanmetrics may terminate or restrict your access to all and any part of the Website, Products and/or Services at any time, in its sole and absolute discretion, and effective immediately.

7. Third Party Services

Humanmetrics may refer, advertise, and/or offer for sale, via its Website, Content or Services, certain third party services and/or products ("Third Party Services"), including, without limitation, links to other websites ("Linked Sites"), or advertisement banners presented by third parties (“Ads”) that helps us keep providing certain content and services free of charge. Humanmetrics has no control over the Third Party Services and over visitor’s interaction with them. Terms of use and information practices of these third parties are not covered by our policies. Humanmetrics is not responsible for the content of any Linked Site or information presented on any third party Ad included on our Website. The inclusion of any link or Ad does not imply endorsement by Humanmetrics of any the Linked Sites or Ads, or any association with the operators of any of the Linked Sites.

Humanmetrics makes no warranties or representations whatsoever, express or implied, with regard to any Third Party Services, Linked Sites, and/or Ads. You will not consider Humanmetrics, nor will Humanmetrics be construed, as a party to any transactions relating to Third Party Services, Linked Sites, and/or Ads, whether or not Humanmetrics may have received some form of revenue or other remuneration in connection with the transaction, nor shall Humanmetrics be liable for any costs or damages arising out of or relating to, either directly or indirectly, the Third Party Services, Linked Sites, and/or Ads.

8. Modifications of These Terms of Use

Humanmetrics reserves the right, to make changes to these Terms of Use from time to time, in its sole discretion. The updated Terms of Use are available to the User via the Website. You are advised to check the Terms of Use before using Content and/or Services to determine whether any changes have been made thereto. If you do not agree to any changes in the Terms of Use, please terminate these Terms of Use by immediately by (a) notifying Humanmetrics that you are unwilling to accept the changes to the Terms of Use, and (b) by discontinuing your access to and use of Website, its Content and Services. Your continued access to and/or use of the Website, Content and/or Services constitutes your acceptance of these Terms of Use and any changes thereto.

9. Modifications of Content and Services

Humanmetrics reserves the right, in its sole discretion, to make changes to or discontinue Content and/or Services, or portions thereof, including, without limitation, changing pricing of Products and Services, with or without notice to you, and without liability to you or any third party.

10. Applicable Law

To the maximum extent permitted by law, this agreement is governed by the laws of the province of Ontario, Canada and you hereby consent to the exclusive jurisdiction and venue of courts in Greater Toronto Area, Ontario, Canada in all disputes arising out of or relating to the use of the Website, Content and/or Services. Use of the Website, Content and/or Services is unauthorized in any jurisdiction that does not give effect to all provisions of these terms and conditions, including without limitation this paragraph. You agree that no joint venture, partnership, employment, or agency relationship exists between you and Humanmetrics as a result of this agreement or use of the Website, Content and/or Services. Humanmetrics performance of this agreement is subject to existing laws and legal process, and nothing contained in this agreement is in derogation of Humanmetrics's right to comply with governmental, court and law enforcement requests or requirements relating to your use of the Website, Content and/or Services or information provided to or gathered by Humanmetrics with respect to such use. If any part of this agreement is determined to be invalid or unenforceable pursuant to applicable law including, but not limited to, the warranty disclaimers and liability limitations set forth above, then the invalid or unenforceable provision will be deemed superseded by a valid, enforceable provision that most closely matches the intent of the original provision and the remainder of the agreement shall continue in effect. Unless otherwise specified herein, this agreement constitutes the entire agreement between the user and Humanmetrics with respect to the Website, Content and/or Services and it supersedes all prior or contemporaneous communications and proposals, whether electronic, oral or written, between the user and Humanmetrics with respect to the Website, Content and/or Services. A printed version of this agreement and of any notice given in electronic form shall be admissible in judicial or administrative proceedings based upon or relating to this agreement to the same extent an d subject to the same conditions as other business documents and records originally generated and maintained in printed form. It is the express wish that this agreement and all related documents be drawn up in English.

11. Intellectual Property Ownership, Copyright, Reservation of Rights

a) Jung Typology Test™, Jung Marriage Test™, Small Business Entrepreneur Profiler™, Risk Attitudes Profiler™, Role Model Profiler™, Visionary Test™, Assertiveness Test™, Morals Test™, Political Performance Indicator™, the software of these tests, and all Content of the Website are Copyright © Humanmetrics or its licensors. All Rights Reserved.

b) All of the intellectual property rights in the Website and Content belong to Humanmetrics or its licensors. All Content the HRPersonality Assessment Administration System are the intellectual property of Humanmetrics. The Products, their scoring algorithms, their report generation algorithms, and their software code are valuable intellectually property (trade secrets and confidential information) of Humanmetrics. You have no intellectual property rights in the Content, the Products, the Website and any materials thereon.

c) All Content is protected by law, including without limitation the copyright laws of Canada, the United States, and other countries, and by international treaty provisions. All rights not expressly granted are reserved by Humanmetrics and its licensors.

d) The unauthorized use of the Content will result in civil and criminal sanctions, including intellectual property proceedings, the pursuit of statutory damages, and all other recourse available to Humanmetrics.

12. No reverse engineering, modification, website automation or integration

a) You shall not reverse engineer, decompile, disassemble, approximate, or otherwise attempt to discover the source code, the scoring algorithms, or the reports generation algorithm of Humanmetrics Products, or any of the Content.

b) You shall not modify, adapt, translate, or create derivative works based upon the Website, Content, and any materials provided on or as a part of Website or Content. You shall not alter or remove any copyright or other proprietary notice that appears on the content provided on or as a part of Website, Content and/or Services.

c) You shall not embed, integrate, automate usage of, Products offered on Humanmetrics website, fully or partially, unless expressly permitted by Humanmetrics in writing.

13. Trademarks

Jung Typology Test™, JTT™, Jung Typology Test for Workplace™, JTPW™, Jung Career Indicator™, JCI™, Jung Marriage Test™, JMT™, Small Business Entrepreneur Profiler™, SBEP™, Risk Attitudes Profiler™, Role Model Profiler™, Political Performance Indicator™, PPI™, HRPersonality™, Personality Radar™, Jung Typemeter™ are trademarks of Humanmetrics.

14. Indemnification

You agree to defend, indemnify and hold each of Humanmetrics, its subsidiaries, affiliates, officers, directors, shareholders and employees, harmless from any and all claims, demands, liabilities, losses, damages and/or expenses, including reasonable attorneys' and expert witness fees, arising out of or relating to the use of the Website, Content and/or Services, and/or violation of these Terms of Use by you and/or any users of your account on the Website, including, without limitation, any breach of the representations and warranties made by you herein, any and all claims arising from the infringement by you, or any other user of your account, of any Proprietary Rights or other rights of any person or entity.